Fifth Circuit Lifts Stay — Old HSR Form Reinstated Pending Appeal

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On Thursday, March 19, 2026, the US Court of Appeals for the Fifth Circuit denied the Federal Trade Commission’s (FTC) request to stay a decision by the US District Court for the Eastern District of Texas to vacate the agency’s new Hart-Scott-Rodino (HSR) form and instructions pending appeal.

As previously reported, the new form, which had been in effect since February 10, 2025, significantly revised the requirements for transacting parties under the HSR Act. As a result, companies and their counsel have had to expend more time and resources to complete the new HSR form, which has impacted closing timelines and increased burdens on, and costs to, filers.

Following the Fifth Circuit’s decision, the FTC immediately issued a statement confirming it will now accept filings using the old HSR form and instructions that were in place before February 2025, and it has updated its website to include the old materials. The FTC will continue to accept HSR filings made on the new form if filers choose to voluntarily submit them; though as a practical matter, filings made on the old form will be standard.

The FTC’s appeal remains pending, and briefing is scheduled to be complete by June 10, 2026. After that, we expect a decision on the substantive merits of the appeal sometime between December 2026 and March 2027.