SEC Seeks OMB Extension for Regulation 14N and Schedule 14N Information Collection
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This notice keeps in place the SEC paperwork requirement for shareholders who nominate director candidates for inclusion in a company’s proxy materials under state law or company rules. Affected shareholders or shareholder groups must continue filing Schedule 14N with the SEC. The filing gives companies and investors information about the nominating shareholder’s ownership, investment history, and plans, so shareholders can assess the nominee before voting. The SEC estimates only one filing per year, with about 30 hours of work and $6,000 in outside costs.
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Key Changes
- Extends the existing OMB approval for SEC information collection under Regulation 14N and Schedule 14N
- Keeps the Schedule 14N filing requirement for shareholders nominating directors for company proxy materials
- Opens a 30-day public comment period on the information collection request
Obligations
What this law requires
Shareholders or shareholder groups that submit director nominee(s) for inclusion in a company’s proxy materials under applicable state law or the company’s governing documents must file Schedule 14N with the SEC.
Schedule 14N filers must disclose information sufficient to notify the company of their intent to have the company include their director nominee(s) in the company’s proxy materials.
Schedule 14N filers must provide information about their interest in the company, longevity of ownership, and intent regarding continued ownership so shareholders can evaluate the nominee before voting.