***UPDATED: DECEMBER 2, 2024****

With the recent announcement of the EDGAR Next Final ruling, there's been many questions from our customers and partners. Below are some of the most common ones, and our response and recommendations. We will continue to add to this as new information as its provided. If you have an additional question for us, just let us know here!

EDGAR Next Enrollment and Login.Gov

Question 1: Which filers are impacted by EDGAR Next?

A: Every EDGAR account (CIK) is impacted by EDGAR Next, including Section 16/Form 144 Reporting Owners, Institutional Advisors, Investment Companies/Funds, Asset Backed Security registrants, Foreign Private Issuers, Co-Registrants, and Operating Companies.

Question 2: What are the important deadlines for EDGAR Next compliance?

A: There are three phases of the EDGAR Next rollout:

• September 30, 2024 - December 19, 2025: Proposing Beta Period
  This is primarily for filing agents and other software providers to update and test their software to work with the EDGAR Next changes.  Registrants may choose to access the beta Filer Management site in order to experience how the user and administrator functionality will work when the Enrollment period begins.  The SEC encourages filers to participate in the Proposing Beta testing, but many filers may choose to instead review SEC videos and other training material, including videos on the SEC’s YouTube channel.  The beta site is completely separate from the production EDGAR and filers will need to create a new account using the Form ID registration process, using fictitious information other than email addresses, and will receive a new CIK for beta testing only.  Note that this period extends past the Enrollment and final cutoff periods, in order that filing agents can continue to test their changes.
  
  
• March 24, 2025 - September 15, 2025 (with a grace period until December 19, 2025)
  EDGAR Next enrollment, filing, and Filer Management functionality will be available in production for all filers.  During this period, every existing EDGAR account (CIK) must complete the Enrollment process by September 15, 2025 in order to maintain the ability to submit filings.  Filers who do not complete the enrollment process by September 15 will be suspended and will not be able to submit filings and have until December 19 in order to complete the enrollment process under the grace period.  Filers who are not enrolled in EDGAR Next after December 19 will be required to submit a new Form ID registration.  New filers who create EDGAR accounts on or after March 24 will automatically be enrolled in EDGAR Next, but may also choose to create a “temporary” password to file using the current EDGAR system.
  
  During the March 24 - September 15 period, filings will be allowed using either traditional EDGAR (password authentication) or EDGAR Next.  Therefore all filers should strive to enroll in EDGAR Next as soon as possible to ensure they do not lose access to the ability to file on September 15, 2025, then decide when it is appropriate to start using the EDGAR Next system for filings.
  
  
• September 15, 2025: all filings will be required to be submitted using EDGAR Next and enrolled accounts.  Accounts not already enrolled in EDGAR Next will not be allowed to submit filings and have three months to enroll under the grace period.

Question 3: What data is required to complete EDGAR Next enrollment?

A: Each EDGAR account (CIK) must provide their current CIK, CCC, and Passphase.  Note that the Passphrase is not the same as your SEC password.  If you do not have the Passphrase for every CIK that you manage, follow the reset instructions provided by the SEC in this document.  In addition to the credentials, you will be required to identify two or more Account Administrators, or one or more administrators for a single member/Section 16 reporting owner account.  Up to 20 account administrators may be included in each EDGAR account.  After enrolling in EDGAR Next, you may then add individual users and Technical Administrators.

• Note that the process of enrolling in EDGAR Next will automatically reset your CCC code for each account (CIK). Therefore before enrolling, make sure you’re prepared to communicate this CCC to any filing agent or other entity that submits filings on your behalf.  Also note that while the CCC is randomly set to a new value, you can always log into https://www.edgarfiling.sec.gov/ or the EDGAR Next Filer Management site and change the CCC, perhaps back to the previous value…

Question 4: When should we enroll in EDGAR Next?

A: Enrollment in EDGAR Next is a big and required step for every single CIK, but you have time to prepare for it now, decide when you want to enroll (sooner rather than later), and finally when you want to begin filing using EDGAR Next, any time prior to September 2025.

EDGAR Next enrollment begins on March 24, 2025, but you can start now to prepare the prerequisites for enrollment to ensure a smooth transition when you are ready.  Workiva recommends that you enroll in EDGAR Next as soon as possible to ensure that you’re ready for the compliance drop-dead date of September 15, 2025.  You can enroll in EDGAR Next and continue to file as usual, so there is no reason to delay.  If any EDGAR account (CIK) is not enrolled and using EDGAR Next by September 15, 2025, they will be unable to submit filings.  There is a 3 month grace period, and after December 19, 2025, any unenrolled account will be deactivated and an amended Form ID will be required to recover the account.

