On February 10, 2022, the U.S. Securities and Exchange Commission proposed significant amendments to the rules governing beneficial ownership reporting under Section 13 of the Securities Exchange Act of 1934 that would:
- shorten the filing deadlines for both initial and amended Schedule 13D and 13G filings;
- amend the definition of “beneficial ownership” to include ownership of certain cash-settled derivative securities; and
- clarify the circumstances under which a “group” is deemed to exist for purposes of beneficial ownership reporting obligations.