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SEC PRA Notice Invites Comments on Schedule TO Tender Offer Information Collection Burden Estimates

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Summary

The SEC is soliciting public comments on its proposed extension of the information collection requirements for Schedule TO (17 CFR 240.14d-100), the disclosure form used by persons conducting tender offers. The agency estimates the collection is filed 2.28 times annually by 259 respondents (591 total responses), with a burden of 22.38 hours and $8,949.93 cost per response, totaling approximately 13,227 annual burden hours and $5.3 million in annual cost burden. Comments are due by June 15, 2026.

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What changed

The SEC published a 60-Day Paperwork Reduction Act notice requesting comments on the burden estimates associated with Schedule TO filings. The collection covers disclosure requirements for tender offer participants, with the SEC estimating approximately 591 annual responses from 259 respondents.\n\nPublic companies, broker-dealers, and other entities conducting tender offers should review the burden estimates and submit comments by June 15, 2026 via email to PaperworkReductionAct@sec.gov addressing whether the estimates are accurate, whether the collection has practical utility, and ways to minimize burden.

Archived snapshot

Apr 17, 2026

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Content

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 plans to submit this existing collection of information to the Office of Management and Budget for extension
and approval.

Schedule TO (17 CFR 240.14d-100) sets forth the information that certain persons conducting certain tender offers must disclose
in connection with that tender offer. The purpose of Schedule TO is to ensure investors have access to information necessary
to make an informed investment decisions in connection with tender offers. We estimate that Schedule TO is filed approximately
2.28 times per year by 259 respondents, for an estimated total of 591 responses annually. We estimate that Schedule TO requires
approximately 22.38 burden hours per response and approximately $8,949.93 cost burden per response, for an estimated total
annual reporting burden of 13,227 hours (22.38 burden hours per response × 591 responses) and an estimated total annual cost
burden of $5,289,409 (591 responses × $8,949.93 per response).

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.

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. [FR Doc. 2026-07433 Filed 4-15-26; 8:45 am] BILLING CODE 8011-01-P

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CFR references

17 CFR 240.14d-100

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Last updated

Classification

Agency
SEC
Published
April 14th, 2026
Comment period closes
June 15th, 2026 (59 days)
Compliance deadline
June 15th, 2026 (59 days)
Instrument
Consultation
Legal weight
Non-binding
Stage
Consultation
Change scope
Minor
Document ID
FR Doc. 2026-07433
Docket
SEC-2026-2345-0001

Who this affects

Applies to
Public companies Broker-dealers Investors
Industry sector
5231 Securities & Investments
Activity scope
Tender offer filings Disclosure requirements M&A transactions
Geographic scope
United States US

Taxonomy

Primary area
Securities
Operational domain
Regulatory Affairs
Topics
Corporate Governance Financial Services

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