157 even if they hold no shares. Going forward, Form 4 filings will be required within two business days of any transaction. Annual Form 5 filings will also apply. The SEC adopted implementing rules on February 27, 2026. This is not a minor compliance addition. For Israeli companies - this represents a structural governance change. Practical coordination challenges are considerable: multiple directors sitting on Israeli technology company boards may serve on several boards of public companies simultaneously, meaning the HFIAA affects not individual companies in isolation but the entire infrastructure of the Israeli tech governance ecosystem. An important and welcome development emerged on March 13, 2026 - one that reflects both the severity of the ongoing security situation and the responsiveness of the SEC staff when presented with a well-reasoned case. Our US Capital Markets practice identified, shortly after the Israel-Iran war began, that the original March 18, 2026 compliance deadline created a genuine hardship problem for Israeli FPI directors and officers whose ability to comply had been materially disrupted by the Iran War. We raised this concern directly with our friends at Skadden, Arps, Slate, Meagher & Flom LLP, and advocated for an approach to the SEC seeking possible relief. That approach bore fruit. On March 13, 2026, the SEC’s Division of Corporation Finance issued a noaction letter - obtained by Skadden on behalf of one of its clients - granting directors and officers of FPIs organized and headquartered in Israel, or in any other jurisdiction in the geographical region directly affected by the Iran War, until April 20, 2026 to comply with the new Section 16(a) reporting requirements, provided their ability to meet the original filing deadline was materially affected by the direct effects of the conflict. The extension represents a meaningful and well-deserved relief for a community of issuers managing compliance obligations in extraordinary circumstances, and the result is a credit to the coordination across the Israeli capital markets bar that made the request possible. All Israeli FPI directors and officers who benefit from this extension should be under no illusion that the reprieve changes the underlying obligation. The April 20 deadline is firm, and the substantive compliance work - Form ID applications, EDGAR access credentials, pre-clearance procedures, and board education - must be completed by that date. Companies that have not already made substantial progress on this work should treat it as their most urgent near-term corporate governance priority. The SEC Under Atkins: Deregulation With Caveats The change in SEC leadership following the Trump administration’s return to Washington has produced a meaningfully different regulatory environment. For Israeli issuers, the Atkins SEC presents a mixed picture. On the positive side, the SEC’s Spring 2025 Regulatory Flex Agenda signaled consideration of amendments to expand accommodations for emerging growth companies and to rationalize filer categories to reduce compliance burdens - developments that would generally benefit smaller and mid-cap Israeli tech issuers. The overall rate of enforcement actions dropped significantly after the change in administration, and the SEC has walked back several Gensler-era priorities, including certain climate disclosure mandates that had imposed significant costs on international registrants with complex global operations. At the same time, the Atkins SEC has signaled that enforcement in its priority areas will be vigorous. Insider trading, accounting fraud, and material misrepresentation cases are described as the new Commission’s primary focus. For Israeli companies - which face the particular challenge of operating in a country where geopolitical developments can create sudden, material information asymmetries - the combination of heightened insider trading scrutiny and the new Section 16 reporting regime creates a compliance environment that requires active management. The SEC’s Cyber and Emerging Technologies Unit, successor to the Crypto Assets and Cyber Unit, has also signaled active pursuit of cases involving misrepresentation of artificial intelligence capabilities - a risk that is particularly relevant for Israeli tech companies as AI claims have become central to investor communications. The conversation about quarterly reporting has also reemerged. President Trump has urged the SEC to revisit the mandatory quarterly reporting cycle, and Chairman Atkins has described this as among his early priorities. For FPIs - who are already not subject to quarterly reporting - the potential move toward semiannual reporting for domestic issuers would narrow one of the most significant advantages that FPI status currently confers. Israeli companies should track this development carefully, as it could influence the costbenefit analysis of maintaining versus surrendering FPI status. ISRAEL — HIGH-TECH
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