Regulation 14A (Commission Rules 14a-1 through 14a-21 and Schedule 14A)

Forms and Documents

Forms and supporting documents for this ICR

Document	Type	Status	Availability
Proxy Voting Advice Supporting Statement.FinalFinal.pdf	Supporting Statement A	Uploaded 2024-01-05	Repair queued
March 22, 2023 EDGAR PIA.pdf	Supplementary Document	Uploaded 2024-01-03	Repair queued

IC Document Collections

Information collection document groups

IC ID	Collection	Type	Status	Form
34178	Regulation 14A (Commission Rules 14a-1 through 14a-21 and Schedule 14A)		Modified

ICR Details

OMB Control No: 3235-0059	ICR Reference No: 202401-3235-001
Status: Historical Inactive	Previous ICR Reference No: 202307-3235-009
Agency/Subagency: SEC	Agency Tracking No: CF 270-056
Title: Regulation 14A (Commission Rules 14a-1 through 14a-21 and Schedule 14A)
Type of Information Collection: Revision of a currently approved collection	Common Form ICR:  No
Type of Review Request: Regular
OIRA Conclusion Action: Comment filed on proposed rule and continue	Conclusion Date: 03/14/2024
Retrieve Notice of Action (NOA)	Date Received in OIRA: 01/06/2024
Terms of Clearance: OIRA will review the submission again upon finalization of the rule.

table that charts list comparision

	Inventory as of this Action	Requested	Previously Approved
Expiration Date	08/31/2026	36 Months From Approved	08/31/2026
Responses	6,369	0	6,369
Time Burden (Hours)	850,836	0	850,836
Cost Burden (Dollars)	113,410,112	0	113,410,112

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Abstract: Schedule 14A is filed by issuers of securities registered under Section 12 of the Securities Exchange Act of 1934 in connection with solicitation of a proxy.

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Authorizing Statute(s): US Code: 15 USC 78c(b), 78n, 78w(a), 78ll Name of Law: Securities Exchange Act of 1934
  

Citations for New Statutory Requirements: None

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Associated Rulemaking Information
RIN:	Stage of Rulemaking:	Federal Register Citation:	Date:
3235-AM92	Proposed rulemaking	86 FR 67383	11/26/2021

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Federal Register Notices & Comments

Did the Agency receive public comments on this ICR? No

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Number of Information Collection (IC) in this ICR: 1

table that charts list of burden

IC Title	Form No.	Form Name
Regulation 14A (Commission Rules 14a-1 through 14a-21 and Schedule 14A)

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Burden increases because of Program Change due to Agency Discretion: No

Burden Increase Due to:

Burden decreases because of Program Change due to Agency Discretion: Yes

Burden Reduction Due to: Changing Regulations

Short Statement: As explained in further detail in Items 1, 2, 12 and 13 above, the proposed amendments would rescind the Rule 14a-2(b)(9)(ii) conditions, as well as the related safe harbors and exclusions set forth in Rules 14a-2(b)(9)(iii), (iv), (v) and (vi), to address concerns about the potential adverse effects of those rules on the independence, cost and timeliness of proxy voting advice. The Commission estimated that those rules, which were adopted as part of the 2020 Final Rules, would increase the estimated burdens associated with Regulation 14A. As such, we estimate that our proposed rescission of those rules would decrease the burdens associated with Regulation 14A. For purposes of the PRA, we estimate that the proposed amendments to Regulation 14A would result in a decrease of 783 annual responses, a decrease of 238,980 burden hours and a decrease in the cost burden of $31,864,000 for the services of outside professionals.

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Annual Cost to Federal Government: $129,168,390

Does this IC contain surveys, censuses, or employ statistical methods? No

Does this ICR request any personally identifiable information (see OMB Circular No. A-130 for an explanation of this term)? Please consult with your agency's privacy program when making this determination.     Yes

Does this ICR include a form that requires a Privacy Act Statement (see 5 U.S.C. §552a(e)(3))? Please consult with your agency's privacy program when making this determination.     No

Is this ICR related to the Affordable Care Act [Pub. L. 111-148 & 111-152]? No

Is this ICR related to the Dodd-Frank Wall Street Reform and Consumer Protection Act, [Pub. L. 111-203]? No

Is this ICR related to the American Recovery and Reinvestment Act of 2009 (ARRA)? No

Is this ICR related to the Pandemic Response? No

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Common Form ICR:  No

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On behalf of this Federal agency, I certify that the collection of information encompassed by this request complies with 5 CFR 1320.9 and the related provisions of 5 CFR 1320.8(b)(3).

The following is a summary of the topics, regarding the proposed collection of information, that the certification covers:

(a) It is necessary for the proper performance of agency functions;

(b) It avoids unnecessary duplication;

(c) It reduces burden on small entities;

(d) It uses plain, coherent, and unambiguous language that is understandable to respondents;

(e) Its implementation will be consistent and compatible with current reporting and recordkeeping practices;

(f) It indicates the retention periods for recordkeeping requirements;

(g) It informs respondents of the information called for under 5 CFR 1320.8 (b)(3) about:

(i) Why the information is being collected;

(ii) Use of information;

(iii) Burden estimate;

(iv) Nature of response (voluntary, required for a benefit, or mandatory);

(v) Nature and extent of confidentiality; and

(vi) Need to display currently valid OMB control number;

(h) It was developed by an office that has planned and allocated resources for the efficient and effective management and use of the information to be collected.

(i) It uses effective and efficient statistical survey methodology (if applicable); and

(j) It makes appropriate use of information technology.

If you are unable to certify compliance with any of these provisions, identify the item by leaving the box unchecked and explain the reason in the Supporting Statement.

Certification Date: 01/06/2024

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