The biggest hurdle to enrollment for most registrants, and especially Section 16 reporting owners, is the need to provide the SEC passphrase.  This is NOT the SEC password and many filers have long since lost this code.  Resetting it is easy, but requires some consideration if your EDGAR contact information is out of date.  DO NOT WAIT TO RECOVER YOUR PASSPHRASES - make sure you know your passphrase for all CIKs you report for by the end of 2024 to avoid the rush in 2025 that may overwhelm the SEC at times.  Workiva recommends that you immediately:

• Ensure that all contact information, especially the email address, is correct in EDGAR for every CIK you control.  You can do this by logging into https://www.edgarfiling.sec.gov/ then clicking on Retrieve/Edit Data in the left side bar, enter your CIK and CCC, then click Retrieve Company Information.  If there are any corrections required, click the Edit Company Information button at the bottom of the page.  See Maintain and Update Company Information for additional information.
  
  
• Make sure you know your SEC passphrase for every CIK.  This is not the password and is something that you only need to use when generating new credentials on https://www.filermanagement.edgarfiling.sec.gov/ but will be required to enroll in EDGAR Next.  If you don't know this code, you will need to go to the Filer Management site, click on Update Passphrase, then select the Update passphrase (manual) option.  EDGAR Business Office Information for Filers Reset Passphrase POC Email

For Section 16 directors who no longer have a valid SEC password, any valid SEC account (CIK) can be used to log into EDGAR with its CIK and Password, and then navigate to the Retrieve/Edit Data link where you will be prompted to enter the director’s CIK and CCC and, even if their password is expired, you will be able to view and modify the contact information.

Creating a login.gov account is required to access EDGAR Next, and these accounts should be obtained for at least the two required Account Administrators and potentially other users.

By March 2025, Workiva will provide an application that will allow you to easily enroll in EDGAR Next.

Question 5: What is the impact of enrollment on existing filings and credentials?

A: ALL EDGAR accounts (CIK) must enroll in EDGAR Next by the September 15, 2025 deadline.  Enrolling in EDGAR Next will not create a new CIK, but it will automatically reset your CCC to a new random value.  After enrolling, you may choose to change the CCC to a custom value, perhaps to the value prior to EDGAR Next enrollment.  Workiva’s enrollment application will assist in this.

• SEC passwords will cease to exist after the September 15, 2025 deadline.  In EDGAR Next, you will log into EDGAR, OnlineForms, or the Filer Management sites using a “Click to login with login.gov” button.  Filing in Workiva or other filing agents will rely on the Filer API and User Tokens, or variations depending on the delegation status, as discussed above.
  
  
• EDGAR passwords will no longer exist after September 15, 2025.  There is a new annual EDGAR Next account confirmation process which replaces this annual requirement.  During or after enrollment, you may select one of four quarterly dates as your annual confirmation date.

Question 6: What is login.gov and how is it used in EDGAR Next?

A: login.gov is the United State government’s primary identity provider, used for many different agency’s sites, including EDGAR Next.  Registration in login.gov is required to access the EDGAR Filer Management dashboard and other EDGAR websites after September 15, 2025.  Registration using your business email address(es) is encouraged by the SEC, and involves providing the email address, a password which receives a confirmation email message, and choosing one or more of the supported two-factor authentication methods.  The supported methods include SMS text messages (not available in all countries), a TOTP/Google Authenticator 6 digit number, security key, and a set of backup codes for users without phones.  Use of the two-factor authentication method is currently required every 30 days to log into login.gov.

Any EDGAR Next account administrator, or Workiva filing user who needs to or chooses to provide their User Token, must have a login.gov account. 

• The login.gov email address used for registration is also the EDGAR Next username, which is visible to certain users, therefore the EDGAR Business Office recommends using a business email address as opposed to a personal address.

The SEC has strongly indicated that they do not want shared accounts/email addresses to be used for EDGAR Next and that a filing should be traceable back to a single individual. login.gov requires multifactor authentication and, while you could share a QR code image amongst multiple individuals to generate the 6 digit “Google Authenticator” style codes, this is not the SEC’s desired approach.  Therefore, you should have one login.gov account per individual - both (potentially) non-filing administrators and any user who will be filing in Workiva.

Question 7: What steps can I do prior to the start of the enrollment period on March 24, 2025?

