Notice of Exempt Preliminary Roll-Up Communication

Forms and Documents

Document Name	Status

No forms / supporting documents in this ICR. Check IC Document Collections.

IC Document Collections

IC ID	Document Title	Status
35130	Notice of Exempt Preliminary Roll-Up Communication	Modified

ICR Details

OMB Control No: 3235-0452	ICR Reference No: 202512-3235-024
Status: Received in OIRA	Previous ICR Reference No: 202301-3235-018
Agency/Subagency: SEC	Agency Tracking No: CF
Title: Notice of Exempt Preliminary Roll-Up Communication
Type of Information Collection: Extension without change of a currently approved collection	Common Form ICR:  No
Type of Review Request: Regular	Date Submitted to OIRA: 03/20/2026

	Requested	Previously Approved
Expiration Date	36 Months From Approved	04/30/2026
Responses	6	4
Time Burden (Hours)	2	1
Cost Burden (Dollars)	0	0

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Abstract: Rule 14a-2(b)(4) (17 CF 240.14a-2(b)(4)) under the Securities Exchange Act of 1934 (“Exchange Act”) provides an exemption from Exchange Act proxy rules for any solicitation in connection with a “roll-up transaction” (defined in 17 CFR 229.901(c)) in which the holder of a security that is the subject of a proposed roll-up transaction engages in preliminary communications with other holders of securities that are the subject of the same roll-up transaction for the purpose of determining whether to solicit proxies, consents, or authorizations in opposition to the proposed roll-up transaction. The exemption does not apply to a holder of 5% or more of the securities of a class that is the subject of the proposed roll-up transaction who engages in the business of buying and selling limited partnership interests in the secondary market unless that holder discloses such ownership interest and any relations to the parties of the transaction or to the transaction itself, to security holders to whom the communications are made as required by Rule 14a-6(n)(1) (17 CFR 14a-6(n)(1)) and as specified in the Notice of Exempt Preliminary Roll-Up Communication (17 CFR 240.14a-104) (“Notice”). Whether the communication is written or oral, the Notice must be furnished to the Commission. The purpose of the Notice is to provide the public information regarding ownership interests and any potential conflicts of interest of the person engaging in the solicitation.

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

Citations for New Statutory Requirements: None

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Associated Rulemaking Information
RIN:	Stage of Rulemaking:	Federal Register Citation:	Date:
	Not associated with rulemaking

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Federal Register Notices & Comments
60-day Notice:	Federal Register Citation:	Citation Date:
	91 FR 1221	01/12/2026
30-day Notice:	Federal Register Citation:	Citation Date:
	91 FR 13652	03/20/2026
Did the Agency receive public comments on this ICR? No

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Number of Information Collection (IC) in this ICR: 1

IC Title	Form No.	Form Name
Notice of Exempt Preliminary Roll-Up Communication

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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	6	4	0	0	2	0
Annual Time Burden (Hours)	2	1	0	0	1	0
Annual Cost Burden (Dollars)	0	0	0	0	0	0

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

Burden Increase Due to:

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

Burden Reduction Due to:

Short Statement: The increase in the estimated annual burden hours of 1 hour (from 1 hour to 2 hours) is due to a change in our estimate of the number of annual responses (from 4 responses to 6 responses).

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Annual Cost to Federal Government:

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

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Common Form ICR:  No

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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: 03/20/2026

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