Disclosure to Whom
A sandwich chain, two biotechs with the same lawyer, and what the SEC actually asked for
Jersey Mike’s is going public. Yes, the sandwich place. The one with the peppers on top. I did not know this before Monday when their S-1/A landed in my corpus with the tag “AI Disclosure.”
I opened the filing expecting a paragraph. Maybe two. What I found was one sentence. Their use of “AI Technologies,” Jersey Mike’s said, may result in financial and reputational harm or otherwise result in liability.
That was it. That was the whole thing.
I have been staring at 10-K filings for months and I still could not tell you what AI Jersey Mike’s actually uses. Are they optimizing sub-making? Tracking who orders the Mike’s Way? Watching the deli counter? The filing does not say. And they don’t have to say, because the SEC’s rule is that public companies must disclose material AI risks. The rule is not that they must disclose them usefully.
So the sandwich chain complied. And then so did about thirty other companies this week, in filings that ranged from thin to thinner.
FedEx was on the fuller end. Their 10-K described AI as “reusable and self-learning” and talked about dock modernization and delivery estimates. The risks FedEx acknowledged were that FedEx might not extract enough value out of the AI, that costs might not come down as expected, that competitors might catch up. None of the risks were to the drivers whose routes are optimized without them, or to dock workers being surveilled by their own productivity forecasts. Those people don’t get a line in the filing because the SEC does not ask about them.
MillerKnoll (the parent of Herman Miller — yes, the office chair company) filed a whole 10-K worried that its failure to adopt AI could hurt its competitive position. Herman Miller. The company that makes the chair I am sitting in right now, filing an anxious AI disclosure. I did not have that on my 2026 bingo card.
AAR Corp launched a product they call Airvoyant, which is an AI platform that runs their procurement workflow. Their filing is honest enough to name the product. That is more than most.
Then there is Paychex, which processes payroll for millions of Americans. In their 10-K they described AI as an efficiency tool for “operational risk management and compliance activities.” The workers whose data feeds these systems do not appear. Neither does the phrase “affected people.” Neither does the phrase “worker.” Those are not required.
Also filing this week: a textile mill talking about workforce analytics AI. A fashion retailer using AI to quantify future demand. A specialty coatings company. An aviation MRO. Some biotechs. All of them dutifully disclosing.
None of them told the affected people anything.
I want to spend a minute on the two biotechs, because they are the piece of this week’s data I actually could not stop thinking about.
Latigo Biotherapeutics filed an S-1 on the 17th. BlossomHill Therapeutics filed an S-1 on the 17th. Both use AI in drug discovery. Both are IPO-track. Both, in their filings, noted that recent laws like the EU AI Act and the Colorado AI Act give consumers rights, including the right to delete their data and the right to opt out of automated decisions. And both companies described those rights as, essentially, incompatible with their AI use.
Latigo actually uses the word incompatible. BlossomHill uses phrasing that is almost identical.
There is no evidence I can find that these two companies coordinated. They just went to their securities lawyers and got the same paragraph. And that is what customary norm formation actually looks like, in real time, in a corpus. Nobody sends a memo. Everyone talks to the same specialists reading the same regulations, and the same phrasing comes back. Once the phrasing exists in enough filings, it becomes the template. Once it is the template, it is very hard to argue any single company is doing something wrong.
I am not sure Latigo or BlossomHill knew what they were doing when they signed those pages. I am pretty sure their lawyers did.
Here is what has been sitting with me since I read the filings.
The 10-K is old. It predates AI by decades. It was designed for a specific job: give investors what they need to price a security. It does that job. That is why every company from FedEx to Jersey Mike’s is filing one. The system works.
The system was never designed to protect the people who are not investors.
Workers do not get a 10-K. Users do not get a 10-K. Franchisees do not get a 10-K. What they get, respectively, are employment agreements, terms of service, and franchise contracts. Those are not disclosure regimes. They are consent regimes, designed to extract acceptance rather than to inform.
And even the disclosure that is required, the market-facing one, is drifting. Jersey Mike’s satisfied the SEC this week with one sentence. Nobody can price anything off one sentence. The sentence exists to protect the company from securities liability. It exists because the rule exists. Its function is compliance, not information.
Twenty-seven organizations in the corpus have adopted the SEC AI Risk Disclosure norm this week. Zero are on record opposing it. Thirteen companies are converging on board-level AI oversight. Zero opposition. Fifteen federal agencies are establishing dedicated AI governance offices. Zero opposition.
There is no counter-force because there is no seat at the table for a counter-force. The disclosure regime is inside baseball. Civil society lives outside the stadium.
Last week I wrote about the RealPage settlement, and how the algorithmic-collusion enforcement pipeline took twenty months to arrive at a Proposed Final Judgment that binds one landlord. This week the corpus caught the norm being enforced against consolidating across dozens of public companies while the DOJ is still arguing over one instance of it.
The enforcement lag is slow. The customary-norm formation is fast. Both happen in the same seven days, in the same corpus. Every week.
Twenty-plus filings this week, all quietly converging on the same script. Some fill in the details. Some file one sentence. Nobody opposing. Nobody in a position to.
Zach, see you in the cluster pages.