A: For every EDGAR account (CIK) that you control or manage, ensure that you at least know the Passphrase and have updated the contact email address in EDGAR, but consider the following:

• Make sure that all contact information, especially the email address, is correct in EDGAR.  You can do this by logging into https://www.edgarfiling.sec.gov/ then clicking on Retrieve/Edit Data in the left side bar, enter your CIK and CCC, then click Retrieve Company Information.  If there are any corrections required, click the Edit Company Information button at the bottom of the page.  See Maintain and Update Company Information for additional information.
  
  
• Make sure you know your CCC and passphrase code for every EDGAR account/CIK.  The passphrase is not the normal password and is something that you only normally need to use when generating new credentials on https://www.filermanagement.edgarfiling.sec.gov/ but will be required to enroll in EDGAR Next after the beta testing period.  If you don't know this code, you will need to go to the Filer Management site, click on Update Passphrase, then select the Update passphrase (manual) option.  EDGAR Business Office Information for Filers Reset Passphrase POC Email.
  
  
• Identify at least two people (preferably more) at your company to serve as account administrators for the EDGAR Next account.
  
  
• Have all people who will be administrators or filers create a login.gov account, preferably using their work email address.  There is no identity verification process other than responding to the confirmation email, so you can create as many accounts as you have email addresses.  You will need to choose one or more two-factor authentication methods, such as SMS and Google Authenticator/TOTP codes. The Final Rule and EDGAR Business Office has stated that these should be an individual’s email address and not a group address.

Question 8: Q: We do not use Google and do not have mobile work phones. How would we get the multi-factor codes needed to log into login.gov?

A: Although it is often referred to as “Google Authenticator” this is just a shorthand way of referring to a software standard Time-based One Time Password (TOTP) .  There are a number of different programs, including those that run on Windows and Mac computers, which can generate the 6 digit code.  In addition, there are other methods, including downloading a set of one time use codes, which users can print out or save on their desktop.  The options are discussed here: https://login.gov/help/get-started/authentication-methods/

Question 9: We tried to verify contact information for one of our officers and his account became disabled after too many invalid login attempts. They didn't have an accurate passphrase so are going through the manual update process for this filer. How can we access filer contact information without a current password?

A: Any valid SEC account (CIK) can be used to log into EDGAR with its CIK and Password, and then navigate to the Retrieve/Edit Data link where you will be prompted to enter the officer’s CIK and CCC and, even if their password is expired, you will be able to view and modify the contact information.

Question 10: Can I use a personal email for my Login.gov account, and can I use the same email for multiple accounts?

A: The SEC has indicated that they prefer a work email address to be used for EDGAR Next accounts, but this is only a recommendation.A single login.gov account user may be a user and/or Account Administrator for multiple EDGAR Next accounts.

Question 11: I have an existing Login.gov account. What next?

A: Any valid login.gov account may be used with EDGAR Next.  It is strictly up to the individual if they want their personal or other login.gov account utilized for EDGAR Next, or if they wish to create a new account using their business email address. login.gov account is outside of EDGAR Next, including the Adopting Beta environment, so that will continue to exist unchanged. 

EDGAR Next accounts and settings created in the beta environment are fictitious and only exist in the beta environment and will not impact the real EDGAR (Next) world.

General Concerns about Login.gov

Question 12: Does this mean I have to tell Workiva to make all my filings ,or am I still able to file things outside of Workiva?

A: In EDGAR Next, you will still have the ability to log into EDGAR, OnlineForms, or the Filer Management dashboard in a web browser to submit a filing or manage your EDGAR account.  The login process of a CIK and Password will be replaced with a “Login using login.gov” button, which will redirect you to login.gov to authenticate, then you will be logged into EDGAR. 

Question 13: So each Section 16 officer has to obtain their own Login.gov ID and EdgarNext and then they delegate administrators?

A: Directors managing their own EDGAR Next and login.gov accounts would be highly impressive, but also highly uncommon.  The SEC has foreseen this situation and has noted that, with a Power of Attorney letter, a reporting owner can turn over the management of their EDGAR Next account to another entity.  The POA letter format is not specified and this is not something that is submitted to EDGAR such as Section 16’s Exhibit 24.  By outsourcing the management to one or more trusted entities, the director would not need to obtain or maintain a login.gov account. 

However, note that every EDGAR account (CIK), including individuals, must enroll in EDGAR Next no later than September 15, 2025.  EDGAR Next enrollment does not require a POA authorization, so the director will need to decide on which entity will perform the enrollment on their behalf and act as their initial account administrator.  Also note that enrolling in EDGAR Next will automatically reset the individual’s CCC, and therefore careful coordination between law firms and filing agents may be required to both ensure timely enrollment as well as communicating the updated CCC.

