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News this week

• SEC postponed the compliance deadline for its sweeping February 2024 amendments to Form PF, (Private Fund) moving the first event-driven and quarterly reports to 1 October 2025. The joint SEC-CFTC extension grants private-fund advisers four extra months to finish mapping data, coding portals, and testing 24-hour escalation playbooks, without reopening the substantive requirements.

• SEC Chair Paul Atkins appointed market-structure veteran Jamie Selway as Director of the Division of Trading & Markets, effective 17 June 2025. The division writes rules for exchanges, brokers, ATSs and crypto-asset venues; Selway’s fintech and equity-market pedigree signals faster action on tick-size reform, consolidated tape, and clearer crypto-trading standards.

• Acting CFPB Enforcement Director Cara Petersen resigned on 10 June 2025, warning that mass staff cuts and case dismissals are “dismantling” the Bureau’s enforcement arm. With no successor named, companies under investigation or contemplating settlements face a sharply diminished likelihood of new actions—or large penalties—in the near term.

• Acting Comptroller Rodney Hood reaffirmed OCC regulations that pre-empt many state laws for nationally chartered banks, replying to the Conference of State Bank Supervisors’ request for rescission. Hood called pre-emption a “cornerstone of the dual-banking system,” essential for uniform operations and continued economic growth.

• Statement of Administration Policy on the GENIUS Stablecoin Act
  OMB’s 9 June Statement of Administration Policy endorses S. 1582, the GENIUS Act, which would create America’s first licensing, supervision and reserve framework for dollar-pegged payment stablecoins. The Administration says clear rules will boost fintech innovation, entrench dollar primacy, spur Treasury demand and ensure identical oversight for bank and nonbank issuers.

A thought from our Author Norm Osumi 

When a company graduates from non-accelerated or Emerging-Growth-Company (EGC) status to an accelerated or large accelerated filer, it must comply with Sarbanes-Oxley §404(b)—the requirement for an external auditor to attest to management’s evaluation of internal control over financial reporting (ICFR).
Key thresholds (SEC Rule 12b-2):

Timing

• Usually effective with the second Form 10-K after an IPO, or the first 10-K following a quarter-end where public float crosses $75 M.

Why It Matters

• Audit effort & cost jump: full control walkthroughs, testing, remediation tracking, and auditor attestation.

• Disclosure risk: inadequate readiness can lead to material-weakness findings, delayed filings, and investor push-back.

Preparation Roadmap (start 12+ months ahead)

1. SOX readiness assessment and risk scoping.

2. Map and document controls under COSO 2013.

3. Strengthen or launch an internal audit / SOX PMO.

4. Engage external auditors early; align testing strategy.

5. Deploy GRC or automation tools (e.g., IDP, workflow, evidence repositories) to lower manual burden.

Take-away: Proactive planning, disciplined documentation, and smart use of technology can smooth the leap to 404(b) and keep ‘zero material weakness’ within reach.

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Ask the PCAOB Whisperer

Q: The PCAOB just yanked Heaton & Co.’s registration and barred its quality-control partner for sloppy, back-dated audit work. As a CFO of a public company that’s already wrestling with a disclosed material weakness, what does this signal for my management team and audit committee?

A: The Board’s June 12 order is a stark reminder that inadequate audit documentation and weak quality-control systems can end an audit firm’s public-company practice overnight. When a firm is revoked, every issuer client must quickly find a new PCAOB-registered auditor, and may need to restate or re-audit prior periods. For companies with material weaknesses, that disruption can compound remediation efforts, delay filings, rattle investors, and invite SEC comment.

Action plan:

1. Scrutinize your auditor’s PCAOB record—inspection findings, enforcement history, and quality-control remediation status.

2. Hold a special session with the audit committee to discuss contingency plans if your firm were suddenly barred.

3. Demand a “show-me” walkthrough of how your auditor assembles and locks down workpapers within the 45-day window, and how engagement-quality reviews test the response to significant risks.

4. Document your oversight; regulators expect boards to act on warning signs.

Feature your question!

If you have a question that you might want our CEO to answer, feel free to leave your question in the comment section and receive an answer in the next issue (June 26) of Zero Material Weakness newsletter!

Upcoming Event

AI in Action: Transforming Business Operations & Compliance Across Teams

From financial and sustainability reporting to financial controls and audit oversight, AI is rapidly changing how organizations manage their operations, as well as compliance with ever-changing regulations. 

Join Norm Osumi, in a cross-functional panel, who will explore how accounting & finance, sustainability, and audit & risk teams can use AI to improve processes, strengthen governance, and close data gaps. 

Hear what other companies are doing, discover practical steps to get started, and learn how to balance AI-driven automation with human oversight. Gain actionable insights to help your team navigate the complexities of AI adoption and maximize its value.

Click here to register.

Weekly Podcasts

We want to keep you engaged with meaningful topics, so we create weekly podcasts and host periodic webinars.

On this week’s ReportingNorms.ai, Norm dives into the world of financial restatements and material weaknesses - a topic crucial for anyone involved with publicly traded companies. Norm unpacks the most common causes of financial restatements, from errors in equity classification and accounting for financial instruments, to the misstatement of expenses and costs. He explains why these mistakes happen so frequently, emphasizing the roles of complexity, judgment, and the shortage of specialized accounting expertise.

Tune in to hear more.

Here’s the audio version of the same:

To watch more podcasts, visit and follow us on ReportingNorms.ai.

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