A new SEC risk alert has dropped. The focus? The SEC Marketing Rule (Rule 206(4)-1) – a rule, that since its compliance date of November 2022, has been the cause of considerable operational and resource strain for compliance officers. Comply’s recent industry research revealed that 44 percent of compliance leaders cite marketing material oversight as a top exam-day concern. 15 percent even said that marketing reviews take the most time of all compliance tasks.
What exactly happened?
On December 16, 2025, the SEC’s Division of Examinations released a new Risk Alert outlining common deficiencies observed regarding compliance with the Marketing Rule.
As a refresher, the Marketing Rule sets the standards for how advisers can promote themselves by requiring clear, balanced, and well-documented marketing practices.
This new Alert focuses heavily on the use of testimonials, endorsements, and third-party ratings in adviser marketing materials. What’s clear is that many firms are still struggling to comply with the Marketing Rule.
Key SEC Observations
Testimonials & Endorsements
The Marketing Rule permits testimonials and endorsements only when specific disclosure and oversight conditions are met, including disclosure of compensation, conflicts of interest, and client or investor status.
Examiners observed that many firms:
- Failed to present required disclosures clearly and prominently.
- Misclassified referral or “refer-a-friend” programs that qualify as endorsements.
- Lacked tailored policies governing testimonials and endorsements.
Third-Party Ratings
Advisers may reference third-party ratings only when they have a reasonable basis for believing the rating methodology meets regulatory standards and when required disclosures are included (e.g., date, provider, compensation).
Common issues included:
- Insufficient or missing disclosures.
- No documented due diligence on rating methodologies.
- Ratings presented without context on timing or compensation.
Practical Takeaways for Advisers
The SEC has provided its insight. Now what?
- Review and update Policies and Procedures pertaining to marketing to ensure they address testimonials, endorsements, and ratings with specificity.
- Ensure disclosures are clear and prominent, not buried or obscured.
- Train marketing and business teams to recognize when marketing activities trigger Marketing Rule obligations.
- Strengthen documentation and recordkeeping to demonstrate review, approval, and compliance with Marketing Rule conditions.
Need a deeper dive on performance advertising?
If your team is re-evaluating how you present hypothetical or actual performance data in light of the SEC’s Risk Alert, don’t miss our in-depth guide: Managing the New Marketing Rule: How to Comply with Performance Advertising. It outlines practical steps for meeting performance disclosure expectations of the SEC.
How Comply Supports CCOs
Strong Marketing Rule compliance depends on consistent reviews and people who know how to guide your program forward. Comply brings both – through hands-on managed services, expert consulting, and continuing education.
- Comply’s managed services offering provides expert reviews of websites, presentations, and other marketing materials, plus recommended disclaimers – helping strengthen oversight while keeping outreach moving forward.
- Comply’s consulting experts can assess your firm’s risk, review and develop Policies and Procedures so they match how your firm actually markets, supervises, and documents communications.
- Comply’s education team offers continuing education webinars for compliance leaders and investment advisers. If you’re interested in learning more about Marketing Rule compliance join us on February 12, 2026 for a two hour continuing education session on the “Investment Adviser Marketing Rule.” Check out our full calendar of events and contact education@comply.com to register.