Event Reporting and Other May 2023 Changes

In May 2023, the U.S. Securities and Exchange Commission published final rules and rule amendments for Form PF to require event reporting if certain events occur and to require private equity fund advisers to provide additional information in their regular Form PF filings.

Large hedge fund advisers are required to complete and file the new Section 5 of Form PF if any of the following occurs with respect to any qualifying hedge fund that it advises:

1. Extraordinary investment losses;
2. Significant margin, collateral or equivalent increases;
3. Receipt of notice of margin default or a determination of the qualifying hedge fund’s inability to meet a call for margin, collateral or equivalents;
4. A counterparty defaults;
5. A prime broker relationship is terminated or materially restricted;
6. A significant disruption or degradation of the qualifying hedge fund’s critical operations;
7. Significant cumulative calls for withdrawals and redemptions; or
8. Inablility to pay redemption requests or suspension of redemptions.

If one of these events occurs, the large hedge fund adviser must file the Section 5 of Form PF with the SEC as soon as practicable, but no later than 72 hours after the occurrence of the event.

Separately, private equity fund advisers are required to file a quarterly event report as set out in Section 6 of the Form PF if with respect to any private equity fund it advises:

• The reporting fund closes an adviser-led secondary transaction; or
• The investors of the reporting fund, in accordance with the requirements of the reporting fund’s governing documents, elect to:
  • Remove the general partner;
  • Terminate the reporting fund’s investment period; or
  • Terminate the reporting fund.

Private equity event reports are due within 60 calendar days following the end of the calendar quarter in which the reportable event occurred, provided the event occurred on or after the compliance date.

In addition to the new event reporting requirements, the SEC has amended Section 4 of the Form PF to require private equity fund advisers to provide certain additional information.  

A full summary of the applicable event reporting requirements can be accessed here.

The Joint Data Proposals

On February 8, 2024, the U.S. Securities and Exchange Commission and the U.S. Commodity Futures Trading Commission jointly adopted changes to the systemic risk reporting template to be completed by registered investment advisers that advise private funds -- Form PF.  The changes adopted were not siginifcantly revised from what was proposed and constitute a nearly full re-write of the sections of the form that affect all filers and large hedge fund advisers in particular.  These revisions are the third set of changes in the last year to the Form PF adopted by the SEC and affect the parts of the Form that are jointly controlled by the SEC and CFTC.

The the most substantive and challenging of the changes to the form are in the following areas:

• Treatment of master feeder funds: See revised Instructions 5, 6 and 7.
• Look throughs and aggregation: See revised Instructions 7 and 8, Questions 32, 33, 35, 36 and 47 and the revised definitions that include specific look through requirements as well.
• Fund performance reporting: See Question 23.
• Counterparty and creditor disclosures for all funds other than qualifying hedge funds:  See Questions 26, 27 and 28.
• Disclosure of the monthly aggregate reporting fund exposures (long and short) by sub-asset class: See Question 32.
• Currency exposure: See Question 33.
• Netted exposures: See Question 39.
• Detailed reporting regarding reference assets: See Question 40.
• Counterparty and creditor disclosures for qualifying hedge funds:  See Questions 41, 42, 43 and 44.
• Monthly and quarterly performance reporting: See Question 49.

Filers will have 365 following the publication of the adopting release in the Federal Register to update their reporting systems in line with the altered reporting requirements.

A full summary of the new requirements and the differences between what was proposed and what was ultimately adopted can be accessed by AIMA members here.

Note: On January 29, 2025, the SEC and CFTC extended the effective/compliance date for the joint data changes from March 12 to June 12, 2025.

If there are questions regarding these new requirements, please contact Jennifer Wood.

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  Jennifer Wood

  Managing Director, Global Head of Asset Management Regulation & Sound Practices