Rule 12d1-3

Forms and Documents

Document Name	Status
20250925_3235-0109_2025-18646_90 FR 46272_30-Day Submission Notice.pdf.pdf Supplementary Document	2025-09-25
Rule 12d1-3.Supportng Statement.Final.2025.pdf Supporting Statement A	2025-09-17
March 6, 2025.EDGAR PIA.pdf Supplementary Document	2025-09-11
20250722_3235-0109_2025-13717_90 FR 34542_60-Day Collection Notice.pdf Supplementary Document	2025-07-22

IC Document Collections

IC ID	Document Title	Status
34369	Rule 12d1-3	Modified

ICR Details

OMB Control No: 3235-0109	ICR Reference No: 202507-3235-008
Status: Received in OIRA	Previous ICR Reference No: 202210-3235-005
Agency/Subagency: SEC	Agency Tracking No: CF
Title: Rule 12d1-3
Type of Information Collection: Extension without change of a currently approved collection	Common Form ICR:  No
Type of Review Request: Regular	Date Submitted to OIRA: 09/25/2025

	Requested	Previously Approved
Expiration Date	36 Months From Approved	11/30/2025
Responses	1,066	688
Time Burden (Hours)	533	344
Cost Burden (Dollars)	0	0

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Abstract: Rule 12d1-3 (17 CFR 240.12d1-3) under the Securities Exchange Act of 1934 (the “Exchange Act”) is one of a series of regulations that sets forth the procedures to be followed in the process of listing securities for trading on a national securities exchange. The rule requires the governing committee or other corresponding authority of the exchange to certify to the Commission that a particular class of an issuer’s securities has been approved for listing by the exchange. The certification provided to the Commission must contain the following information: (1) the approval of the exchange for listing and registration; (2) the title of the security so approved; (3) the date of filing with the exchange of the application for registration and of any amendments thereto; and (4) any conditions imposed on such certification. The certification process works in conjunction with the Commission’s review of the issuer’s registration under Section 12 of the Exchange Act in order that the issuer’s Exchange Act registration statement may be declared effective by the Commission at the same time that the class of securities in question is approved for listing on a national securities exchange. Certifications pursuant to Rule 12d1-3 are filed with the Commission by national securities exchanges. The certification notifies the Commission’s staff that the class of securities covered by the certification has been approved for listing on an exchange and indicates any conditions imposed on the listing.

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Authorizing Statute(s): US Code: 15 USC 78l(d), 78w(a) Name of Law: Securities Exchange Act of 1934
  

Citations for New Statutory Requirements: None

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Associated Rulemaking Information
RIN:	Stage of Rulemaking:	Federal Register Citation:	Date:
	Not associated with rulemaking

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Federal Register Notices & Comments
60-day Notice:	Federal Register Citation:	Citation Date:
	90 FR 34542	07/22/2025
30-day Notice:	Federal Register Citation:	Citation Date:
	90 FR 46272	09/25/2025
Did the Agency receive public comments on this ICR? No

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Number of Information Collection (IC) in this ICR: 1

IC Title	Form No.	Form Name
Rule 12d1-3

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ICR Summary of Burden

	Total Request	Previously Approved	Change Due to New Statute	Change Due to Agency Discretion	Change Due to Adjustment in Estimate	Change Due to Potential Violation of the PRA
Annual Number of Responses	1,066	688	0	0	378	0
Annual Time Burden (Hours)	533	344	0	0	189	0
Annual Cost Burden (Dollars)	0	0	0	0	0	0

Burden increases because of Program Change due to Agency Discretion: No

Burden Increase Due to:

Burden decreases because of Program Change due to Agency Discretion: No

Burden Reduction Due to:

Short Statement: The increase in burden of 189 hours is due to an increase in the estimated number of annual filings pursuant to Rule 12d1-3 with the Commission (from 688 to 1,066).

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Annual Cost to Federal Government:

Does this IC contain surveys, censuses, or employ statistical methods? No

Does this ICR request any personally identifiable information (see OMB Circular No. A-130 for an explanation of this term)? Please consult with your agency's privacy program when making this determination.     Yes

Does this ICR include a form that requires a Privacy Act Statement (see 5 U.S.C. §552a(e)(3))? Please consult with your agency's privacy program when making this determination.     No

Is this ICR related to the Affordable Care Act [Pub. L. 111-148 & 111-152]? No

Is this ICR related to the Dodd-Frank Wall Street Reform and Consumer Protection Act, [Pub. L. 111-203]? No

Is this ICR related to the American Recovery and Reinvestment Act of 2009 (ARRA)? No

Is this ICR related to the Pandemic Response? No

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Common Form ICR:  No

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On behalf of this Federal agency, I certify that the collection of information encompassed by this request complies with 5 CFR 1320.9 and the related provisions of 5 CFR 1320.8(b)(3).

The following is a summary of the topics, regarding the proposed collection of information, that the certification covers:

(a) It is necessary for the proper performance of agency functions;

(b) It avoids unnecessary duplication;

(c) It reduces burden on small entities;

(d) It uses plain, coherent, and unambiguous language that is understandable to respondents;

(e) Its implementation will be consistent and compatible with current reporting and recordkeeping practices;

(f) It indicates the retention periods for recordkeeping requirements;

(g) It informs respondents of the information called for under 5 CFR 1320.8 (b)(3) about:

(i) Why the information is being collected;

(ii) Use of information;

(iii) Burden estimate;

(iv) Nature of response (voluntary, required for a benefit, or mandatory);

(v) Nature and extent of confidentiality; and

(vi) Need to display currently valid OMB control number;

(h) It was developed by an office that has planned and allocated resources for the efficient and effective management and use of the information to be collected.

(i) It uses effective and efficient statistical survey methodology (if applicable); and

(j) It makes appropriate use of information technology.

If you are unable to certify compliance with any of these provisions, identify the item by leaving the box unchecked and explain the reason in the Supporting Statement.

Certification Date: 09/25/2025

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