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The Committee on Foreign Investment in the United States (CFIUS) recently delivered its 2025 Annual Report to Congress. This Simpson Thacher memo reviews the report and shares these highlights:

– After several years of declining filing volumes, from a peak of approximately 440 filings in calendar year 2022 to 342 in 2023 and 325 in 2024, CFIUS received 347 total filings (notices and declarations combined) in calendar year 2025. This approximately 7% year-over-year increase represents the first uptick in annual filings since 2022 and reverses the downward trend that had characterized the prior three years.

– The Report notes that CFIUS operations were affected by lapses in government appropriations during 2025. Despite these funding disruptions, the Committee maintained its elevated review volumes and achieved a 67% initial clearance rate, similar to that of the prior year.

– The Report reaffirms CFIUS’s continued prioritization of enforcement and compliance monitoring. Calendar year 2025 marked the first full year in which the enhanced penalty regime (established in November 2024) was in effect. Treasury emphasized its ongoing enforcement of mandatory filing requirements, particularly for transactions involving critical technology, critical infrastructure, and sensitive personal data. In calendar year 2025, CFIUS conducted 40 compliance site visits and was actively monitoring 234 mitigation agreements. While the Report does not break out 2025 civil penalty information in the same level of detail, Treasury’s statements indicate that the elevated penalty ceiling and heightened enforcement posture remain firmly in place.

– Calendar year 2025 represented the first full year of operation under President Trump’s America First Investment Policy, issued in February 2025. The Report and accompanying press release confirm that this policy directive has continued to shape CFIUS’s approach, with an emphasis on streamlining reviews for investments from allied and partner nations and maintaining heightened scrutiny for investments from adversary nations.

The memo says, “Taken together, these trends signal a CFIUS regime that is simultaneously becoming more efficient for trusted allied investors and more aggressive toward transactions involving heightened risk to national security.” It highlights the Known Investor Pilot Program, which was launched in 2025, as one key way CFIUS is streamlining review for investments involving allied or partner countries.

– Meredith Ervine