Written by Susan Miller*

Hedging That Holds Up: When to Use May vs Will in Compliance‑Safe Equity Research

Ever been asked to turn a strong view into a promise—and worried compliance will flag it? This lesson shows you exactly when “may” protects your thesis and when “will” is safe, so your equity research reads confident, precise, and compliant. You’ll get a clear rationale tied to MiFID II/FINRA 2241, real-world examples, and a concise editing checklist, plus quick exercises to lock in the rules. Finish able to hedge with intent, cite your basis, and publish faster with fewer redlines.

Why Tone Matters: The Regulatory Rationale

Equity research is persuasive writing, but it operates under rules that treat tone as a compliance issue, not just a stylistic choice. Regulations such as MiFID II in Europe and FINRA Rule 2241 in the United States aim to ensure research is fair, balanced, and not misleading. One of the simplest ways a report can cross the line is by using language that conveys undue certainty about future outcomes. When a statement sounds like a promise or a guarantee, it risks being interpreted as a commitment rather than an opinion. That risk is magnified when the statement relates to price performance, catalysts, approvals, or financial results.

Under these regimes, the key concept is avoiding promissory language. Regulators are sensitive to wording that a reasonable investor could take as a commitment about what will happen. A phrasing that implies inevitability can be construed as advertising or as an assurance of returns, both of which raise red flags. Even when you include standard disclosures and disclaimers, the sentence-level choices still matter: if the main text asserts certainty, fine print will not rescue the impression created for readers.

The compliance intent is not to make research vague. Instead, it is to align the tone of probability with the state of evidence. If the analysts’ thesis depends on contingencies—management execution, regulatory review, market adoption—then the language should reveal that conditionality. MiFID II’s emphasis on avoiding misleading information and FINRA 2241’s requirements for fairness both point to the same linguistic outcome: hedge future-looking opinions unless they are grounded in facts that are already determined by third parties or law. In other words, the tone needs to match the uncertainty. Doing so reduces legal exposure, protects credibility with institutional clients, and preserves the objectivity that research franchises trade on.

Moreover, the regulatory view of certainty is not limited to numbers like price targets. It encompasses all forward-looking claims: timing of catalysts, the likelihood of approvals, the effects of strategy changes, and the behavior of markets. If a sentence invites a reader to rely on it as a sure thing, it risks breaching the spirit of the rules. Choosing the right modal verb—may versus will—is a small mechanical act with significant compliance impact. It signals whether you are stating a fact, making a prediction, or offering an opinion conditional on evidence.

May vs Will: Functional Difference in Equity Research Contexts

The core linguistic contrast is straightforward: will signals high certainty or commitment; may signals possibility or contingency. In casual speech, both can feel interchangeable. In research, they are not. Every use of will implies that you, the analyst or the firm, are asserting that an outcome is effectively settled. That claim attracts scrutiny because most market-relevant outcomes sit outside the analyst’s control and depend on third-party decisions or market dynamics.

In practice, equity research should default to may, could, or might for forward-looking statements unless you are describing a fact that is already fixed by contract, law, or a published schedule. This default applies to discussions of price trajectories, earnings paths, regulatory verdicts, and the timing and impact of corporate catalysts. By choosing may, you communicate that the outcome is plausible and supported by evidence, but not guaranteed. This preserves analytical nuance and keeps your statements consistent with the probabilistic nature of investing.

This is not about avoiding clarity. May does not weaken your thesis; it situates your thesis within a range of possible scenarios, which is exactly what sophisticated readers expect. Analysts often worry that hedging sounds evasive. In reality, hedge words paired with evidence increase credibility: they show you understand the limitations of your inputs and the dependency of outcomes on conditions you cannot control. The tone becomes both precise and compliant when you adjust the modal verb to match the evidentiary base.

The Four Safe Zones for Will

There are four contexts in which will can be used safely, because the statement is either a fact established by a third party or a description of your own process rather than an outcome promise.

  • Factual schedules or events already set by third parties: If an exchange, regulator, or company has officially set a date or action, you may use will to describe that schedule. The key is that the commitment does not come from you and is not speculative. You are simply relaying a published, external fact.

  • Mechanical report actions: You can use will to describe actions the research team or the report will take as part of its own process. These are not market outcomes but procedural steps, such as publishing an update or revising a model on a known timeline.

  • Model mechanics and assumptions disclosures: When explaining how a model behaves under defined inputs, you can use will to describe the mechanical implications. Here, will describes logical outcomes inside your analytical framework, not promises about real-world results.

  • Historical or legally binding outcomes: If a court has issued a ruling, a merger agreement contains binding terms, or a company has publicly filed a definitive commitment, will can be used to restate that binding fact. You are reflecting a legal or historical certainty, not asserting a forecast.

