Regulation 14C (Commission Rules 14c-1 through 14c-7 and Schedule 14C)

Forms and Documents

Document Name	Status
Cyber PRA Supporting Statement.Final.Final.pdf Supporting Statement A	2025-01-29
March 22, 2023 EDGAR PIA.pdf Supplementary Document	2025-01-13

IC Document Collections

IC ID	Document Title	Status
34157	Regulation 14C (Commission Rules 14c-1 through 14c-7 and Schedule 14C)	Modified

ICR Details

OMB Control No: 3235-0057	ICR Reference No: 202501-3235-005
Status: Received in OIRA	Previous ICR Reference No: 202409-3235-020
Agency/Subagency: SEC	Agency Tracking No: CF 270-057
Title: Regulation 14C (Commission Rules 14c-1 through 14c-7 and Schedule 14C)
Type of Information Collection: Revision of a currently approved collection	Common Form ICR:  No
Type of Review Request: Regular	Date Submitted to OIRA: 01/30/2025

	Requested	Previously Approved
Expiration Date	36 Months From Approved	08/31/2026
Responses	569	569
Time Burden (Hours)	64,158	63,901
Cost Burden (Dollars)	8,555,144	8,520,944

---

Abstract: Schedule 14C is filed by issuers of securities that are registered under Section 12 of the Securities Exchange Act of 1934 in connection with a consent solicitation.

---

Authorizing Statute(s): US Code: 15 USC 78c(b), 78l, 78m, 78n, 78o Name of Law: Securities Exchange Act of 1934
   US Code: 15 USC 78w(a) Name of Law: Securities Exchange Act of 1934
   US Code: 15 USC 77g, 77s(a) Name of Law: Securities Act of 1933
  

Citations for New Statutory Requirements: None

---

Associated Rulemaking Information
RIN:	Stage of Rulemaking:	Federal Register Citation:	Date:
3235-AM89	Proposed rulemaking	87 FR 16590	03/23/2022

---

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 14C (Commission Rules 14c-1 through 14c-7 and Schedule 14C)

---

ICR Summary of Burden

	Total Request	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	569	569	0	0	0	0
Annual Time Burden (Hours)	64,158	63,901	0	257	0	0
Annual Cost Burden (Dollars)	8,555,144	8,520,944	0	34,200	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: If adopted, the proposed amendments would require registrants to disclose information on the cybersecurity expertise of members of the board of directors of the registrant, if any. Schedule 14C, along with Schedule 14A, would be the primary disclosure documents for the information provided in response to proposed Item 407(j) of Regulation S-K in connection with proxy and information statements involving the election of directors. For purposes of the PRA, the Commission estimates that, for Schedule 14C, the proposed amendments would result in an increase of 256.50 burden hours and $34,200 for the services of outside professionals.

---

Annual Cost to Federal Government: $131,724,880

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

---

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: 01/30/2025

---