View Information Collection Request (ICR) Package
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Please note that the OMB number and expiration date may not have been determined when this Information Collection Request and associated Information Collection forms were submitted to OMB. The approved OMB number and expiration date may be found by clicking on the Notice of Action link below.
View ICR - OIRA Conclusion
OMB Control No:
3235-0059
ICR Reference No:
202307-3235-009
Status:
Historical Active
Previous ICR Reference No:
202303-3235-007
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:
Approved without change
Conclusion Date:
08/21/2023
Retrieve Notice of Action (NOA)
Date Received in OIRA:
07/19/2023
Terms of Clearance:
Inventory as of this Action
Requested
Previously Approved
Expiration Date
08/31/2026
36 Months From Approved
04/30/2026
Responses
6,369
0
6,369
Time Burden (Hours)
850,836
0
762,901
Cost Burden (Dollars)
113,410,112
0
101,685,312
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.
Authorizing Statute(s):
US Code:
15 USC 78c(b), 78n, 78w(a), 78mm
Name of Law: Securities Exchange Act of 1934
PL:
Pub.L. 111 - 203 953(a)
Name of Law: Dodd-Frank Wall Street Reform and Consumer Protection Act
Citations for New Statutory Requirements:
None
Associated Rulemaking Information
RIN:
Stage of Rulemaking:
Federal Register Citation:
Date:
3235-AL00
Final or interim final rulemaking
87 FR 55134
09/08/2022
Federal Register Notices & Comments
Did the Agency receive public comments on this ICR?
No
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)
ICR Summary 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
6,369
6,369
0
0
0
0
Annual Time Burden (Hours)
850,836
762,901
0
87,935
0
0
Annual Cost Burden (Dollars)
113,410,112
101,685,312
0
11,724,800
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 implement Section 14(i) of the Securities Exchange Act of 1934, as added by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act. Section 14(i) directs the Commission to adopt rules requiring registrants to provide disclosure of pay versus performance in proxy or information statements in which executive compensation disclosure is required. As a result of these amendments, the Commission estimates that the impact will be an increase in the paperwork burden for affected entities. For purposes of the PRA, the Commission estimates that, for Regulation 14A and Schedule 14A, the amendments will result in a net increase of 87,935 burden hours, and a net increase of $11,724,800 in cost burden for the services of outside professionals.
Annual Cost to Federal Government:
$125,800,170
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
Agency Contact:
Jennifer Zepralka 202 551-3430 zepralkaj@sec.gov
Common Form ICR:
No
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:
07/19/2023
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