Outside these zones, will quickly becomes risky. Using will for future price or EPS outcomes invites the inference that performance is assured. Using will for corporate actions that are unconfirmed—such as dividends, buybacks, guidance issuance, or M&A closings—suggests inside knowledge or overconfidence. Using will for market reactions implies a guarantee about investor behavior. In each of these situations, switching to may aligns your language with both actual uncertainty and regulatory expectations.

Building a Practical Hedging Toolkit

Hedging is not a single word; it is a set of linguistic tools that let you calibrate certainty while maintaining clarity. The goal is to make your reader understand both your conviction level and the conditions that underpin it.

  • Modal verbs: may, could, might. These words explicitly frame outcomes as possibilities rather than certainties. They are the default for forward-looking claims that involve contingencies.

  • Probabilistic adjectives and adverbs: likely, unlikely, possible, plausible, probable. These help you indicate relative confidence without stepping into promises. They can be paired with data points to avoid vagueness.

  • Expectation framing: is expected to, is positioned to, appears set to. These phrases position your statement as a forecast or a present-read of setup conditions, not a guarantee.

  • Conditional clauses: if, assuming, provided that, subject to, contingent on. Conditions visibly anchor your claim to specific triggers or constraints, which clarifies the path from evidence to outcome.

  • Evidence anchors: based on X data, according to Y filing, our channel checks indicate, historical patterns suggest. These phrases strengthen your hedge by tying it to observable inputs rather than mere opinion. They are crucial for showing the basis of your judgment.

  • Scope limiters: in our base case, under our stress scenario, at current prices, given management’s stated targets. These delimit the claim to a specific scenario or state, reducing the chance that readers overgeneralize.

  • Temporal bracketing: near term, over the next 6–12 months, by FY26 under current guidance. Time-bounding a claim adds structure to the forecast and prevents it from being read as an open-ended assurance.

When these tools are combined, the language becomes not only compliant but also more informative. Readers can see what would need to be true for the thesis to play out and how strong your conviction is. That transparency is both analytically sound and regulator-friendly.

The Editing Checklist: Replacing Will and Adding Basis-of-Opinion

A disciplined edit pass is where most compliance risk is reduced. Treat modal verbs as checkpoints, not afterthoughts. Work through the following steps whenever you review a draft:

  • Identify future-looking verbs: Scan for will in sentences about prices, earnings, catalysts, approvals, synergies, and market reactions. Highlight each as a candidate for hedging.

  • Run the promise test: Ask whether a reasonable reader could take the sentence as a commitment or guarantee. If yes, downgrade the certainty by substituting may, could, might, or by rewriting with is expected to.

  • Check the safe zones: If the sentence sits in one of the four safe zones—third-party schedules, mechanical report actions, model mechanics, legally binding outcomes—keep will. Otherwise, revise.

  • Add basis-of-opinion: Insert evidence anchors that state what the claim relies on. This could include management guidance, filings, order backlog data, survey results, or historical analogs. The more specific, the better.

  • Attach conditions and risks: Use if, assuming, and subject to to make explicit the dependencies: regulatory reviews, macro conditions, execution milestones, supply constraints, or competitive responses. Then briefly flag the main risk that would invalidate the thesis.

  • Calibrate probability language: Replace absolute phrasing with likely/possible/appears where appropriate. Avoid stacking hedges excessively; choose one or two that best reflect your confidence and evidence.

  • Time-bound the statement: Specify the relevant horizon to prevent open-ended interpretations. This also signals how you will measure outcomes.

  • Re-check consistency: Ensure the tone in the narrative matches disclosures and rating rationales. A carefully hedged body text should not be undermined by an overly certain headline or summary sentence.

  • Read aloud for investor inference: Hearing the sentence can reveal hidden certainties. If it sounds like a promise in conversation, it likely reads as one on the page.

Applying this checklist aligns your wording with MiFID II’s and FINRA 2241’s core expectations while maintaining the clarity clients need. It also helps your future self: language that records assumptions and conditions makes later attribution—why something did or did not happen—more transparent.

Staying Aligned with Investor Questions and SEO

When investors search for guidance on “when to use may vs will in research,” they usually mean moments when research makes future claims: catalysts such as product launches, data readouts, or regulatory decisions; corporate guidance and whether it will be met; valuation targets and the path to them; and the probability and timing of regulatory or transaction approvals. Keeping your language aligned with these high-interest areas has two benefits. It improves discoverability of your content, and it ensures your drafting choices directly address the points where readers are most sensitive to certainty.

