On January 26, 2022, the SEC voted to propose significant amendments to Form PF. Form PF, which was adopted in 2011 in connection with the Dodd-Frank Act, requires large registered investment advisers to file reports with the SEC regarding private funds managed by such advisers and to allow the Financial Stability Oversight Council to assess systemic financial risk to the U.S. financial system. Currently, reports on Form PF for large private equity fund managers (usually including real estate and private credit within this category) are filed annually and for hedge funds quarterly. Unlike many other SEC filings, Form PF filings are not public.
The SEC proposed amendments include:
- new current reporting (i.e., within one (1) business day) requirement for certain significant events involving large private equity fund advisers and hedge fund advisers;
- lowering AUM reporting thresholds for large private equity fund advisers from $2.0 billion to $1.5 billion; and
- the addition of new categories of information collected from large private equity fund advisers on fund strategies, leverage, controlled portfolio companies and portfolio company restructurings and recapitalizations.
A short 30-day public comment period will open after the date of formal publication of the proposed amendments in the Federal Register, which can often occur well after the SEC announcement of the proposal.
