View Information Collection Request (ICR) Package

OMB Control No: 3235-0464	ICR Reference No: 202308-3235-023
Status: Active	Previous ICR Reference No: 202302-3235-002
Agency/Subagency: SEC	Agency Tracking No: TM-270-408
Title: Rule 101, 17 CFR 242.101 (Activities by Distribution Participants)
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: 10/16/2023
	Date Received in OIRA: 08/24/2023
Terms of Clearance:

	Inventory as of this Action	Requested	Previously Approved
Expiration Date	10/31/2026	08/31/2026	08/31/2026
Responses	36,001	0	2,002
Time Burden (Hours)	61,900	0	27,901
Cost Burden (Dollars)	0	0	0

Abstract: Rule 101 of Regulation M requires persons participating in a secondary offering (i.e., the syndicate manager) to calculate the average daily trading volume (ADTV) to determine the restricted period, if any, that must be observed under Rule 101. The information collected pursuant to Rule 101 is obtained and used by syndicate managers to determine exceptions and restricted periods. The Commission recently adopted amendments to Rules 101 and 102 of Regulation M that remove the Investment Grade Exceptions and add, in their place, new exceptions for Nonconvertible Securities. Certain provisions of the final amendments contain “collection of information” requirements.

Authorizing Statute(s): US Code: 15 USC 77g,77q(a),77s(a) Name of Law: Securities Act of 1933, Sections 7, 17(a), and 19(a)
   US Code: 15 USC 78b,78c,78g(c)(2),78i(a),78j Name of Law: Securities Exchange Act of 1934, Sections 2,3,7(c)(2), 9(a), 10
   US Code: 15 USC 78q(h), 78w(a), 78dd-1, 78mm Name of Law: Securities Exchange Act of 1934, Sections 17(h), 23(a), 30A and 36
   US Code: 15 USC 78k-1(c), 78I,78m,78n,78o(b), Name of Law: Securities Exchange Act of 1934, Sections 11A(c), 12, 13, 14, 15(b),
   US Code: 15 USC 78o(c),78o(h),78q(a),78q(b) Name of Law: Securities Exchange Act of 1934, Sections 15(c), 15(h), 17(a), 17(b)
   US Code: 15 USC 80a-23, 80a-29, and 80a-37 Name of Law: Investment Company Act of 1940, Sections 23, 29 and 37

Citations for New Statutory Requirements: None

Associated Rulemaking Information
RIN:	Stage of Rulemaking:	Federal Register Citation:	Date:
3235-AL14	Final or interim final rulemaking	88 FR 39962	06/20/2023

Federal Register Notices & Comments
Did the Agency receive public comments on this ICR? No

ICR Summary of Burden

	Total Approved	Previously Approved	Change Due to Agency Discretion
Annual Number of Responses	36,001	2,002	33,999
Annual Time Burden (Hours)	61,900	27,901	33,999
Annual Cost Burden (Dollars)	0	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: Yes

Burden Reduction Due to: Changing Regulations

Short Statement: The Commission has adopted amendments to Rule 101, which add two new ICs for this ICR. The two ICs are titled: "Gathering data and performing analysis to calculate the probability of default (Rule 101)-- Initial," and "Gathering data and performing analysis to calculate the probability of default (Rule 101)-- Ongoing." These collections are entirely new and would add annual hour burdens to this ICR of 201 hours and 33,799 hours, respectively. NOTE 1: Previous submissions for this OMB number combined the hour burdens of several information collections into a single IC entry, titled "Rule 101, 17 CFR 242.101 (Activities by Distribution Participants)". However, the hour burdens in the new ICs do not combine easily into this single IC. Accordingly, we have removed the single IC and replaced it with four separate ICs (this breakdown is also in the Supporting Statement), and then added the two new ICs. The only new collections of information are in the two new ICs, which are sixth and seventh on the list of IC titles above. NOTE 2: The Commission submitted this proposed revision in February 2023 and it was reviewed by OMB. The Commission then submitted a routine extension in June 2023 and OMB approved it in August 2023. This submission includes the new ICs that were in the earlier proposed revision as well as updates that were in the recent extension.

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]? Yes

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: Jessica Kloss 202 551-6834

View ICR - OIRA Conclusion