A director who sits on multiple boards may turn over this account administration to multiple entities, and it is a good idea for at least one account administrator from each issuer to have administrator access to the director’s EDGAR Next account.  For example, if the director sits on the boards of Company A, Company B, and Company C, they will either want a trusted representative managing their EDGAR Next account, including acknowledging the yearly confirmation process, or at least a paralegal or lawyer from A, B, and C having account administrator access to their EDGAR Next account. 

Filing in Workiva with EDGAR Next

Question 14: Will I still be able to create and submit filings in Workiva under EDGAR Next?

A: Yes, the document creation, tagging, and preparation steps are completely unaffected by EDGAR Next.  The impact of EDGAR Next occurs only in the Test and Live Filing steps, where you will be offered the ability to submit filings as usual (with a password) until September 15, 2025, or provide your EDGAR Next token or tokens after March 24, 2025, depending on your preferences and delegation status.  You will need to perform the EDGAR Next enrollment process prior to using the EDGAR Next filing option, but this will not prevent you from also going back to the traditional method until 10:00 PM Eastern on September 12, 2025.

Question 15: What are the filing scenarios for EDGAR Next Workiva filers?

A: There are a number of combinations of situations, which can make EDGAR Next confusing.  Some common scenarios are:

1. A filer who wants to control all aspects of the filing.  Every EDGAR Next filing using the API, where a user doesn’t manually log into the EDGAR website, requires two tokens - a Filer Token and User Token.  The Filer Token requires an account to have two or more Technical Administrator users (who can also be Account Administrators) to create and manage the token, and it expires on a yearly basis.  A Workiva customer would obtain this Filer Token and upload it into their Workspace Settings or would provide it with every filing.
   
   On top of the Filer Token is the User Token, which is tied to an individual human (no group email addresses or non-individuals are permitted per the EDGAR Business Office and Final Rule).  Practically, this would mean that the Test and Live Filing steps would prompt the user to select or input their tokens, instead of a password.  The User Token is also allowed to be stored within the user’s profile, but note that this token expires every 30 days and only one User Token is allowed per user, across all filing agents.  The User Token must belong to a user who is an account administrator or user-type user in the EDGAR Filer Management dashboard.
   
   
2. Delegated account (strongly preferred).  In this situation, the filing’s primary CIK account has delegated to Workiva at the time of filing or previously delegated (delegations never expire).  This allows Workiva’s software to use the Workiva Filer Token, relieving the filer of the need to manage and keep that token up to date.  Note that a valid User Token associated with the primary account/CIK submitting the filing is still required, so there is little risk of an unauthorized submission since EDGAR Next will enforce that the filing has a valid User Token from either a user in the registrant’s account or an authorized Workiva employee.  This is in addition to all of Workiva’s permission and other access control systems.  Co-registrants CIKs are not considered for EDGAR Next filings, so the User Token must be related to the primary registrant, but any co-registrant accounts do not need individual delegation, but are still subject to the annual confirmation and account administrator requirements.
   
   
3. File With Workiva.  This filing option will continue to exist, but due to the requirement of having a human user involved and responsible for every filing in the EDGAR Next system, this will require the involvement of a Workiva employee and the delegation process completed, instead of the Workiva-internal code which is now that is all that is required to submit the File With Workiva filing.  This scenario is still subject to change - Workiva has several meetings with the EDGAR Business Office scheduled prior to the end of the beta adopting period and will attempt to guide the EBO to best outcome for our customers.

Question 16:  For account administrators who only test file, will they also need a token?

A: Test and Live filings have the same token requirements, although depending on the situation, there may be two, one, or zero tokens that a customer needs to provide.

• Fully self-reliant: In this situation, a customer decides to completely control their EDGAR Next account and token usage, so they would need a minimum of two Account Administrators, as well as two Technical Administrators (who can also be the Account Administrators) to generate the Filer API Token(s).  In addition to providing Workiva with this Filer API Token, the customer would need to provide their personal User Token.  This requires more effort on the customer’s part to manage their EDGAR Next account and tokens, but doesn't require any prior coordination, known as delegation, with Workiva.
  
• Delegated: Prior to the filing, the customer has performed the one-time, non-expiring delegation request to Workiva.  This enables our software to use Workiva’s Filer API Token, behind the scenes, for the customer who would then need only provide their personal User Token during filing.  This requires the delegation request to have been previously completed, but has the benefit that the customer does not need any Technical Administrators and doesn't have to generate or provide the Filer API Token.  In this case, the User Token is essentially equivalent to the SEC password in today's EDGAR system.
  
