U.S. Securities and Exchange Commission (SEC) Chairman Paul Atkins recently previewed updates meant to “improve on and refine” the SEC’s Wells process. In his Keynote Address at the 25th Annual A.A. Sommer, Jr. Lecture on Corporate, Securities, and Financial Law on October 7, 2025, Chairman Atkins emphasized the importance of a “fair and transparent Wells process” that “should be viewed as an extension of due process and fundamental constitutional rights.” Chairman Atkins underscored that the process helps ensure the accuracy of enforcement decisions, and the goal is to “get it right.”
To that end, Chairman Atkins encouraged both sides to engage in good faith so the Wells process can achieve its objective: “to get to the truth of the matter.” For enforcement staff, that includes providing sufficient information for respondents to understand potential charges. Chairman Atkins directed staff to be “forthcoming about material in the investigative file” and make “every effort to share information that it has gathered.” Chairman Atkins also requested staff to be realistic about time periods for submissions and announced that, going forward, the staff will provide respondents with at least four weeks to make Wells submissions. Further, Chairman Atkins encouraged “early engagement,” where appropriate, as it “could save both sides time and resources.” He elaborated that, while the “Wells process usually occurs at the end of an investigation, [] it generally should not be the only opportunity for enforcement staff and potential respondents or defendants to discuss the direction of an investigation.”
These updates to the Wells process, per Chairman Atkins, will foster a “balanced approach [that] serves the interest of justice and strengthens the integrity of [the SEC’s] enforcement program.” He stressed that the “Wells process remains a critical due process mechanism that promotes fairness and transparency.” It is therefore “not an impediment to effective enforcement, but rather, a precondition for it.” Chairman Atkins’s intention to revisit and refresh the Wells process thus promises a transparent approach aimed at accuracy, discouraging enforcement staff from playing a “gotcha game” and promoting their pursuit of the truth.
Chairman Atkins’ comments signal a positive change in the Wells process for entities and individuals under investigation. In recent years, the Wells process had become more restrictive in practice, with tighter deadlines and oftentimes less opportunities to engage with the SEC staff prior to cases being authorized. This shift in focus should provide defense counsel more opportunities to engage with the staff early and often during investigations through attorney proffers, white papers, and the like, and ultimately leading to more productive Wells meetings with key decision makers within the Enforcement Division.
