SEC Reopens Comment Period for Proposal on Modernizing Beneficial Ownership Reporting

The SEC has reopened the comment period for its proposed rule Modernization of Beneficial Ownership Reporting. The proposal, which the Commission initially issued in February 2022, would:

• “Accelerate the filing deadlines for Schedules 13D and 13G beneficial ownership reports.”
• “Expand the application of Regulation 13D-G to certain derivative securities.”
• “Clarify the circumstances under which two or more persons have formed a “group” that would be subject to beneficial ownership reporting obligations.”
• “Require that Schedules 13D and 13G be filed using a structured, machine-readable data language.”

The reopening of the comment period is intended to give respondents the opportunity to provide additional feedback in light of the issuance of an SEC staff memorandum that contains additional data and analysis related to the economic effects of the proposed amendments.

Comments on the proposed rule are now due by June 27, 2023, or 30 days after the date of the reopening release’s publication in the Federal Register. For more information, see the press release and fact sheet on the SEC’s Web site.