• File With Workiva: This also requires prior delegation to Workiva, but allows for filing without any customer tokens.  This is still a bit of a TBD on how we can make this work as seamlessly as it does in today's EDGAR system, since it will require a Workiva employee's User Token to be provided at filing time, but completely relieves the customer of the need to generate or provide any tokens, and reduces their EDGAR Next impact to the initial enrollment and annual account verification requirement.
  

Impact on Filing Process

Question 17: If I use Workiva to file by entering my company's CIK etc., I will need to create an account on Login.gov, do I choose to let Workiva file for me, or am I doing that still?

A: Unless you have a special arrangement with Workiva, we will never “push the button” to submit a filing on your behalf.  If you delegate to Workiva, however, you will be able to automatically utilize our tokens to ensure your filing is submitted to EDGAR - either utilizing your provided User Token or if you use the “File With Workiva” feature, no tokens. 

You will still need a login.gov account, as well as two administrators, in order to manage your EDGAR Next Filer Management dashboard account and click on the annual account confirmation button, as well as any user management that you choose to do.

Question 18: We currently file in Workiva and file using our credentials. Will this change?"

A: If you wish, you can continue to file using your own credentials (tokens) in EDGAR Next, and they will simply replace the SEC password in the current EDGAR environment.  You will have the option of saving the tokens in the Workiva system, for ease of use, or you may opt to provide them for each filing.

Account Security and Management

Question 19: Is it important to manage your own filer token as a backup even if delegating to Workiva?

A: If you have delegated to Workiva, you do not need to provide a Filer API Token so having a backup token isn’t strictly necessary.  You can create as many Filer API Tokens as you desire in the EDGAR Next Filer Management dashboard, although one quirk is that once created, you have one opportunity to copy or download the token, then it is still active but you can’t re-download it.  Workiva will provide functionality for you to upload one or more Filer API Tokens into your account, so if you want complete redundancy, you could create a new token every 6-9 months, upload it into Workiva, and always have a secure storage location for the tokens.

Question 20: Can we have Workiva as the backup as a filer?

A: Yes, the delegation process to Workiva is an optional, but highly recommended approach even if you intend to primarily use your own tokens.  Workiva will provide a one-click option to initiate the delegation, but you will be required to provide a valid administrator User Token in order to complete this process.  So delegating in advance of an emergency is prudent.

Question 21: Can we renew a token prior to the 30-day mark?

A: Yes, you can create a new User Token at any point by logging into the EDGAR Filer Management dashboard and clicking on the “Create New User API Token” button, which creates a brand new token with a new 30 day expiration period.  An individual can only have one User Token, however, so creating a new token will invalidate any token which you had previously uploaded into Workiva or shared with other fling agents.

Filer and User Tokens in EDGAR Next

Question 22: What is the purpose and functionality of these Tokens?

A: EDGAR Next filings, when submitted by any filing agent, must use the new EDGAR API (Application Programming Interface) system that the SEC provides, and in order to securely access the APIs and identify the individual performing the filing, two tokens must be provided. 

The Filer API Token identifies the EDGAR Account (CIK) while the User Token identifies the individual.  Both tokens are created on the EDGAR Filer Management dashboard.  These two tokens replace the SEC password in the current EDGAR environment during the filing submission process.

“Tokens” are simply a specially encoded text file, approximately 1,500 characters long,  in a format known as JSON Web Token (JWT) which is a cryptographically signed bit of data that allows the SEC to verify that they are valid and unmodified.  In Workiva, you will have the option to upload or paste these tokens into your account and user settings, or you may choose to provide them in the Test and Live Filing steps.

Question 23: What are the pros/cons of using a Filer API token versus the Workiva API token?

A: In order to use the Workiva Filer API token, EDGAR Next requires that your EDGAR Account (CIK) performs a one-time, non-expiring delegation process to Workiva.  This authorizes Workiva to submit filings on your behalf, and allows your users to use only their personal User Tokens in the Test and Live Filing steps, or optionally choose to use the “File With Workiva” feature.

The “pros” are considerable - by delegating to Workiva, you have the option of submitting filings using your own Filer API and User Tokens, only your User Token, or utilize the “File With Workiva” feature and supply no tokens.  All filings continue to require a valid CCC in the filing package, so no entity whom you have delegated to can not successfully file as your company without the valid CCC.  By delegating, you also eliminate the need to specify two or more Technical Administrators in the EDGAR Filer Management dashboard as well as maintaining your Filer API Token, which expires on a yearly basis.

