Rule 102, 17 CFR 242.102 (Activities by Issuers or Selling Securityholders During a Distribution)

Forms and Documents

Forms and supporting documents for this ICR

Document	Type	Status	Availability
3235-0467_30-Day Submission Notice.pdf.pdf	Supplementary Document	Uploaded 2026-06-01	Repair queued
3235-0467_30-Day Submission Notice.pdf.pdf	Supplementary Document	Uploaded 2026-06-01	Available
3235-0467_60-Day Collection Notice.pdf	Supplementary Document	Uploaded 2026-03-25	Repair queued
3235-0467_60-Day Collection Notice.pdf	Supplementary Document	Uploaded 2026-03-25	Available
2026 Rule 102 Supporting Statement.pdf	Supporting Statement A	Uploaded 2026-03-20	Repair queued
2026 Rule 102 Supporting Statement.pdf	Supporting Statement A	Uploaded 2026-03-20	Available

IC Document Collections

Information collection document groups

IC ID	Collection	Type	Status	Form
35170	Rule 102, 17 CFR 242.102 (Activities by Issuers or Selling Securityholders During a Distribution)		Modified

ICR Details

OMB Control No: 3235-0467	ICR Reference No: 202603-3235-018
Status: Active	Previous ICR Reference No: 202301-3235-024
Agency/Subagency: SEC	Agency Tracking No: TM
Title: Rule 102, 17 CFR 242.102 (Activities by Issuers or Selling Securityholders During a Distribution)
Type of Information Collection: Extension without change of a currently approved collection	Common Form ICR:  No
Type of Review Request: Regular
OIRA Conclusion Action: Approved without change	Conclusion Date: 08/05/2026
Retrieve Notice of Action (NOA)	Date Received in OIRA: 06/01/2026
Terms of Clearance:

table that charts list comparision

	Inventory as of this Action	Requested	Previously Approved
Expiration Date	08/31/2029	36 Months From Approved	08/31/2026
Responses	1,194	0	1,361
Time Burden (Hours)	2,094	0	2,261
Cost Burden (Dollars)	0	0	0

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Abstract: Rules 101 and 102 of Regulation M regulate bids for and purchases of offered securities and certain other covered securities. While Rule 101 covers underwriters, broker-dealers, selling group members, and their affiliated purchasers, Rule 102 covers issuers, selling security holders, and their affiliated purchasers. Rules 101 and 102 apply only during a “restricted period” that commences either one or five business days (depending on the average daily trading volume of the offered security) prior to the determination of the offering price and continues until such person’s completion of participation in the distribution. Rule 102 includes a limited exception for certain actively-traded reference securities.

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Authorizing Statute(s): US Code: 15 USC 78w(a), 78dd-1, 78mm Name of Law: Sections 23(a), 30A, and 36 of the Securities Exchange Act of 1934
   US Code: 15 USC 80a-23, 80a-29, 80a-37 Name of Law: Sections 23, 29, and 37 of the Investment Company Act of 1940
   US Code: 15 USC 78o(g), 78q(a), 78q(b), 78q(h) Name of Law: Sections 15(g), 17(a), 17(b), 17(h) of the Securities Exchange Act of 1934
   US Code: 15 USC 77g, 77q(a), 77s(a) Name of Law: Sections 7, 17(a), and 19(a) of the Securities Act of 1933
   US Code: 15 USC 78b, 78c, 78g(c)(2), 78i(a) Name of Law: Sections 2, 3, 7(c)(2), 9(a) of the Securities Exchange Act of 1934
   US Code: 15 USC 78j, 78k-1(c), 78l Name of Law: Sections 10, 11A(c), 12 of the Securities Exchange Act of 1934
   US Code: 15 USC 78m, 78n, 78o(b), 78o(c) Name of Law: Sections 13, 14, 15(b), 15(c) of the 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:
	Not associated with rulemaking

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Federal Register Notices & Comments
60-day Notice:	Federal Register Citation:	Citation Date:
	91 FR 14601	03/25/2026
30-day Notice:	Federal Register Citation:	Citation Date:
	91 FR 32483	06/01/2026
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
Rule 102, 17 CFR 242.102 (Activities by Issuers or Selling Securityholders During a Distribution)

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ICR Summary of Burden

table that charts list of burden

	Total Approved	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	1,194	1,361	0	0	-167	0
Annual Time Burden (Hours)	2,094	2,261	0	0	-167	0
Annual Cost Burden (Dollars)	0	0	0	0	0	0

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: No

Burden Reduction Due to:

Short Statement: The decrease in total burden hours is the result of a decrease in the total number of respondents from 1,361 previously to 1,194 in 2025.

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Annual Cost to Federal Government: $0

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.     No

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: 06/01/2026

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