Form D-Notice of sales filed by issuers of securities under Regulation D.

Forms and Documents

Document Name	Status
Form SEC1972 Form D-Notice of Exempt Offering of Securities Form and Instruction	Modified
Form D.Supporting Statement.03-20-2020.pdf Supporting Statement A	2020-03-20
Form D 30 Day Federal Register Notice.2020.pdf Supplementary Document	2020-03-11
Form D 60 Day Federal Register Notice.2019.pdf Supplementary Document	2020-03-11
February 5, 2020 EDAGR PIA.pdf Supplementary Document	2020-03-19

IC Document Collections

IC ID	Document Title	Status
34297	Form D-Notice of Exempt Offering of Securities Form and Instruction	Modified

ICR Details

OMB Control No: 3235-0076	ICR Reference No: 202003-3235-007
Status: Active	Previous ICR Reference No: 201612-3235-001
Agency/Subagency: SEC	Agency Tracking No: CF-270-072
Title: Form D-Notice of sales filed by issuers of securities under Regulation D.
Type of Information Collection: Extension without change of a currently approved collection	Common Form ICR:  No
Type of Review Request: Regular
OIRA Conclusion Action: Approved without change	Conclusion Date: 04/23/2020
	Date Received in OIRA: 03/20/2020
Terms of Clearance:

	Inventory as of this Action	Requested	Previously Approved
Expiration Date	04/30/2023	36 Months From Approved	04/30/2020
Responses	23,571	0	26,000
Time Burden (Hours)	23,571	0	26,000
Cost Burden (Dollars)	28,285,200	0	31,200,000

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Abstract: Form D is a notice of sales filed by issuers making an offering of securities in reliance on an exemption under Regulation D or Section 4(a)(5) of the Securities Act of 1933.

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Authorizing Statute(s): US Code: 15 USC 77c(b)(1), 77s, 77z-3 Name of Law: Securities Act of 1933
   US Code: 15 USC 78l, 78m, 78o, 78w(a), 78mm 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:
	84 FR 71504	12/27/2019
30-day Notice:	Federal Register Citation:	Citation Date:
	85 FR 14256	03/11/2020
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
Form D-Notice of Exempt Offering of Securities	SEC1972	Form D -Notice of Exempt Offering of Securities

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ICR Summary of Burden

	Total Approved	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	23,571	26,000	0	0	-2,429	0
Annual Time Burden (Hours)	23,571	26,000	0	0	-2,429	0
Annual Cost Burden (Dollars)	28,285,200	31,200,000	0	0	-2,914,800	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 decrease in burden of -2,429 hours and the decrease in cost burden of ($2,914,800) is due to an adjustment. The decrease in both the burden hours and cost burden reflects a decrease in the number of respondents filing Form D Notices with the Commission.

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Annual Cost to Federal Government: $102,000,000

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]? No

Is this ICR related to the American Recovery and Reinvestment Act of 2009 (ARRA)? No

Is this ICR related to the Pandemic Response? Uncollected

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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: 03/20/2020

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