SEC proposes fund and adviser pay changes to widen retail access to private markets
The September 30 proposals cover adviser compensation, interval funds and share classes. The agency is separately seeking comment on new ways to qualify as an accredited investor.
The U.S. Securities and Exchange Commission voted on September 30, 2026, in Washington to propose changes to adviser compensation and regulated fund rules that it says could give individual investors more access to private-market strategies. The changes have not been adopted. The agency is also asking for comment on additional ways individuals might qualify as accredited investors.
The package addresses several routes by which private-market investments could reach investors. It would expand when registered investment advisers can receive pay tied to investment gains, revise disclosures about that pay, change the rules for interval funds and create a general framework for closed-end funds to offer multiple share classes. Each measure remains a proposal, and the SEC has not shown what funds or investment opportunities would result from it.
How the SEC would change adviser compensation
Under one proposal, more categories of clients, including regulated funds, could pay registered investment advisers compensation calculated from capital gains or appreciation. The SEC says this kind of performance-based arrangement has long been associated with hedge funds, private equity and venture capital. It argues that permitting similar incentives for advisers to regulated funds could encourage them to offer private-market strategies through those funds.
The proposal would also change certain fund registration and reporting forms to require disclosure of performance-based compensation. That disclosure matters because an investor assessing a fund would need to understand how its adviser is paid. The announcement describes a proposed reporting requirement; it does not establish the final wording of any disclosure or the fees investors would face.
What could change for interval and closed-end funds
The SEC also proposes to modernize the interval fund framework. One change would let funds schedule repurchase offers at times that better match the liquidity of their portfolios. Interval funds make periodic offers to buy back shares, a feature relevant to funds holding investments that cannot readily be sold. The proposal does not promise that an investor could withdraw money whenever they choose.
A further measure would replace existing exemptive orders with a rules-based exemption allowing regulated closed-end funds to issue multiple share classes. The SEC presents this as part of an effort to expand investor choice through regulated structures. Its September 23 meeting agenda had previewed both the interval fund and share-class proposals, alongside the planned adviser compensation measure.
Existing pooled vehicles already provide some routes into private markets. The Council of Economic Advisers’ 2026 report identifies interval funds and business development companies as structures that can give retail investors indirect exposure while offering periodic liquidity despite holding investments that may be difficult to sell. That is context for the SEC’s action, rather than an effect of the proposals announced on September 30.
Accredited investor routes remain under review
Separately, the SEC is seeking comment on whether an exam developed by the Financial Industry Regulatory Authority could become another route to accredited investor status. The agency says such an exam could test knowledge of securities, investing, finance and business. It has also asked about recognizing certain credentials held in good standing, including U.S. CPA, CFA and CFP qualifications and FINRA Series 79, 86 and 87 licenses. None of these new routes has been approved in the announcement.
That question is distinct from the fund-rule proposals. The SEC says performance-based pay has traditionally been associated with private-fund strategies whose access, in practice, has been limited to a narrow group of eligible investors. Its request for comment explores whether professional knowledge could offer additional ways to establish eligibility; it does not itself change who qualifies today.
Why the agency is proposing wider access
SEC Chairman Paul S. Atkins said demand for private-market investment opportunities was growing and described wider individual participation, alongside protection from fraud and bad actors, as a priority. He linked the SEC’s work to the president’s executive order on alternative assets in 401(k) plans. Those statements explain the agency’s rationale, but the announcement does not demonstrate that the proposals will improve returns or produce new offerings.
The broader retirement-market debate gives that rationale scale. In its 2026 report, the Council of Economic Advisers said U.S. defined-contribution plans held about $30 trillion at the end of 2024, compared with $12 trillion in defined-benefit plans. Citing outside research, it reported private-market allocations of 0.1% and 30%, respectively, as of 2024. The report argues for broader access, but those figures describe existing allocations, not an expected result of the SEC proposals.
What happens before any rules take effect
The SEC says the public comment periods will stay open for 60 days after the proposing releases and notices appear in the Federal Register. Its announcement gives no calendar deadline. Comments and further Commission decisions still stand between these proposals and any final rules. The agency has not said when changes might take effect, which new funds might be offered or how investors’ costs and access would change.
Sources and context
- SEC Proposes Amendments to Expand Responsible Retailization of Private MarketsU.S. Securities and Exchange Commission
- Open Meeting AgendaU.S. Securities and Exchange Commission
- Economic Report of the President 2026, Chapter 12: Unlocking Retail Access to Private Equity Investments through Defined Contribution PlansCouncil of Economic Advisers, Executive Office of the President
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