SEC Watch is The Investigative Journal’s daily review of notable filings, rulemakings and enforcement actions on the SEC’s EDGAR system and public dockets. Figures and quotations below are drawn directly from primary records; links to each source are provided. Enforcement matters described as “alleged” remain pending unless otherwise noted.
WASHINGTON — A snapshot of the Securities and Exchange Commission’s EDGAR system and its own rulemaking and litigation dockets for June 25 and 26, 2026, captures a regulator in the middle of a sweeping deregulatory pivot under Chairman Paul S. Atkins — even as the Commission’s litigators kept filing fresh fraud and insider-trading cases. Among the day’s notable items: proposals to scrap two pillars of the corporate-disclosure and equity market-structure regimes, a $2.2 billion convertible-note sale by Robinhood, a distressed-debt waiver and board shake-up at a publicly traded auto retailer, a SPAC closing for a fintech roll-up, and two new enforcement actions. Here is what the records show.
1. SEC moves to rescind its climate-disclosure rules
The most consequential corporate-disclosure development on the docket is the Commission’s proposal to rescind, in their entirety, the climate-related disclosure rules it adopted in March 2024. In a release dated May 29, 2026, the SEC said the rules were “overly burdensome and costly” and that rescission would return the agency to “a materiality-focused approach to securities regulation.”
“SEC disclosure obligations should comply with the Commission’s statutory authority, be guided by materiality as the North Star, avoid the practical effect of dictating corporate behavior, and be imposed only when the expected benefits justify the likely costs and burdens,” Atkins said in a statement accompanying the proposal. The release notes the rules were stayed in April 2024, that the Commission voted to end its legal defense of them in March 2025, and that the U.S. Court of Appeals for the Eighth Circuit has held the consolidated petitions in abeyance pending the agency’s reconsideration.
The proposal argues the 2024 rules exceed the agency’s statutory authority and impose costs not justified by their informational benefits. The public comment period runs for 60 days after publication in the Federal Register, meaning the substance of what large filers must disclose about greenhouse-gas emissions and climate risk remains formally unsettled. Source: SEC Press Release 2026-49.
2. A proposed rollback of Regulation NMS Rules 611 and 610(e)
On June 11, 2026, the Commission proposed amendments that would rescind Rule 611 of Regulation NMS — the “order protection” or trade-through rule that has governed how marketable orders are routed across exchanges for two decades — along with Rule 610(e), which restricts locking and crossing of quotations. Related defined terms in Rule 600 would be struck as well.
“After two decades of Rule 611, it is high time that the Commission review its unintended consequences that have hindered — rather than enhanced — the long-term growth of our markets,” Atkins said. The agency framed the proposal as a move to “simplify market structure and reduce costs for market participants while allowing competition, innovation, and other market forces to shape the continuing evolution of our equity markets.”
For exchanges, wholesalers and institutional traders, repealing the trade-through rule would be among the most significant equity market-structure changes since Reg NMS took effect in 2005, with implications for routing obligations, best-execution practices and the economics of competing venues. As with the climate proposal, the rescission is only a proposal, subject to a 60-day comment period. Source: SEC Press Release 2026-54.
3. Robinhood completes a $2.2 billion convertible-note sale
Robinhood Markets, Inc. (Nasdaq: HOOD) disclosed in a Form 8-K filed June 25 that it completed a private offering of 0.00% convertible senior notes due 2029, with an aggregate principal amount of $2.2 billion. The total includes $200 million of notes issued under the initial purchasers’ option, which the filing says was exercised in full on June 23, 2026.
According to the filing, the notes were sold under a purchase agreement dated June 22 to Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC, as representatives of the initial purchasers, for resale to qualified institutional buyers under Rule 144A. The notes are senior unsecured obligations, mature on October 1, 2029, carry no regular interest and do not accrete in principal — terms that let a profitable issuer raise sizable capital cheaply while pushing potential dilution out to the conversion window. The indenture names U.S. Bank Trust Company, National Association, as trustee.
A zero-coupon convertible of this size from a retail-brokerage operator is a notable read on capital-markets appetite for fintech credit. The records do not state a use of proceeds in the portion reviewed; TIJ will track follow-on disclosures. Source: Robinhood Markets Form 8-K (June 25, 2026).
4. America’s Car-Mart discloses a lender waiver, a strategic review and board additions
A Form 8-K filed June 25 by America’s Car-Mart, Inc. (Nasdaq: CRMT), the Arkansas-based used-vehicle retailer and subprime auto lender, points to financial strain. The filing discloses a “First Amendment and Limited Waiver to Credit and Guaranty Agreement,” dated June 19, 2026, among the company’s operating subsidiaries, the guarantors and lenders, and Silver Point Finance, LLC, as administrative and collateral agent.
In the same report, the company disclosed two Independent Director Agreements dated June 23 — one with Gilbert E. Nathan, through Jackson Square Advisors, LLC, and one with Michael J. Wartell, through Bluerose Associates, LLC — alongside a retention-award arrangement. The filing’s cautionary language is unusually direct: it references the company’s ability to extend a waiver and relief period to November 2026, to obtain “additional covenant relief, waivers, forbearance, or financing,” a “review of strategic alternatives,” the company’s “substantial level of indebtedness,” and “the potential need to seek protection under applicable bankruptcy or insolvency laws.” It also flags the risk that common shareholders “could experience a significant or complete loss of their investment” and questions about meeting Nasdaq’s continued-listing requirements.
