This bill has advanced since we wrote our summary.
Current stage on Congress.gov: Reported in House.
Small investors sometimes want to buy or sell shares of private companies — firms not listed on a stock exchange — through off-exchange trading. States currently can regulate these transactions. This bill blocks states from imposing rules, fees, or limits on off-exchange secondary trading, as long as the company publishes certain current financial information. It would make it easier and cheaper to trade shares of private companies, helping startups and their employees cash out — though state securities regulators argue state-level rules catch fraud that the federal system misses.
Corporate Benefits
- State regulatory authority over off-exchange secondary trading — Preempted for issuers publishing the specified current-information disclosures
- State-level fees and conditions on secondary trades — Prohibited for covered issuers
Average Household Impact
- State-law fraud enforcement on private-company trades — Removed as a check for retail investors in covered transactions
Transparency & Accountability
- Issuer disclosure requirement — Preemption conditioned on the issuer making specified periodic and current information publicly available
Congressional Summary
This bill prohibits states from banning, limiting, or imposing conditions upon off-exchange secondary trading of securities. This prohibition applies if the issuer of those securities provides public information on the issuer's financial status in accordance with federal regulations.
Legislative Subjects
Details
- Congress
- 119th
- Chamber
- House
- Status
- summarized
- Action
- Placed on the Union Calendar, Calendar No. 493.
- Action Date
- 2026-03-25
- Date Added
- 2026-04-19
- Source
- Congress.gov →
Like reading a bill in plain English?
We're building an app that does this for every bill in Congress and lets you tell your reps how you want them to vote. We're a small team getting ready to launch, and we're trying to show investors that real people want this. Be one of them. Help us get it built. Leave your email and we'll tell you the moment the app is ready.