Form 4 - Statement of Changes
in Beneficial Ownership of Securities
Revision of a currently approved collection
No
Emergency
03/18/2026
Approved
without change
03/16/2026
03/04/2026
In response to
the emergency request memorandum submitted by the SEC on March 2,
2026, OIRA is approving the Commission's request for emergency
consideration of OMB control numbers: 3235-0104, 3235-0287,
3235-0328, and 3235-0362, for a period of five months. This action
is due to statutory requirements that the SEC issue final rule
amendments to implement immediate changes. As a result, normal
clearance procedures, including standard notice and comment
periods, were not taken with respect to these ICR revisions. Prior
to the expiration of this package in five months, the SEC shall
undertake the standard notice and comment procedures and describe
in its next ICR submissions the comments received and the extent to
which commenters' recommendations were adopted.
Inventory as of this Action
Requested
Previously Approved
08/31/2026
6 Months From Approved
01/31/2028
221,755
0
186,052
110,878
0
93,026
0
0
0
Form 4 is a statement of changes in
beneficial ownership of equity securities required to be filed by
officers, directors and ten percent holders of companies with
securities registered under Section 12 of the Securities Exchange
Act of 1934.
The Securities and
Exchange Commission (“Commission”) is requesting emergency
consideration, pursuant to 44 U.S.C. 3507(j) as implemented at 5
CFR 1320.13, for OMB Control Nos. 3235-0104 (Form 3), 3235-0287
(Form 4), 3235-0362 (Form 5) and 3235-0328 (Form ID) in connection
with Release No. 34-104903 (“Holding Foreign Insiders Accountable
Act Disclosure” final rule release). On December 18, 2025, Congress
enacted the Holding Foreign Insiders Accountable Act (HFIA Act).
The HFIA Act amended Section 16(a) of the Securities Exchange Act
of 1934 (Exchange Act) to require every person who is a director or
an officer of a “foreign private issuer,” as that term is defined
in 17 CFR 240.3b-4, with a class of equity securities registered
pursuant to Section 12 of the Exchange Act (but not 10 percent
holders of FPIs) to file Form 3, Form 4, and/or Form 5. Paragraph
(b)(2) of the HFIA Act states that the Section 16(a) amendments
made by the HFIA Act shall take effect on the date that is 90 days
after the date of enactment, or March 18, 2026. Paragraph (d)(1) of
the HFIA Act required the Commission to issue final regulations (or
amend or rescind, in whole or in part, existing regulations) to
carry out the amendments made by the HFIA Act no later than 90 days
after the date of enactment. The Commission’s final rules, adopted
on February 27, 2026, included amendments to the General
Instructions to Form 3 to clarify who needs to file the form under
the HFIA Act, as well as some technical amendments to Form 3, Form
4, and Form 5. The amendments conformed these forms to the
requirements of the HFIA Act. In order to file disclosures on Form
3, Form 4, and Form 5 on the Commission’s Electronic Data
Gathering, Analysis, and Retrieval system (“EDGAR”) (the
Commission’s primary system for companies and individuals to submit
documents pursuant to the federal securities laws), directors and
officers of FPIs must apply for EDGAR access on Form ID. The final
rules will not change Form ID itself, but we anticipate that the
number of Form ID filings will increase. In light of the statutory
requirement that directors and officers of any FPI whose securities
were registered pursuant to Section 12(b) or (g) of the Exchange
Act as of the date of enactment of the HFIA Act file their initial
reports with the Commission on March 18, 2026, and the related
requirement that the Commission amend its rules to reflect the
changes made by the HFIA Act by that same date, the Commission
believes that the use of normal clearance procedures is reasonably
likely to disrupt the collection of information mandated by the
HFIA Act and cause the Commission to miss its statutory deadline to
make conforming changes to its rules. In connection with this
request, the Commission has determined: 1.The collections of
information are needed prior to the time periods established under
the Paperwork Reduction Act of 1995 and applicable regulations.
2.The collections are essential to the mission of the agency. 3.As
discussed above, the Commission cannot reasonably comply with the
normal clearance procedures because the use of normal clearance
procedures is reasonably likely to disrupt a collection of
information and cause a statutory deadline to be missed. 4.The
Commission requests OMB approve or disapprove the collections of
information by March 18, 2026. Thank you for considering this
request.
The final rules require FPI
directors and officers to start filing Form 4 on March 18, 2026.
Form 4 is filed by Section 16 reporting persons to report any
changes in their ownership within two business days of the
transaction. The Commission estimates that the final rules will
result in an increase in the paperwork burden of affected
respondents, i.e. FPI directors and officers. For purposes of the
PRA, the Commission estimates that for Form 4 the final rules will
result in an increase of 17,852 burden hours and $0 for the
services of outside professionals.
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:
(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;
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.
03/04/2026
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