These are the company’s own forward-looking disclosures, not findings, and no bankruptcy petition has been filed; the appointment of two independent directors with restructuring backgrounds is, however, a pattern often seen when a distressed issuer prepares for negotiations with lenders. The report was signed by Chief Financial Officer Jonathan Collins. Source: America’s Car-Mart Form 8-K (June 25, 2026).
5. Teamshares goes public through a Live Oak SPAC merger
Teamshares Inc. (Nasdaq: TMS) filed a Form 8-K on June 25 reporting the completion of its business combination with Live Oak Acquisition Corp. V (formerly Nasdaq: LOKV), a special-purpose acquisition company. Live Oak shareholders approved the deal at an extraordinary general meeting on June 16, and the combination closed on June 19. A concurrent common-stock PIPE raised $126.5 million from institutional investors and certain members of Teamshares management.
Teamshares describes itself as a “tech-enabled acquiror” of small and mid-sized businesses, buying companies with $0.5 million to $5 million of EBITDA from retiring owners and granting equity to employees. Founded in 2019, the company says it operates subsidiaries with consolidated revenue of $490 million across more than 40 industries and 30 states. The filing carries the hallmarks of a “Super 8-K,” with disclosures covering the change in control, a change in the company’s shell status and a change of accountant.
SPAC completions have slowed sharply from their 2021 peak, so a closing of this size warrants attention to the post-merger capital structure, redemption levels and the durability of the roll-up model. Source: Teamshares Form 8-K (June 25, 2026).
6. SEC charges a New Jersey trader over information taken from a partner’s laptop
On June 23, 2026, the Commission charged Justin Jennings and Vortex Strategies LLC, a Wyoming entity he is alleged to control, with insider trading. According to the SEC’s complaint, between February 2022 and October 2024 Jennings misappropriated material nonpublic information from his then-romantic partner, an account executive at a strategic-communications and investor-relations firm, by accessing her work-issued laptop without authorization.
The complaint alleges Jennings traded ahead of corporate announcements at eight public companies that were clients of the firm, generating roughly $2.7 million in illicit profits through his personal brokerage account and an account held in the name of Vortex. The agency charged both defendants under the antifraud provisions of Section 10(b) of the Exchange Act and Rule 10b-5, and is seeking injunctions, disgorgement with prejudgment interest and civil penalties. The U.S. Attorney’s Office for the District of New Jersey announced a parallel criminal action. The allegations have not been proven, and the matter is pending. Source: SEC Litigation Release 26570.
7. Settled actions over a $56 million South Florida real-estate Ponzi scheme
The Commission on June 24 announced settled actions against Sanders Family Office, LLC and its principal, Margaret Sanders, and against Francisco J. Herrera, for their alleged roles selling promissory notes for Wells Real Estate Investment, LLC. Records indicate Wells raised at least $56 million from roughly 660 investors nationwide in what the SEC has alleged was an unregistered fraudulent offering and Ponzi scheme.
According to the SEC, Sanders Family Office and Sanders solicited about $40 million from roughly 600 investors and earned at least $2.97 million in transaction-based commissions without being registered as a broker-dealer. Without admitting the allegations, they consented to a judgment that would order disgorgement of $2,977,099.53 plus prejudgment interest of $506,228.74, with a $100,000 civil penalty for Sanders. Herrera, who the agency says raised about $10 million from roughly 190 investors and promoted the notes on his radio program for at least $488,244 in commissions, consented to a bifurcated judgment leaving monetary relief for the court to determine. The SEC previously charged Wells Real Estate and its principals, Janalie C. Bingham and Jean Joseph, in August 2024; both later pleaded guilty in a parallel criminal case, and a receiver is working to recover funds. Source: SEC Litigation Release 26571.
Enforcement in context
The two new cases land against a backdrop of an enforcement program that is simultaneously active and in transition. In May, the Commission charged 21 individuals in an alleged decade-long insider-trading ring built on information misappropriated from global law firms (Press Release 2026-44), and it separately charged a Chicago investment adviser, John Sterling Myers, and his Sterling Capital entities over an alleged $4 million fund fraud in which more than $3.6 million of investor money is said to be gone (Litigation Release 26562). At the policy level, the Commission on May 18 rescinded its long-standing “no-deny” settlement policy, which had barred settling defendants from publicly denying the agency’s allegations (Press Release 2026-45) — a procedural change that could reshape how resolved matters are characterized in public.
Filings warranting deeper TIJ investigation
Three threads merit follow-up. First, America’s Car-Mart’s Silver Point waiver and strategic-alternatives review: the milestones embedded in the amendment, the company’s next quarterly report and any going-concern language will indicate whether the disclosed bankruptcy risk is remote or material. Second, the cluster of insider-trading cases sourced not from corporate insiders but from the professional-services layer — law firms and investor-relations shops — raises questions about information security at the advisers who handle deal data before it becomes public. Third, the comment files on the climate-disclosure and Regulation NMS rescissions will reveal which exchanges, asset managers and corporate issuers are shaping two of the most significant rollbacks of the post-2005 disclosure and market-structure framework. TIJ will continue to monitor each.
Image: U.S. Securities and Exchange Commission headquarters, Washington, D.C. Photo by David (Flickr user “dbking”), licensed under CC BY 2.0. Reporting by Eduardo Bacci for The Investigative Journal. This briefing summarizes public records and is not investment advice.