SEC and CFTC Propose Amendments to Form PF to Reduce Reporting Burdens

On April 20, 2026, the US Securities and Exchange Commission (SEC) and US Commodity Futures Trading Commission (CFTC and, together with the SEC, the Commissions) jointly proposed amendments to Form PF (Proposed Amendments) designed to reduce private fund reporting burdens. The proposal includes modifications to certain of the requirements adopted in a February 2024 final rule expanding Form PF reporting requirements that is scheduled to go into effect on October 1, 2026. Comments on the proposal are due by June 23, 2026.

The Proposed Amendments [1] would affect certain investment advisers registered with the SEC (RIAs) and that advise private funds, [2] including those that also are registered with the CFTC as commodity pool operators (CPOs) or commodity trading advisors (CTAs).

Following four sets of prior amendments to Form PF since its initial adoption in 2011, the Commissions noted that the Proposed Amendments represent a full-scale review of Form PF for which they consulted with the Financial Stability Oversight Council (FSOC) to ensure that the revisions would meet the goal of providing FSOC with the information necessary to assess systemic risk while not requiring overly burdensome and low-utility regulatory reporting.

BACKGROUND

The Commissions adopted Form PF (Reporting Form for Investment Advisers to Private Funds and Certain Commodity Pool Operators and Commodity Trading Advisors) in 2011 in response to the mandate within the Dodd-Frank Act that the SEC and CFTC, in consultation with FSOC, jointly issue rules to establish a system of private fund reporting. Since then, the Commissions have adopted a series of amendments altering the scope of the reporting requirements.

Following the initial set of amendments in 2014 targeted at money market funds, [3] the SEC adopted amendments to Form PF in May 2023 that required

• current reporting by large hedge fund advisers on certain events that could indicate significant stress at a fund or investor harm as soon as practicable but no later than 72 hours after the event;
• quarterly event reporting by all private equity fund advisers for certain triggering events; and
• reporting on general partner and limited partner clawbacks as well as information regarding strategies and borrowings for large private equity fund advisers. [4]

In July 2023, the SEC adopted additional amendments to Form PF that apply only to large liquidity fund advisers with the intent to align such advisers’ reporting requirements with those of money market funds. [5]

In February 2024, the Commissions adopted further amendments to Form PF (the 2024 Amendments). Broadly, the 2024 Amendments would have required managers to look through certain types of fund structures and report information about them on a disaggregated basis (e.g., advisers would have had to report information about master-feeder funds, parallel funds, trading vehicles, and relationships with relevant parties) and would have mandated reporting of additional information including private funds’ and hedge funds’ operations, trading vehicles, and investments in other funds. [6]

However, the compliance date for the 2024 Amendments has been delayed several times, most recently until October 1, 2026. As such, advisers have been permitted to file the version of Form PF that was in place prior to the adoption of the 2024 Amendments. [7] Certain of the Proposed Amendments would eliminate or streamline aspects of the 2023 and 2024 amendments.

SUMMARY OF THE PROPOSED AMENDMENTS

Eliminating Filing Requirements for Advisers with Less than $1 Billion in Private Fund Assets

The Proposed Amendments would raise the filing threshold from $150 million in private fund assets under management (AUM) to $1 billion. The SEC estimates that this would reduce the number of advisers required to file by about 50%, while continuing to obtain information on over 90% of private fund gross asset value that advisers report. Additionally, the proposal would require that SEC staff assess whether this threshold should be adjusted for inflation approximately every five years.

Raising the Large Hedge Fund Adviser Threshold to $10 Billion

The Proposed Amendments would raise the threshold for a “large hedge fund adviser” from $1.5 billion in hedge fund AUM to $10 billion. The SEC estimates that this would eliminate certain reporting obligations for almost two-thirds of advisers that currently must report as large hedge fund advisers, while continuing to obtain information quarterly on over 80% of hedge fund gross asset value that advisers report.

Notably, raising this threshold would eliminate the current reporting requirements for a significant percentage of filers. The five-year reassessment schedule noted above would apply to this threshold as well.

Eliminating, Streamlining, and Simplifying Certain Other Reporting Requirements

The Proposed Amendments would eliminate or revise certain questions within Sections 1, 2, 5, and 6 of Form PF as well as enact general corrections. Specifically, the proposal would:

Section 1: Requirements for All Form PF Filers

• Eliminate separate reporting for certain feeder funds that have de minimis holdings outside a single master fund, US treasury bills, and/or cash and cash equivalents.
• Eliminate “look through” requirements, allowing filers to report indirect exposures based on reasonable estimates.
• Narrow the universe of trading vehicles that advisers must identify. (Question 9.)
• Eliminate certain performance volatility reporting requirements and certain trading and clearing reporting requirements. (Questions 23(c), 29, and 30.)

Section 2: Large Hedge Fund Reporting Requirements

• Streamline monthly adjusted exposure reporting by eliminating the requirement to report additional adjusted exposure based on the adviser’s internal methodologies. (Question 32.)
• Eliminate the portfolio turnover reporting question. (Question 34.)
• Permit filers to report fewer digits of the applicable NAICS codes when identifying industries when reporting monthly industry exposures. (Question 36.)
• Eliminate certain reporting concerning qualifying hedge funds’ monthly exposures to specific position-level reference assets and instead include streamlined exposure reporting under an existing extraordinary loss current report trigger. (Questions 39 and 40 and Section 5, Item B.)
• Simplify questions regarding certain large hedge fund counterparty exposure reporting. (Questions 41 and 42, and conforming amendments to Questions 18, 26, 43, and the Glossary of Terms.)
• Eliminate the rehypothecation reporting question. (Question 45.)

