[Federal Register Volume 88, Number 134 (Friday, July 14, 2023)]
[Notices]
[Pages 45259-45262]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2023-14998]


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SECURITIES AND EXCHANGE COMMISSION

[SEC File No. 270-524, OMB Control No. 3235-0582]


Submission for OMB Review; Comment Request; Extension: Form N-PX

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.) (``Paperwork Reduction Act''), the 
Securities and Exchange Commission (``Commission'')

[[Page 45260]]

has submitted to the Office of Management and Budget (``OMB'') a 
request for extension of the previously approved collection of 
information discussed below.
    On November 2, 2022, the Commission adopted rule and form 
amendments (``Amendments'') that would enhance the information funds 
report on Form N-PX and make that information easier to analyze.\1\ The 
Commission also adopted a new rule that would require an institutional 
investment manager subject to section 13(f) of the Securities Exchange 
Act of 1934 (``Exchange Act'') to report annually on Form N-PX how it 
voted proxies relating to executive compensation matters, as required 
by section 14A of the Exchange Act. The Amendments require funds (and, 
for executive compensation matters, institutional investment managers) 
to (i) identify voting matters using language from the issuer's form of 
proxy (with certain exceptions for issuers who are not subject to the 
Commission's proxy rules) and categorize their votes from a list of 
categories; (ii) disclose quantitative information regarding the number 
of votes cast (or instructed to be cast) and the number of shares not 
voted because they are out on loan; and (iii) file reports in an XML 
structured data language using a standardized format. In addition, the 
Amendments included changes to Forms N-1A, N-2, and N-3 that require 
funds, if they have a website, to disclose that their proxy voting 
records are publicly available on or through their websites, free of 
charge, and to make this information available on or through its 
website as soon as reasonably practicable after filing a report on Form 
N-PX with the Commission.
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    \1\ Enhanced Reporting of Proxy Votes by Registered Management 
Investment Companies; Reporting of Executive Compensation Votes by 
Institutional Investment Managers, Investment Company Release No. 
34745 (November 2, 2022) [87 FR 78770 (Dec. 22, 2022)] (``Adopting 
Release'').
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    The purpose of Form N-PX is to meet the filing and disclosure 
requirements of rules under the Act and also to enable funds to provide 
investors with information necessary to evaluate overall patterns in 
the manager's voting behavior. This information collection is primarily 
for the use and benefit of investors. The information filed with the 
Commission also permits the verification of compliance with securities 
law requirements and assures the public availability and dissemination 
of the information. Due to the Amendments, Form N-PX will also be used 
by institutional investment managers to meet the filing and disclosure 
requirements of section 14A under the Exchange Act.
    The table below summarizes our estimates associated with the 
amendments to Form N-PX that the Amendments address:
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    The table above summarizes our PRA initial and ongoing annual 
burden estimates associated with Form N-PX, as amended. In the 
aggregate, we estimate the total annual burden to comply with amended 
Form N-PX to be 380,741 hours, with an average external cost of 
$36,141,445.
    Compliance with Form N-PX is mandatory. Responses to the collection 
of information requirements will not be kept confidential.
    The estimate of average burden hours is made solely for the 
purposes of the Paperwork Reduction Act and is not derived from a 
comprehensive or even a representative survey or study of the costs of 
Commission rules and forms. 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 background documentation for this information 
collection at the following website: www.reginfo.gov. Find this 
particular information collection by selecting ``Currently under 30-day 
Review--Open for Public Comments'' or by using the search function. 
Written comments and recommendations for the proposed information 
collection should be sent within 30 days of publication of this notice 
by August 14, 2023 to (i) [email protected] and 
(ii) David Bottom, Director/Chief Information Officer, Securities and 
Exchange Commission, c/o John Pezzullo, 100 F Street NE, Washington, DC 
20549, or by sending an email to: [email protected].

    Dated: July 11, 2023.
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2023-14998 Filed 7-13-23; 8:45 am]
BILLING CODE 8011-01-P


