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OMB Control No: 3235-0145	ICR Reference No: 202401-3235-011
Status: Active	Previous ICR Reference No: 202310-3235-019
Agency/Subagency: SEC	Agency Tracking No: CF 270-137
Title: Regulation 13D and Regulation 13G; Schedule 13D and Schedule 13G
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: 03/15/2024
	Date Received in OIRA: 01/19/2024
Terms of Clearance:

	Inventory as of this Action	Requested	Previously Approved
Expiration Date	03/31/2027	36 Months From Approved	12/31/2026
Responses	71,471	0	8,587
Time Burden (Hours)	70,135	0	27,412
Cost Burden (Dollars)	126,241,200	0	32,894,000

Abstract: Schedule 13D and Schedule 13G are used by persons to report their ownership of more than five percent of a class of equity securities registered under Section 12 of the Securities Exchange Act of 1934.

Authorizing Statute(s): US Code: 15 USC 78c(b), 78m, 78w(a) Name of Law: Securities Exchange Act of 1934

Citations for New Statutory Requirements: None

Associated Rulemaking Information
RIN:	Stage of Rulemaking:	Federal Register Citation:	Date:
3235-AM93	Final or interim final rulemaking	88 FR 76896	11/07/2023

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 13D and Regulation 13G; Schedule 13D and Schedule 13G

ICR Summary of Burden

	Total Approved	Previously Approved	Change Due to Agency Discretion	Change Due to Adjustment in Estimate
Annual Number of Responses	71,471	8,587	41,679	21,205
Annual Time Burden (Hours)	70,135	27,412	29,806	12,917
Annual Cost Burden (Dollars)	126,241,200	32,894,000	53,650,200	39,697,000

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

Burden Increase Due to: Miscellaneous Actions

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

Burden Reduction Due to:

Short Statement: As explained in further detail in Items 1, 2, 12, and 13 above, changes in burden for Schedules 13D and 13G would result from the amendments to Rules 13d-2(b) and Item 6 of Schedule 13D as well as the structured data requirements for Schedules 13D and 13G. The Commission adopted the amendments in order to modernize the beneficial ownership reporting rules. We estimate that the amendments will increase the burdens associated with Regulation 13D-G. In addition, as explained in further detail in Items 12 and 13 above, we also believe that the OMB inventory for Regulation 13D-G should be updated to reflect the burdens arising from both the initial Schedule 13D and 13G filings and amended Schedule 13D and 13G filings. We expect that this updated approach also will increase the burdens associated with Regulation 13D-G. For purposes of the PRA, we estimate that the amendments together with the updated inventory numbers will result in an increase of 62,884 annual responses for Regulation 13D-G, an increase of 42,723 burden hours for Regulation 13D-G and an increase in the cost burden of $93,347,200 for the services of outside professionals for Regulation 13D-G.

Annual Cost to Federal Government: $129,168,390

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: Valian Afshar 202 551-3440 afsharv@sec.gov

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