It’s the little things.

The SEC is rapidly responding to the ongoing COVID-19 crisis in ways big and small. For persons who are entering the SEC reporting system for the first time, which could be because they have been newly appointed an executive officer or director of a public company or have recently acquired beneficial ownership of more than 5% of a public issuer, a Form ID must be submitted to request the codes necessary to submit filings via the SEC’s EDGAR (electronic data gathering, analysis and retrieval) system. The Form ID, however, must be signed and the signature notarized. In a time of stay-at-home orders and business closures, what has historically been a minor logistical item may now pose a serious impediment to filing a Form ID and obtaining valid EDGAR codes. Although some filer relief has been provided by the Staff (see SEC provides COVID-19 Relief for Public Companies), it does not cover the filing of a Schedule 13D by a 5% owner or filings on Forms 3, 4 or 5.

Fortunately, the SEC has acknowledged this issue in a recent announcement and appears to be considering alternatives. In the meantime, if you are experiencing difficulties in meeting the notarization requirement in Form ID or related access processes due to the COVID-19 crisis you are encouraged to contact EDGAR Filer Support at 202-551-8900 option 3.

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