OTC Markets CEO Cromwell Coulson says new SEC reforms could change how growing companies access capital. Cromwell Coulson sees SEC reforms as part of a roughly 250-year evolution in U.S. Securities markets.

In a Fortune piece published August 23 Cromwell Coulson focused on SEC proposal that would expand access to shelf registration and at-the-market offerings for a larger share of public companies.

The new SEC proposal could give growth-stage companies another way to raise money through public markets instead of relying as heavily on private financing. However the new SEC changes also raise questions about dilution, disclosure and investor protection.

The SEC Proposal Behind the Debate: The main issue discussed by Cromwell Coulson is SEC’s proposed reform of the registered-offering framework released in May 2026.

Cromwell Coulson says new SEC changes could allow 81% of public companies to use shelf registration and at-the-market capital-raising tools. That figure is an estimate cited by OTC Markets, not an SEC statistic.

For growth-stage companies broader access could provide another option for raising capital. Companies that currently rely on placements may use public-market financing instead potentially reducing their dependence on discounted private deals.

The new SEC proposal is not a rule. It remains under consideration by SEC so current requirements for companies have not changed.

Why Access to Capital Matters: Shelf registration allows eligible companies to register securities in advance and offer them when financing is needed. At-the-market offerings allow companies to sell shares gradually into the market of completing one large offering at a fixed price.

For a growing company that flexibility could make it easier to raise capital when market conditions are favorable.

There is also a trade-off for existing shareholders.

When a company issues shares, ownership percentage of existing shareholders can fall. In thinly traded companies repeated issuance can also increase the amount of stock available in the market and potentially put pressure on the share price.

The effect therefore depends on what a company does with the money it raises. New capital can support expansion, operations or investment. Additional issuance can also create dilution if the funds do not produce enough value for shareholders.

OTC Markets and the Evolution of Trading: Cromwell Coulson places the proposed SEC changes within the development of U.S. Securities markets.

Trading has evolved from securities markets and paper-based quotations to telephone networks and today’s electronic systems. OTC Markets have been part of that development providing infrastructure for securities that do not necessarily trade on national exchanges.

That history is relevant to Cromwell Coulson’s argument because changes in technology have repeatedly altered how securities are traded and how information reaches investors.

The new SEC reforms represent another change in that process this time focused on how companies access public capital.

Rule 15c2-11: Greater access to financing also makes disclosure important.

Investors need information to evaluate companies and understand risks associated with securities they purchase. That issue is particularly important in OTC Markets, where companies and securities can vary significantly in size, liquidity and available information.

SEC is separately examining its rules for OTC quotations.

In March 2026 SEC proposed changes to Rule 15c2-11 concerning information requirements that apply when broker-dealers publish quotations for OTC securities. The new SEC proposal would clarify rule’s application to equity securities.

This is a regulatory proposal from registered-offering reform discussed by Cromwell Coulson. The two developments involve parts of the market and should not be treated as the same rulemaking.

What Could Change for Companies and Investors: If registered-offering proposal is eventually adopted more public companies could have access to financing mechanisms that are currently limited by eligibility requirements.

For growth-stage companies that could mean another route to raise capital. Existing public companies could also have flexibility when they need additional funding.

For investors however the impact would depend on how companies use those financing tools.

Accessible capital could help businesses fund expansion and investment. At the time frequent share issuance could increase dilution, particularly in smaller companies with limited trading volume.

That makes disclosure and use of raised capital parts of the debate.

What Happens Next: SEC’s proposal is still part of a regulatory process. Its final form could change before adoption and proposed framework should not be treated as a rule in effect.

For companies the key question is whether broader access to financing would provide a more efficient alternative to private funding.

For investors the focus is different: whether easier access to capital comes with disclosure and safeguards to understand risks of additional share issuance.

Cromwell Coulson’s broader argument is that U.S. Securities markets have repeatedly adapted to changes in technology and regulation. The current SEC proposal could become another step in that evolution. Its ultimate impact will depend on rules SEC eventually adopts and how companies and investors respond.

Disclaimer: This article is, for purposes only and does not constitute financial, legal or investment advice. Regulatory proposals can change before adoption. Market and regulatory information was reviewed as of August 24 2026.