S. 3216Senate119th Congress (2025-2027)In Committee

A bill to amend the Federal securities laws to specify the periods for which financial statements are required to be provided by an emerging growth company, and for other purposes.

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Updated December 18, 2025 at 5:22 AM UTC

The Greenlighting Growth Act amends the Securities Act of 1933 and the Securities Exchange Act of 1934 to change the financial reporting rules for emerging growth companies. It says these companies do not have to provide financial statements for any acquired businesses for periods earlier than the earliest audited period they disclosed at their initial public offering or registration. The rule also applies after a company stops being classified as an emerging growth company. The changes affect emerging growth companies, their acquisitions, and the SEC’s reporting requirements.

Key Provisions

Emerging growth companies are exempt from presenting acquired company financial statements for any period before the earliest audited period they disclosed at their IPO.
If a company ceases to be an emerging growth company, it still does not have to provide earlier period financial statements for acquisitions.
The amendment updates the language in the Securities Act and Exchange Act to reflect this exemption and makes minor textual adjustments (e.g., removing an extra "and" and renumbering subparagraphs).

Legislative Activity

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1 earlier action

SenateIntro Referral Latest Action

Read twice and referred to the Committee on Banking, Housing, and Urban Affairs.

Banking, Housing, and Urban Affairs Committee

November 19, 2025

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SenateIntro Referral

Introduced in Senate

November 19, 2025

SenateIntro Referral

Read twice and referred to the Committee on Banking, Housing, and Urban Affairs.

Banking, Housing, and Urban Affairs Committee

November 19, 2025

Bill Text

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Introduced in SenateIssued November 19, 2025

119th CONGRESS

1st Session

S. 3216

IN THE SENATE OF THE UNITED STATES

November 19, 2025

Mr. Kennedy introduced the following bill; which was read twice and referred to the Committee on Banking, Housing, and Urban Affairs

A BILL

To amend the Federal securities laws to specify the periods for which financial statements are required to be provided by an emerging growth company, and for other purposes.

Short title

This Act may be cited as the Greenlighting Growth Act.

Financial statement reporting requirements for emerging growth companies

(a)

Securities Act of 1933

Section 7(a)(2) of the Securities Act of 1933 (15 U.S.C. 77g(a)(2)) is amended—

(1)

in subparagraph (A), by striking and at the end;

(2)

by redesignating subparagraph (B) as subparagraph (C); and

(3)

by inserting after subparagraph (A) the following:

(B)

need not present acquired company financial statements or information otherwise required under section 210.3–05 or 210.8–04 of title 17, Code of Federal Regulations, or any successor regulation, for any period prior to the earliest audited period of the emerging growth company presented in connection with its initial public offering and, thereafter, in no event shall an issuer that was an emerging growth company but is no longer an emerging growth company be required to present financial statements of the issuer (or acquired company financial statements or information otherwise required under section 210.3–05 or 210.8–04 of title 17, Code of Federal Regulations, or any successor regulation) for any period prior to the earliest audited period of the emerging growth company presented in connection with its initial public offering; and

(b)

Securities Exchange Act of 1934

Section 12(b)(1)(K) of the Securities Exchange Act of 1934 (15 U.S.C. 78l(b)(1)(K)) is amended by striking firm; and inserting firm, provided that the application of an emerging growth company need not present acquired company financial statements or information otherwise required under section 210.3–05 or 210.8–04 of title 17, Code of Federal Regulations, or any successor regulation, for any period prior to the earliest audited period of the emerging growth company presented in connection with its application and, thereafter, in no event shall an issuer that was an emerging growth company but is no longer an emerging growth company be required to present financial statements of the issuer (or acquired company financial statements or information otherwise required under section 210.3–05 or 210.8–04 of title 17, Code of Federal Regulations, or any successor regulation) for any period prior to the earliest audited period of the emerging growth company presented in connection with any application under this subsection;.