The “cons” are primarily theoretical - by delegating to another entity, you are authorizing that entity to submit filings on your behalf.  But without a valid CCC in the filing package, even a delegated entity is unable to successfully file as your company, so this is really no different than the pre-EDGAR Next environment.

Question 24: What is the Impact of Delegation on Token usage?

A: All EDGAR Next filing agent submissions require both the Filer API Token and an authorized User Token.  Delegating to Workiva eliminates the need for a filer to create and manage the Filer API Token and the associated two Technical Administrators required to create that.  Workiva will take care of that token management for you and during filing, you will not experience or need to worry about the Filer API Token.

For the real world changes to the Workiva filing experience, if you have delegated to Workiva, the only day to day EDGAR Next impact for you will be that you will either need to select or provide a valid User Token in the Test and Live Filing steps, or use the “File With Workiva” feature.  If you have chosen not to delegate to Workiva, you will also need to provide a Filer API Token. 

Question 25: How to manage and renew Tokens?

A: Somewhat confusingly, Account Administrators can’t manage any tokens, other than their own personal User Tokens.  The SEC has a separate role, known as Technical Administrator, whose sole responsibility is the creation and maintenance of the Filer API Tokens.  Note that a single user can be both an Account and Technical Administrator, and Workiva recommends that all users adopt both roles.  

Also note that the enrollment process does not support the creation or assignment of Technical Administrators, so filers will need to enroll, log into the Filer Management dashboard, select two or more users to be Technical Administrators, wait for two or more of those users to accept the role, and only then will they be able to create and manage the Filer API Tokens.  This is one good reason why choosing to delegate to Workiva, even if you intend to use your own credentials/tokens, is a wise decision since it eliminates the extra steps to assign Technical Administrators and manage the Filer API Tokens.

Individual users are the only entities able to create and refresh their User Tokens.  Even an Account or Technical Administrator can not access or modify another user’s User Token.

Question 26: Are there more than one filer tokens if you use more than one 3rd party service (i.e. Workiva & one other provider) for filings?

A: You can create an unlimited number of Filer API Tokens on the EDGAR Filer Management dashboard, and all are equally valid. 

You may choose to have a single token which you provide to all of your filing agents, or you may choose to create one or more tokens per agent for redundancy.  As the Filer API Tokens expire on a yearly basis, a best practices approach might be to create new token(s) on a semi-annual basis and distribute them to all filing agents that require them.  

Delegating to the filing agent relieves you of this Filer API Token management step, and in Workiva, allows you to submit filings using only a User Token or the “File With Workiva” feature, which closely mimics the current EDGAR filing experience using SEC passwords.

Delegation

Question 27: What is delegation and why does Workiva recommend that I perform it?

A: The stated goals of EDGAR Next are to improve the security of EDGAR filings, provide accountability to the person submitting the filing, and modernize the system used by filing agents to access EDGAR (also known as APIs - Application Programming Interface, or the system that Workiva’s machines use to communicate with EDGAR).  Under the current EDGAR system, any entity that knows a registrant’s CCC is able to submit filings as that registrant.  This system has been mostly abuse-free, but since the CCC never expires and is often shared amongst many filing agents and other users, the potential for a malicious or unauthorized entity to submit a public filing has always been a concern.

• EDGAR Next addresses this issue by adding an additional user management layer on top of the CCC, accessed via the EDGAR Filer Management dashboard, to create a set of authorized users who are allowed to file for an EDGAR account (CIK).  Since filing agents are responsible for more than 90% of all filings, adding every filing agent’s user to an account would be impractical, so the concept of delegation was created.

• In the past, providing your CCC to a filing agent or law firm was the implicit delegation mechanism, but this is now augmented by an explicit delegation process on the EDGAR Filer Management site.  The delegation process allows the delegated entity (filing agent) the ability to transmit filings on behalf of its customers, while still providing the traceability back to an individual user.  Delegation is not required to use Workiva’s filing software, but if you do not delegate, you will be responsible for managing your Filer Token and be required to have at least two Technical Administrator users, which is a separate role from the required Account Administrators.

Question 28: Is Delegation similar to the "file with Workiva" code option?

A: Delegation is a new concept introduced in EDGAR Next where one filing entity (e.g. a registrant or reporting owner) gives permission for another entity (e.g. a filing agent or an issuer) to submit filings on their behalf.  Delegation is a one-time, non-expiring process, and it is a single level - you can delegate to another entity, but that entity can not further delegate for your CIK to another entity.

