SEC Seeks Comments on Schedule 14D-1F Tender Offer Statement

Regs.gov: Securities and Exchange Commission

Published March 17th, 2026

Detected March 21st, 2026

Summary

The SEC has submitted a request to the Office of Management and Budget for an extension of the approval for Schedule 14D-1F. This form facilitates cross-border tender offers for Canadian issuers where U.S. holders own less than 40% of the target's securities. The notice seeks public comment on the information collection request.

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What changed

The Securities and Exchange Commission (SEC) has submitted a request to the Office of Management and Budget (OMB) for an extension of the previously approved collection of information under Schedule 14D-1F. This form is used by bidders making cash tender or exchange offers for securities of Canadian issuers that are foreign private issuers, provided that less than 40% of the subject securities are held by U.S. holders. The purpose of the form is to provide security holders with material information about the bidder and the transaction to aid in informed investment decisions. The SEC estimates the preparation time per response to be 3.5 hours, with approximately 2 bidders filing annually, resulting in a total annual reporting burden of 7 hours.

This notice is part of the Paperwork Reduction Act process, seeking public comment on the information collection request. While the document itself is a notice regarding the extension of an existing information collection, it does not impose new obligations or change the substantive requirements of Schedule 14D-1F. Interested parties can submit comments to the OMB via the provided Regs.gov link or email address within 30 days of publication, with a specific comment deadline of April 20, 2026. No compliance deadline is imposed by this notice, as it pertains to the OMB approval process for an existing form.

What to do next

Submit comments on the information collection request by April 20, 2026.

Source document (simplified)

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”) has submitted to the Office of Management and Budget this request
for extension of the previously approved collection of information discussed below.

Schedule 14D-1F (17 CFR 240.14d-102) is a form that may be used by any person (the “bidder”) making a cash tender or exchange
offer for securities of any issuer (the “target”) incorporated or organized under the laws of Canada or any Canadian province
or territory that is a foreign private issuer, where less than 40% of the outstanding class of the target's securities that
is the subject of the offer is held by U.S. holders. Schedule 14D-1F is designed to facilitate cross-border transactions in
the securities of Canadian issuers. The information required to be filed with the Commission provides security holders with
material information regarding the bidder as well as the transaction so that they may make informed investment decisions.
The information collected is mandatory and is made publicly available on the Commission's Electronic Data Gathering, Analysis,
and Retrieval (“EDGAR”) system. We estimate that Schedule 14D-1F takes approximately 3.5 hours per response to prepare and
is filed once per year by approximately 2 bidders. We estimate that 100% of the burden is carried out internally by the bidder.
Based on our estimates, we calculate a total annual reporting burden of 7 hours ((3.5 hours per response × 100%) × 2 responses
per year). Because we estimate that 100% of the burden will be carried internally by the bidder, we estimate that there is
no cost burden associated with Schedule 14D-1F.

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.

The public may view and comment on this information collection request at: https://www.reginfo.gov/public/do/PRAViewICR?ref_nbr=202512-3235-025 or send an email comment to MBX.OMB.OIRA.SECdeskofficer@omb.eop.gov within 30 days of the day after publication of this notice by April 20, 2026.

Dated: March 17, 2026. Sherry R. Haywood, Assistant Secretary. [FR Doc. 2026-05450 Filed 3-19-26; 8:45 am] BILLING CODE 8011-01-P