Key Takeaways
- • The SEC announced comprehensive revisions to its Enforcement Manual on February 24, 2026, marking the first major overhaul since 2017, fundamentally restructuring how the Wells process operates for defense counsel.
- • Acting Enforcement Director Sam Waldon elaborated on the manual's practical implications at the Practising Law Institute's annual SEC Speaks conference, signaling material changes to SEC enforcement strategy and defendant response options.
- • The revisions reduce the informational asymmetry that has historically characterized SEC defense, providing counsel with new strategies to produce stronger submissions, deliver more informed advice, and achieve improved case outcomes.
- • The Wells process is no longer a one-sided exercise, according to Ashwin Ram at Buchalter, indicating defense counsel now has expanded opportunities to influence enforcement outcomes during the pre-charging investigation phase.
Summary
The Securities and Exchange Commission's significantly revised Enforcement Manual, unveiled February 24, 2026, represents a watershed moment for securities defense practice. This comprehensive overhaul—the first since 2017—restructures the foundational dynamics of the Wells process, the informal procedure through which the SEC's Division of Enforcement provides targets an opportunity to submit written statements before the agency decides whether to file charges.
Acting Enforcement Director Sam Waldon provided detailed guidance on these revisions at the Practising Law Institute's annual SEC Speaks conference in March 2026, clarifying how the changes affect practical enforcement operations. The revised manual fundamentally rebalances the informational asymmetry that has long defined SEC enforcement interactions, historically favoring the agency's control over investigation direction and charging recommendations.
According to Ashwin Ram, a securities enforcement specialist at Buchalter, the manual revisions empower defense counsel with new procedural tools and strategic leverage points. Counsel can now produce more substantive submissions, offer more sophisticated advice to clients under investigation, and pursue better case outcomes through enhanced engagement during the pre-charging phase. This represents a material shift from the traditional enforcement paradigm where SEC investigators and prosecutors operated with substantial informational and procedural advantages over defense teams.
The practical implications extend across the securities industry. For companies and individuals facing SEC investigations, the revised manual signals that the Wells submission process now presents meaningful opportunities for effective advocacy and case resolution alternatives. The changes reflect broader SEC policy considerations regarding fairness, transparency, and the appropriate balance of power during enforcement investigations—areas that have received increased institutional scrutiny in recent years.
Acting Enforcement Director Sam Waldon provided detailed guidance on these revisions at the Practising Law Institute's annual SEC Speaks conference in March 2026, clarifying how the changes affect practical enforcement operations. The revised manual fundamentally rebalances the informational asymmetry that has long defined SEC enforcement interactions, historically favoring the agency's control over investigation direction and charging recommendations.
According to Ashwin Ram, a securities enforcement specialist at Buchalter, the manual revisions empower defense counsel with new procedural tools and strategic leverage points. Counsel can now produce more substantive submissions, offer more sophisticated advice to clients under investigation, and pursue better case outcomes through enhanced engagement during the pre-charging phase. This represents a material shift from the traditional enforcement paradigm where SEC investigators and prosecutors operated with substantial informational and procedural advantages over defense teams.
The practical implications extend across the securities industry. For companies and individuals facing SEC investigations, the revised manual signals that the Wells submission process now presents meaningful opportunities for effective advocacy and case resolution alternatives. The changes reflect broader SEC policy considerations regarding fairness, transparency, and the appropriate balance of power during enforcement investigations—areas that have received increased institutional scrutiny in recent years.
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