Blog  •  December 30, 2025

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SEC Form 497

Rule 497 of the Securities Act of 1933 requires investment companies and non-variable annuities to file final (“definitive”) forms of prospectuses and Statement of Additional Information (SAI). Rule 497 filings are submitted using the Securities and Exchange Commission’s Electronic Data Gathering, Analysis, and Retrieval system (EDGAR). The filings provide updated disclosures after the filing of the registration statement, so that potential investors have access to the most updated information.

Who Files for Rule 497?

The following investment company types and forms file for Rule 497:

  • N-1A – Open-End Managed Investment Company, including Exchange Traded Funds (ETFs)
  • N-14 – Open-End Management Investment Company, including Exchange Traded Funds (ETFs)
  • N-3 – Separate Account Registered as Open-End Management Investment Company
  • N-4 – Variable Annuity UIT Separate Account and Non-Variable Annuity
  • N-6 – Variable Life UIT Separate Account
  • N-8B-2 / S-6 – Unit Investment Trust (UIT), Non-Insurance Product

EDGAR Submission Types and Timeline of Rule 497 Filings

Rule 497 is required anytime a fund provides investors with a final, amended, or supplemental prospectus or Statement of Additional Information. While this is simple enough to grasp, the SEC has several types of 497 filings that reflect different types of definitive materials or updates. This list breaks down the different types of filing designations, and the product or material they are intended to cover:

  • EDGAR Submission Type 497 is based on several subparagraphs of the rule. Provided are the most prevalent of those subparagraphs.
    • 497(b) – For unit investment trusts filing on Form N-8B-2 or Form S-6, within five days after the effective date of a registration statement or the commencement of a public offering after the effective date of a registration statement,  whichever occurs later, each form of prospectus used after the effective date in connection with such offering shall be filed with the Commission in the exact form in which it was used.
    • 497(c) – For investment companies filing on Forms N-1A, N-3, N-4, and N-6, or an offering of registered non-variable annuities being filed on Form N-4, within five days after the effective date of a registration statement or the commencement of a public offering after the effective date of a registration statement, whichever occurs later, each form of prospectus and form of Statement of Additional Information used after the effective date in connection with such offering shall be filed with the Commission in the exact form in which it was used.
    • 497(e) – For investment companies filing on Forms N-1A, N-3, N-4, and N-6, or an offering of registered non-variable annuities being filed on Form N-4, after the effective date of a registration statement, no prospectus that purports to comply with Section 10 of the Act or Statement of Additional Information that varies from any form of prospectus or form of Statement of Additional Information filed pursuant to paragraph (c) of this section shall be used until filed with the Commission.
  • EDGAR Submission Type 497J is based on subparagraph (j).
    • 497(j) – In lieu of filing under paragraph (b) or (c), a registrant may file a certification that: (1) the form of prospectus and Statement of Additional Information that would have been filed under paragraph (b) or (c) would not have differed from that contained in the most recent registration statement or amendment, and (2) the text of the most recent registration statement or amendment has been filed electronically.
  • EDGAR Submission Type 497K. The inception of Form N-1A summary prospectus under Rule 498 introduced a new subparagraph for summary prospectus filings.
    • 497(k) – This paragraph (k), and not other provisions of Rule 497, shall govern the filing of summary prospectuses under Rules 498 and 498A. Each definitive form of summary prospectus under Rules 498 and 498A shall be filed with the Commission no later than the date it is first used.
  • EDGAR Submission Types 497VPI and 497VPU. The inception of Forms N-3, N-4 and N-6 summary prospectus under Rule 498A introduced new filing types under Rule 497(k).
    • 497VPI – Initial Summary Prospectus. See Rule 497(k) for filing timeline.
    • 497VPU – Updating Summary Prospectus. See Rule 497(k) for filing timeline.
  • EDGAR Submission Type 497AD is based on the “advertisement under Rule 482” section of subparagraph (a).
    • 497(a) – Every form of prospectus sent or given to any person prior to the effective date of the registration statement that varies from the form or forms of prospectus included in the registration statement filed pursuant to Rule 402(a) shall be filed as part of the registration statement not later than the date that form of prospectus is first sent or given to any person, except that an investment company advertisement under Rule 482 shall be filed under paragraph (a) (but not as part of the registration statement) unless filed under paragraph (i).

Rule 497 no longer applies to closed-end investment companies and business development companies except for Rule 482 advertisements. The Securities Offering Reform for Closed-End Investment Companies provides that registered closed-end investment companies and business development companies would follow the same process operating companies follow to file prospectuses under Rule 424.

Inline XBRL (iXBRL)Implications

Rule 497(b), (c), (d), and (e) have interactive data requirements depending on the form on which the registration is filed.

  • N-1A – An Interactive Data File is required to be submitted to the Commission for any form of prospectus filed pursuant to paragraphs (c) or (e) of Rule 497 that includes information provided in response to Items 2, 3, or 4 that varies from the registration statement. The Interactive Data File must be submitted with the filing made pursuant to Rule 497.
  • N-3 – An Interactive Data File is required to be submitted to the Commission for any form of prospectus filed pursuant to paragraphs (c) or (e) of Rule 497 that includes information provided in response to Items 2, 4, 5, 11, 18, or 19 that varies from the registration statement with regard to contracts that are being sold to new investors. The Interactive Data File must be submitted with the filing made pursuant to Rule 497.
  • N-4 – An Interactive Data File is required to be submitted to the Commission for any form of prospectus filed pursuant to paragraphs (c) or (e) of Rule 497 that includes information provided in response to Items 2(b)(2), 2(d), 3, 4, 5, 6(a) (instruction), 6(d), 6(e), 7(e), 10, 17, 26(c), or 31A that varies from the registration statement with regard to contracts that are being sold to new investors. The Interactive Data File must be submitted with the filing made pursuant to Rule 497.
  • N-6 – An Interactive Data File is required to be submitted to the Commission for any form of prospectus filed pursuant to paragraphs (c) or (e) of Rule 497 that includes information provided in response to Items 2, 4, 5, 10, 11, or 18 that varies from the registration statement with regard to contracts that are being sold to new investors. The Interactive Data File must be submitted with the filing made pursuant to Rule 497.
  • S-6 – With changes in the upcoming Investment Company Names rule, an Interactive Data File is required to be submitted to the Commission for any form of prospectus filed pursuant to paragraphs (b) or (d) of Rule 497 that includes information provided in response to Instruction 2 to Item 11 of Form N-8B-2 (as provided on this Form pursuant to Instruction 1(a) of the Instructions as to the Prospectus of this Form) that varies from the registration statement. The Interactive Data File must be submitted with the filing made pursuant to Rule 497.

The Benefits of Accurate and Timely Filings

To stay compliant with SEC regulations, it's important to file documents accurately and on time. Software tools make this process simpler by providing features that help with completing and submitting forms efficiently. DFIN’s ArcPro® offers intuitive, cloud-based workflow tools and managerial dashboards to streamline the review and approval process for all variations and requirements of Rule 497 filings. Companies that use DFIN for their filings benefit from a faster, more streamlined, and reliable compliance process.

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