Fifth Circuit Denies FTC’s Request for Stay in Case Contesting Revised HSR Filing Form

On March 19, 2026, the U.S. Court of Appeals for the Fifth Circuit denied the Federal Trade Commission’s (FTC’s) motion to stay an earlier district court order vacating the FTC’s new rule that adopted a substantially revised Hart-Scott-Rodino (HSR) filing form. The FTC sought the stay while its appeal of the district court’s order was pending.

The district court previously ruled that the promulgation of the rule adopting the revised HSR filing form violated the Administrative Procedure Act because the FTC failed to demonstrate that the new rule was necessary and appropriate. The district court also found that the default remedy of vacatur of the rule was proper.

As a result of the Fifth Circuit’s decision to deny the requested stay, the FTC announced that it will begin accepting the version of the HSR filing form in place before February 10, 2025—the date the revised form took effect. The FTC also indicated that it will continue to accept the revised HSR filing form if filers choose to use it.       

Importantly, the Fifth Circuit’s denial of the stay does not resolve the substantive issues being contested in the underlying appeal, which remains pending. Also, on March 25, 2026, the FTC and the Department of Justice announced their intention to launch a joint public inquiry regarding the effectiveness of the HSR premerger reporting requirements.

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