In these contexts, the audience values clarity about how you think, not promises about what will happen. If a catalyst is approaching, readers want to know the distribution of outcomes, the dependence on external decision-makers, and the evidence that supports your base case. Phrasing that expresses those ideas with may, could, might, is expected to, and appears set to accurately reflects the investing reality: outcomes are conditional and probabilistic. Simultaneously, anchoring claims with data sources, filings, and explicit assumptions satisfies both analytical rigor and regulatory prudence.

Ultimately, using may rather than will is not a retreat from conviction; it is a disciplined expression of it. By articulating conditions, probabilities, and evidence, you present a thesis that can withstand scrutiny from both clients and compliance. The most effective research reads as confident about its reasoning and appropriately cautious about its predictions. That is exactly the balance MiFID II and FINRA 2241 are designed to encourage—and the balance that protects your reputation while serving your readers well.

  • Use may/could/might for forward-looking statements to reflect uncertainty; reserve will for fixed facts, your own process steps, model mechanics, or legally binding outcomes.
  • Align tone with evidence: add conditions (if/assuming), probability language (likely/possible), time frames, and evidence anchors (based on X data) to avoid promissory wording.
  • Edit systematically: flag will in outcome claims, apply the promise test, check safe zones, add basis-of-opinion and key risks, and ensure headlines match the hedged body tone.
  • Remember: facts and schedules get will; market/operational outcomes, approvals, price/earnings paths, and reactions should be hedged with may and clear conditions.

Example Sentences

  • Based on the Phase 2 data and FDA precedent, the drug may receive accelerated approval in 2H26, contingent on the final protocol alignment.
  • Under our model’s sensitivity, a 100 bps margin expansion will add roughly $0.18 to FY26 EPS, holding volume constant.
  • If management executes the announced cost program on schedule, gross margin may reach 38–40% over the next 12 months.
  • The company will report Q3 results on October 29, per the exchange filing; investor reaction may depend on subscriber churn trends.
  • Given channel checks and historical seasonality, units may inflect in Q4, but demand will remain subject to supply allocation from the foundry.

Example Dialogue

Alex: The client wants us to say the stock will beat guidance next quarter.

Ben: That’s risky—guidance depends on mix and FX. We should say it may beat guidance, based on backlog and current run‑rate.

Alex: Good point. We can add, “assuming stable input costs,” to make the condition explicit.

Ben: Exactly. Also, we will publish a model update after the call—that’s a safe use of will.

Alex: And for the product launch, we’ll note the company will hold the event on November 12 per the invite, but adoption may vary by region.

Ben: Perfect—facts get will; forward-looking outcomes get may with evidence and conditions.

Exercises

Multiple Choice

1. Choose the most compliant option: “On current order visibility, revenue ___ exceed guidance next quarter, assuming stable FX.”

  • will
  • may
  • must
Show Answer & Explanation

Correct Answer: may

Explanation: Forward-looking outcomes outside the analyst’s control should be hedged. “May” signals possibility aligned with contingencies (MiFID II/FINRA 2241).

2. Which sentence uses “will” in a safe zone?

  • Gross margin will expand 300 bps next year as mix improves.
  • The company will host its capital markets day on March 14, per the exchange notice.
  • Shares will rally after earnings given stronger engagement metrics.
Show Answer & Explanation

Correct Answer: The company will host its capital markets day on March 14, per the exchange notice.

Explanation: “Will” is appropriate for third‑party scheduled events already announced. The other options promise market/operational outcomes and should be hedged.

Fill in the Blanks

Based on EMA guidance and prior readouts, the filing ___ be accepted in 2H25, subject to final labeling discussions.

Show Answer & Explanation

Correct Answer: may

Explanation: Regulatory decisions are contingent on third‑party review; use “may” to avoid promissory tone.

Under our model, a 50 bps WACC increase ___ reduce the DCF value by ~4%, holding cash flows constant.

Show Answer & Explanation

Correct Answer: will

Explanation: This is a model mechanic under defined inputs, one of the safe zones for “will.”

Error Correction

Incorrect: Subscriber growth will accelerate in Q4, and investors will rotate into the name.

Show Correction & Explanation

Correct Sentence: Subscriber growth may accelerate in Q4, and investors may rotate into the name.

Explanation: Market and operational outcomes are uncertain; replace promissory “will” with hedged “may” to align tone with uncertainty.

Incorrect: Management will secure all required permits before year-end.

Show Correction & Explanation

Correct Sentence: Management may secure the required permits before year-end, subject to regulatory review timelines.

Explanation: Permit approvals depend on regulators (third parties). Use hedging and add a condition to reflect contingencies.