Delegating to Workiva is a prerequisite imposed by EDGAR Next to being able to utilize the “File With Workiva” filing option, but is not required.  If you choose not to delegate to Workiva, you will still be able to file as usual and you will select or provide your company’s Filer API Token and an authorized individual’s User Token in the Test and Live Filing steps, instead of the SEC password in today’s EDGAR environment.

In practice, delegating to a filing agent, such as Workiva, means they are able to use the filing agent’s Filer API Token and User Tokens to submit your filing.  Your CCC is still required to be provided in the filing package, so even if you delegate to another entity, they will not be able to successfully file without your CCC. 

In Workiva, you can choose to delegate but still utilize your own User Token (and even Filer API Token, if you prefer) in the Test and Live Filing steps, which is analogous to the SEC password in EDGAR - but with the benefit that you don’t have to type it in and your EDGAR account will not be locked out after multiple failed login attempts.

You will still be fully involved and in complete control of the filing process, and almost nothing will change other than you will provide your EDGAR Next User Token in the Test or Live Filing steps instead of a password, or choose to utilize the “File With Workiva” feature exactly as is currently implemented.

Question 29: Is Delegation required to file through Workiva?

A: Unlike with some filing agents, it is completely your choice on whether to delegate or not to Workiva. By choosing to not delegate to Workiva, you will be required by EDGAR Next to create and manage your own Filer API Tokens using the Technical Administrator user role, and in the Test and Live Filing steps, you will select or provide both a valid Filer API Token and an authorized individual’s User Token. These tokens, which are simply specially encoded, are what are replacing the SEC password

Even if you have chosen to delegate to Workiva, you can always file using your own credentials (tokens).  Delegation simply expands the filing possibilities - you can continue to use your own Filer API Token and User Token, only your User Token, or use the “File With Workiva” feature and supply no tokens.

Question 30: What are the benefits of Delegation and using Workiva's Filer Token?

A: Delegating to Workiva relieves the filer of the need to manage their own Filer API Token, which expires on a yearly basis, and also the need to have two or more Technical Administrators in their EDGAR Next account. 

Delegation is also an EDGAR Next-imposed requirement for the use of the “File With Workiva” feature, which can be an important emergency filing option even if you choose to normally file using your own tokens.  Since User Tokens expire every 30 days, registrants have a new, ongoing burden under EDGAR Next to maintain and update these tokens, and potentially have a higher chance of filing delays if a valid token can not be provided. 

Question 31: Are there costs associated with Delegation?

A: There are no charges or contract modifications required to delegate to Workiva or file using EDGAR Next.

Question 32: Can you delegate entities other than or in addition to Workiva?

A: There is no limit to the number of entities, such as filing agents, that an EDGAR Next account can delegate to.  Delegation is a one time, non-expiring operation, and for Section 16 Reporting Owners, they may choose to delegate to both the issuer as well as one or more filing agents or law firms for ease of filing, although this is not necessary.

Question 33: What is the impact of Delegation on the Filing Process?

A: By delegating to Workiva, you enable the use of our Filer API Token to be used for your filings.  This token is used behind the scenes by our systems to communicate with EDGAR Next, and you will only need to provide your User Token, instead of a SEC password, or choose to utilize the “File With Workiva” feature.

Question 34: If we delegate to Workiva, and are using Workiva's filer token, do we need to create a Login.gov account?

A: Yes. To enroll in EDGAR Next, all operating companies, funds, FPI, and all other types of registrants, other than single member companies, will need to specify two Account Administrators using their login.gov email addresses.  In addition, each EDGAR Next account (CIK) has a yearly required account acknowledgement process which will require an administrator to log in, using login.gov, to the EDGAR Filer Management dashboard and click a button to acknowledge that they are still in control of their account.

Question 35: By delegating filing to Workiva, will Workiva do the actual filing? Or will the user still do the filing using Workiva's platform?

A: You are always completely in control of your filing, and delegating to Workiva only enables the use of our Filer API Token to be used behind the scenes to communicate with the EDGAR server (API).  Nothing else changes with your filing process other than you will select or provide your User Token instead of the SEC password in the Test and Live Filing steps.  Delegating also enables the use of the “File With Workiva” feature, which will work exactly as it does in today’s environment.

Section 16 / Form 144 Filers

Question 36: How does Delegation work for Section 16 Filers?

A: As with other filing types, your company and/or your reporting owners do not need to delegate to Workiva for Section 16 filings.

