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

Forms and Documents

Document Name	Status
EDGAR Filing.Supporting Statement.Final.pdf Supporting Statement A	2024-09-20
March 22, 2023 EDGAR PIA.pdf Supplementary Document	2024-09-18

IC Document Collections

IC ID	Document Title	Status
34178	Regulation 14A (Commission Rules 14a-1 through 14a-21 and Schedule 14A)	Modified

ICR Details

OMB Control No: 3235-0059	ICR Reference No: 202409-3235-019
Status: Received in OIRA	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	Date Submitted to OIRA: 09/26/2024

	Requested	Previously Approved
Expiration Date	36 Months From Approved	08/31/2026
Responses	6,369	6,369
Time Burden (Hours)	860,389	850,836
Cost Burden (Dollars)	114,684,112	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 77f, 77g, 77h, 77j, 77s(a) Name of Law: Securities Act of 1933
   US Code: 15 USC 78c, 78l, 78m, 78n, 78o(d) Name of Law: Securities Exchange Act of 1934
   US Code: 15 USC 78p, 78w(a), 78ll Name of Law: Securities Exchange Act of 1934
   US Code: 15 USC 80a-10, 80a-37 Name of Law: Investment Company Act of 1940
  

Citations for New Statutory Requirements: None

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Associated Rulemaking Information
RIN:	Stage of Rulemaking:	Federal Register Citation:	Date:
3235-AM15	Final or interim final rulemaking	87 FR 35393	06/10/2022

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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

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

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ICR Summary of Burden

	Total Request	Previously Approved	Change Due to New Statute	Change Due to Agency Discretion	Change Due to Adjustment in Estimate	Change Due to Potential Violation of the PRA
Annual Number of Responses	6,369	6,369	0	0	0	0
Annual Time Burden (Hours)	860,389	850,836	0	9,553	0	0
Annual Cost Burden (Dollars)	114,684,112	113,410,112	0	1,274,000	0	0

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

Burden Increase Due to: Changing Regulations

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

Burden Reduction Due to:

Short Statement: The amendments are intended to continue and further the Commission’s ongoing efforts to make the EDGAR system more comprehensive by including more filings in the mandated electronic filing category. We anticipate that the amendments would, in the aggregate, increase the burdens and costs to registrants associated with compliance with the federal securities disclosure regime. These estimated burden and cost increases are expected to result primarily from the time required to prepare, convert into the required electronic format (currently PDF) if PDF is not already used for the report to security holders, and review the “glossy” annual reports to security holders to be submitted electronically in accordance with the EDGAR Filer Manual. For purposes of the PRA, we estimate that the amendments to Schedule 14A will result in a net increase of 9,553 burden hours and a net increase in the cost burden of $1,274,000 for the services of outside professionals.

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Annual Cost to Federal Government: $131,724,880

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: 09/26/2024

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