SEC Proposes Extension of OMB Approval for Form 5 Annual Statement of Beneficial Ownership
Summary
The SEC has published a notice in the Federal Register (91 FR 20527, Document No. 2026-07432) seeking public comment on extending the Office of Management and Budget's approval of the information collection requirements for Form 5, the Annual Statement of Beneficial Ownership. Form 5 is used by officers, directors, and 10% beneficial owners to report securities transactions and holdings under Section 16 of the Securities Exchange Act of 1934. The notice announces the third-year extension of the existing OMB control number 3235-0362.
What changed
The SEC has issued a notice seeking public comment on extending the existing information collection requirements for Form 5, the Annual Statement of Beneficial Ownership. This is a routine three-year extension of OMB approval under the Paperwork Reduction Act. Form 5 requires insiders to annually report holdings and transactions in equity securities of the company.\n\nInsiders subject to Section 16 reporting requirements—including officers, directors, and 10% beneficial owners—should monitor this extension process. No substantive changes to filing requirements are proposed; this is purely a procedural paperwork renewal. Entities should continue current compliance practices while this extension is processed.
What to do next
- Monitor for updates on OMB extension approval
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Apr 16, 2026GovPing captured this document from the original source. If the source has since changed or been removed, this is the text as it existed at that time.
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Notice
Agency Information Collection Activities; Proposed Collection; Comment Request; Extension: Form 5-Annual Statement of Beneficial Ownership
A Notice by the Securities and Exchange Commission on 04/16/2026
- 1.
1.
Document Details Published Content - Document Details Agency Securities and Exchange Commission Agency/Docket Number OMB Control No. 3235-0362 Document Citation 91 FR 20527 Document Number 2026-07432 Document Type Notice Pages 20527-20528
(2 pages) Publication Date 04/16/2026 Published Content - Document DetailsPDF Official Content
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Document Details Published Content - Document Details Agency Securities and Exchange Commission Agency/Docket Number OMB Control No. 3235-0362 Document Citation 91 FR 20527 Document Number 2026-07432 Document Type Notice Pages 20527-20528
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Securities and Exchange Commission
- [OMB Control No. 3235-0362] Upon Written Request, Copies Available From: Securities and Exchange Commission, Office of FOIA Services, 100 F Street NE, Washington, DC 20549-2736
Notice is hereby given that, pursuant to the Paperwork Reduction Act of 1995 (44 U.S.C. 3501 et seq.), the Securities and Exchange Commission (“Commission”) is soliciting comments on the collection of information summarized below. The Commission also is requesting approval from OMB to designate this existing collection of information (OMB Control No. 3235-0362) as a “common form” for purposes of PRA submissions [1 ] because the Board of Governors of the Federal Reserve System uses this information collection (under OMB Control No. 7100-0091). The Commission plans to submit this existing collection of information to the Office of Management and Budget for extension and approval.
Congress enacted Section 16 of the Securities Exchange Act of 1934 (“Exchange Act”) to address insider trading. Pursuant to Section 16(a), every person who owns more than ten percent of any class of equity security (other than an exempted security) which is registered under Section 12 of the Exchange Act, or who is a director or an officer of the issuer of such security (collectively “reporting persons”) are required to file statements disclosing their ownership of the issuer's equity securities. The Commission adopted Form 5 (17 CFR 249.105) pursuant to Section 16. Form 5 requires disclosure of certain information about a reporting person and their beneficial ownership of the relevant class of securities. A reporting person must file a Form 5 on or before the 45th day after the end of the issuer's fiscal year end. We estimate that Form 5 takes approximately one hour per response and is filed once per year by approximately 2,724 respondents, for an estimated total of 2,724 responses annually. [2 ] We estimate that 100% of the one hour per response is carried internally by the respondent for annual reporting burden of 2,724 hours (one hour per response × 2,724 responses) and $0 of estimated annual cost burden.
An agency may not conduct or sponsor, and a person is not required to respond to, a collection of information unless it displays a currently valid OMB control number.
Written comments are invited on: (a) whether this proposed collection of information is necessary for the proper performance of the functions of the agency, including whether the information will have practical utility; (b) the accuracy of the agency's estimate of the burden imposed by the collection of information; (c) ways to enhance the quality, utility, and clarity of the information collected; and (d) ways to minimize the burden of the collection of information on respondents, including through the use of automated collection techniques or other forms of information technology. ( printed page 20528)
Please direct your written comments on this 60-Day Collection Notice to Austin Gerig, Director/Chief Data Officer, Securities and Exchange Commission, c/o Tanya Ruttenberg via email to PaperworkReductionAct@sec.gov by June 15, 2026. There will be a second opportunity to comment on this SEC request following the Federal Register publishing a 30-Day Submission Notice.
Dated: April 14, 2026.
Sherry R. Haywood,
Assistant Secretary.
Footnotes
1.
See
ROCIS PRA Module User Guide v. 8.2, at 110-111 (Mar. 2024), available at *[https://www.rocis.gov/rocis/viewResources.do](https://www.rocis.gov/rocis/viewResources.do)* (“A `common form' is an information collection that can be used by two or more agencies, or government-wide, for the same purpose. The Common Forms Module [in ROCIS] allows a `host' agency to obtain [OMB] approval of an information collection for use by one or more `using' agencies. After OMB grants approval, any prospective using agency that seeks to collect identical information for the same purpose can obtain approval to use the `common form' by providing its agency-specific information to OMB (*e.g.,* burden estimates and number of respondents). . . . The host agency will indicate in the **Federal Register** notices that it is requesting approval of a common form and, if known, identify other agencies that may use the information collection. Both the **Federal Register** notices and the ICR should account only for the burden imposed by the host agency's use of the common form. Once the host agency has received approval from OMB, any agency will be able to request OMB approval for its use of the common form in ROCIS by providing its agency specific information to OMB *e.g.,* burden estimates and number of respondents). Additional public notice by those agencies will not be required.”).
We calculated this estimate by adding (A) the average number of Form 5 filings annually for the period 2023 through 2025 (1,550 responses annually) to (B) the Commission's estimated increase in the annual number of Form 5 filings based on its recent amendments to implement the Holding Foreign Insiders Accountable Act (1,174 responses). *See Holding Foreign Insiders Accountable Act Disclosure,* Release No. 34-104903 (Feb. 27, 2026) [[91 FR 10320](https://www.federalregister.gov/citation/91-FR-10320) (Mar. 3, 2026)].
Back to Citation [FR Doc. 2026-07432 Filed 4-15-26; 8:45 am]
BILLING CODE 8011-01-P
Published Document: 2026-07432 (91 FR 20527)
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