While delegation is a single level process - an entity who is delegated to can not further delegate to another, multi-party filings such as Section 16, Form 144, Schedule 13, as well as co-registrant filings only require one of the parties/CIKs to be delegated (if desired).  Since there is no limit to the number of delegations, the individual may opt to delegate to several different filing agents, law firms, or companies where they are board members - or none of the above.

For example, a CEO at Company A will likely choose to delegate to Company A.  When filing in Workiva, Company A has two options - if the Company A EDGAR Next Account/CIK choose not to delegate to Workiva, they will submit Section 16 filings as usual in Workiva, using Company A’s Filer API Token and an authorized User Token in place of their SEC password.  If Company A has delegated to Workiva, they have the additional options of providing only their User Token or using the “File With Workiva” feature.

Question 37: What are the best and easiest options for Section 16/Form 144 reporting owners?

A: There are various options for individuals under EDGAR Next, ordered from least intrusive to most hands on. The EDGAR Business Office provides a document which discusses these options:

1. Provide a notarized Power of Attorney letter, similar to what may be filed in a Form 3 or Form ID filing, authorizing an entity to perform all of the EDGAR Next requirements for an individual as an account administrator.  Note that a PoA letter is NOT required to enroll the individual in EDGAR Next.  It isn’t exactly specified how this letter is provided - it may be similar to a signature authorization document where it is held and (rarely) presented to the SEC upon request, for existing filers.
   
   This eliminates the need for a reporting owner to create a login.gov account, perform the required yearly acknowledgments, and other Filer Management tasks for themselves.  The authorized entity would then decide which of the above filing scenarios would work best in the filing situations.  One or more unrelated entities could potentially have PoA for the reporting owner’s account, so some coordination may be necessary between the account administrators regarding which users are authorized to file for the RO as well as delegations.  One of the entities will also be responsible for enrolling the EDGAR account (CIK) in EDGAR Next as well as performing the required annual confirmation and token management.
   
   
2. The reporting owner could create their own login.gov account, perform the enrollment with themselves, and, hopefully one or more users such as a personal or corporate attorney or paralegal, as additional account administrators.  Then one of the account administrators could choose to delegate to another entity - perhaps a law firm who themselves delegate to a filing agent, or none of the above.
   
   
3. The reporting owner could create their own login.gov account and act as their own account and technical administrator, creating the Filer Token (unless delegated to a filing agent) and their personal User Token, and perform filings directly without any assistance from other authorized users.  They may choose to delegate to one or more entities, such as filing agents or law firms.

Question 38: How does Login.gov work for Section 16 Filers and Directors?

A: As with everything in EDGAR Next, there are a number of options to choose from.  There are various options for individuals under EDGAR Next, ordered from least intrusive to most hands on. The EDGAR Business Office provides a document which discusses these options:

1. Provide a notarized Power of Attorney letter, similar to what may be filed in a Form 3 or Form ID filing, authorizing an entity to perform all of the EDGAR Next requirements for an individual as an account administrator.  Note that a PoA letter is NOT required to enroll the individual in EDGAR Next.  It isn’t exactly specified how this letter is provided - it may be similar to a signature authorization document where it is held and (rarely) presented to the SEC upon request, for existing filers.
   
   This eliminates the need for a reporting owner to create a login.gov account, perform the required yearly acknowledgments, and other Filer Management tasks for themselves.  The authorized entity would then decide which of the above filing scenarios would work best in the filing situations.  One or more unrelated entities could potentially have PoA for the reporting owner’s account, so some coordination may be necessary between the account administrators regarding which users are authorized to file for the RO as well as delegations.  One of the entities will also be responsible for enrolling the EDGAR account (CIK) in EDGAR Next as well as performing the required annual confirmation and token management.  The only requirement for an “entity” to enroll an account in EDGAR Next is knowledge of the CIK, CCC, Passphrase (power of attorney or a notarized document are not required), so this could be an employee, law firm, or filing agent.  All Account Administrators can complete the annual confirmation, while only Technical Administrators may manage the Filer Token, and only individuals can manage their User Token.
   
   
2. The reporting owner could create their own login.gov account, perform the enrollment with themselves, and, hopefully one or more users such as a personal or corporate attorney or paralegal, as additional account administrators.  Then one of the account administrators could choose to delegate to another entity - perhaps a law firm who themselves delegate to a filing agent, or none of the above.
   
   
3. The reporting owner could create their own login.gov account and act as their own account and technical administrator, creating the Filer Token (unless delegated to a filing agent) and their personal User Token, and perform filings directly without any assistance from other authorized users.  They may choose to delegate to one or more entities, such as filing agents or law firms.