Section 5: Current Report Requirements for Large Hedge Fund Advisers to Qualifying Hedge Funds

• Eliminate the “as soon as practicable” language in the current report requirements to simply require filing within 72 hours of a qualifying event. This change would avoid the current industry confusion as to whether advisers have an obligation to file such reports in less than 72 hours. (Section 5.)
• Eliminate the current report trigger if a qualifying hedge fund is in margin default or is unable to meet a call for margin, collateral, or equivalents. (Section 5, Item D.)
• Amend the “Operations Event” current report trigger standard. An “Operations Event” is one that represents a significant disruption or degradation of a fund’s “critical operations.” “Critical operations” are currently defined in Form PF as “ operations necessary for (1) the investment, trading, valuation, reporting, and risk management of the reporting fund; or (2) the operation of the reporting fund in accordance with the Federal securities laws and regulations.” The current proposal would remove the second prong of this definition. The SEC noted that the rationale for this change is to reduce confusion as to when reporting is required. (Section 5, Item G and the Glossary of Terms.)
• Eliminate the current report requirement for failure to meet redemption requests. (Section 5, Item I.)

Section 6: Quarterly Reporting Requirements for Advisers to Private Equity Funds

• Eliminate all quarterly event reporting requirements for private equity fund advisers, including reporting that is currently required for adviser-led secondary transactions.

Private Credit – Open for Input

In addition to the proposed changes outlined above, the Commissions have requested comment on whether to modify the information that advisers must report about private credit funds, indicating active regulatory interest in the area.

Hedge Fund Definition

Notably, the Commissions chose not to revisit the definition of “hedge fund” for Form PF reporting purposes. The current definition is quite broad and includes private funds that have the ability to be paid a performance fee or allocation that takes into account unrealized gains, incur leverage or gross notional exposure in certain amounts, or engage in short selling. As such, the current definition often captures private equity funds or other funds that have permissive language included in the fund’s governing documents but are not in fact hedge funds. While the Commissions did not propose amending this definition, this is a topic that may be addressed in the comment process.

Transition Period and Expected Timing in Conjunction with the 2024 Amendments

The Commissions have proposed a minimum 12-month transition period from the date of publication in the Federal Register if the Proposed Amendments are adopted. The Commissions also noted that they are mindful of the October 1, 2026 compliance date for the 2024 Amendments and will consider how the timing of any new amendments will relate to such compliance date. [8]

IMPACT OF THE PROPOSED AMENDMENTS

As a whole, the Proposed Amendments are designed to reduce advisers’ disclosure obligations while retaining the Commissions’ ability to collect key data in accordance with their obligation to collect systemic risk information for evaluation by FSOC. The Commissions indicated that, notwithstanding the reduced reporting burdens, the amended Form PF would still capture a significant majority of private fund information and exposures and enable the agencies to monitor systemic risk.

In the press release associated with the proposal, SEC Chairman Paul S. Atkins stated that a key pillar of his agenda is “restoring balance to disclosure obligations and reducing the cost of compliance wherever possible.” He also noted that these amendments are designed to rationalize the scope of Form PF reporting and avoid “overly burdensome disclosure requirements” without a commensurate regulatory benefit.

CFTC Chairman Michael S. Selig also expressed his satisfaction with the Commissions’ commitment to taking steps to reducing burdens on filers in the associated press release. SEC Commissioners Hester M. Peirce and Mark T. Uyeda both submitted statements expressing their support for the Proposed Amendments, with Peirce’s statement welcoming feedback both generally and on certain specific points, including whether questions 42 and 43 of Form PF, which cover counterparty exposure, should be eliminated rather than slimmed down. [9]

These amendments are expected to provide welcome relief to industry participants and significantly reduce compliance burdens for many advisers. While some industry participants have expressed that they are generally pleased by the proposed amendments, some are calling for further streamlining, further tailoring of Form PF in order to collect only decision-useful data, and restoring Form PF to its core purpose of supporting systemic risk oversight. The proposing release contains numerous specific requests for comment, signaling the Commissions’ willingness to consider advisers’ feedback on the regulatory burdens associated with Form PF and potential alternative approaches.

From a practical standpoint, advisers that would no longer be required to file due to being below the $1 billion threshold should review the conditions of any SEC or CFTC relief they rely on to determine whether no longer filing Form PF would affect such relief.

For example, CFTC No-Action Letter 26-06 (amending CFTC No-Action Letter 25-50), which functionally reinstates the registration exemption for funds that offer participations only to qualified eligible persons, conditions relief from CPO and CTA registration requirements on, among other things, filing a Form PF that is received by the SEC and CFTC. [10] Due to the “final filing” requirement for advisers that are no longer required to file Form PF, as described in General Instruction 9 within the form, we understand voluntarily filing Form PF to be prohibited.

Lastly, we note that the Proposed Amendments are also in line with other recent actions by the Commissions to harmonize regulatory requirements for dual-registered entities. [11]

COMMENT PERIOD

Comments must be received on or before June 23, 2026.

We expect comments may focus on the following areas, among others: agreement/disagreement with the proposed raised reporting thresholds, extending the mandatory notification period for current reports beyond 72 hours, further clarifying the definition of an “operations event,” narrowing the definition of “hedge fund” to address deemed hedge funds, defining digital assets, the utility of certain counterparty exposure reporting, private credit reporting, and operational and implementation challenges, particularly in light of the October 1, 2026 compliance date for the 2024 Amendments.

We also anticipate comment on the impact of the CFTC No-Action Letter 26-06 relief for advisers that would no longer be required to file Form PF.

HOW WE CAN HELP

If you have questions about how the Proposed Amendments may affect your firm or if you are interested in submitting a comment letter, please contact the authors of this LawFlash.