On April 20, 2026, the Securities and Exchange Commission (SEC) and the Commodity Futures Trading Commission (CFTC) (collectively, the Commissions) jointly proposed amendments to Form PF, which if passed, would increase certain reporting thresholds, eliminate certain filing and reporting obligations, and streamline various other requirements, with the goal of reducing reporting burdens while continuing to collect information needed for investor protection and systemic risk monitoring (the Proposal).
Form PF is the confidential reporting form for certain SEC-registered investment advisers to private funds, including advisers also registered with the CFTC as commodity pool operators (CPOs) or commodity trading advisers (CTAs), and is designed to facilitate the Financial Stability Oversight Council’s (FSOC) systemic risk monitoring. The SEC and CFTC also use Form PF information in their investor protection efforts.
The Proposal reflects a meaningful recalibration of Form PF’s scope and mechanics, including by reversing course on rules adopted under the prior SEC administration. Key features of the Proposal include (i) a substantial increase in the Form PF general filing threshold; (ii) a significant increase in the “large hedge fund adviser” threshold; (iii) elimination of private equity quarterly event reporting, which came into effect less than three years ago; (iv) a simplification of counterparty exposure reporting for large hedge fund advisers; and (v) targeted amendments to large hedge fund adviser current reporting.
Higher Form PF Reporting Thresholds
General Filing Threshold. The Proposal would increase the Form PF filing threshold for all filers from $150 million in private fund assets under management to $1 billion. The agencies estimate that this change would eliminate Form PF filing obligations for 43% of current filers, while still capturing information on approximately 94% of aggregate private fund gross assets reported by SEC-registered advisers on Form PF and Form ADV. Advisers no longer required to file Form PF would still be required to report certain information about the private funds they manage on the publicly available Form ADV (such as gross fund assets and aggregate beneficial ownership information), and to continue to comply with Adviser Act requirements to maintain certain records and reports for each private fund, but such advisers would no longer be required to provide granular information about private fund portfolios and parallel fund structures.
The Commissions explained the rationale for raising the current $150 million threshold, saying that the threshold has not been updated since Form PF was first adopted, that it captures many smaller advisers that contribute minimally to systemic risk data, and that the burden of filing outweighs the marginal informational benefit from those advisers.
Large Hedge Fund Adviser Threshold. The Proposed Rules would also increase the reporting threshold for large hedge fund advisers from $1.5 billion to $10 billion in hedge fund assets under management. Currently, advisers that qualify as large hedge fund advisers must file Sections 1 and 2 of Form PF quarterly (rather than annually), which includes granular and costly to collate information on the private funds and hedge funds they advise, including information on assets under management, financing, investor concentration, fund performance, exposures, and counterparties. Large hedge fund advisers must also file current reports under Section 5 of Form PF within three days of the occurrence of certain events including extraordinary investment losses; margin, collateral, or equivalent increases; notice of margin default; counterparty defaults; termination of prime broker relationships; operation events; withdrawals and redemptions; and the hedge fund being unable to satisfy or suspends redemptions. Such current reporting creates a significant tracking and compliance burden on small advisers (and is also subject to a proposed overhaul, as discussed below). Furthermore, due to the broad definition of the term “hedge fund” in Form PF, many private equity and private credit fund advisers may currently meet the definition of a large hedge fund adviser as a result of broad borrowing and hedging terms in their private fund documentation, despite their risk profile not resembling that of a traditional hedge fund.
Under the new $10 billion threshold, the Commissions estimate that nearly two-thirds of current large hedge fund advisers would no longer meet the threshold. However, the large hedge fund advisers who would meet the new threshold represent approximately 81% of hedge fund gross assets reported by SEC-registered advisers.
Elimination of Form PF Private Equity Quarterly Reporting
As part of the May 2023 Form PF rule package, the SEC instituted quarterly reporting requirements for advisers to private equity funds. These reports must be filed within 60 days after quarter-end for certain private equity events, including adviser-led secondary transactions, general partner removals, terminations of investment periods, and fund terminations. The Proposal would eliminate this quarterly reporting requirement altogether.
In the proposing release, the SEC cited experience accumulated over the past two years of private equity quarterly reporting indicating that reported events have been less impactful for investor protection and systemic risk monitoring than originally anticipated and that eliminating this quarterly reporting would reduce burdens particularly given the section’s out-of-cycle filing timeline relative to other Form PF sections.
The elimination of private equity quarterly reporting is likely to be especially significant for advisers of private equity fund continuation vehicles. Under the definitions in Form PF, transfers of assets and investors to such vehicles generally meet the definition of “Adviser-led secondary transactions,” and adviser reporting of such transactions have tended to invite follow-up questions from the SEC, who have been open about using the Form PF filing requirements as an information source for their ongoing examination and enforcement activities.
Simplification of Large Hedge Fund Adviser Counterparty Exposure Reporting
Large hedge fund advisers are required to report various information regarding their exposure to counterparties, broken out by type of transaction and by the collateral posted or received in connection with the transaction. Filers have found this to be a difficult requirement to comply with. For example, prime brokers often report collateral on a pooled basis to funds and do not generally unbundle classifications of collateral by asset type. Large hedge fund advisers utilizing prime brokers, therefore, have faced significant operational burdens in unbundling and tracing collateral.
The Proposal would drop this required reporting by eliminating Question 41, and as part of the simplification, qualifying hedge funds would also no longer be required to report the expected increase in collateral associated with a 1% margin increase.
To retain important systemic-risk information relating to significant counterparties, the proposal would amend Question 42 so that large hedge fund advisers report on all borrowings from significant counterparties and creditors, rather than only cash borrowing entries, and categorize borrowing entries by type. The proposal would also make conforming changes to Question 43 so that net mark-to-market counterparty credit exposure calculations use borrowing entries and lending entries rather than cash borrowing entries and cash lending entries, respectively, to broaden the scope of the exposure calculation to reflect the full range of financing arrangements.
According to the Commissions, the granular data provided by the current approach has placed too high a burden on large hedge fund advisers. The new approach would continue to provide the Commissions and FSOC with a high-level counterparty composition picture, without an impact to the ability to monitor and identify systemic risk and to protect investors.
Amendments to Large Hedge Fund Adviser Current Reporting (Section 5)
In May 2023, the SEC adopted rules requiring, among other things, current reporting requirements on Form PF for large hedge fund advisers in the case of certain events.[1] The Proposal would reduce these current reporting requirements for large hedge fund advisers in a variety of ways, including:
- Filing deadline. The Proposal would remove the “as soon as practicable” requirement, so that large hedge fund advisers would only be required to file current reports no later than 72 hours after a reportable event. Industry members have faced difficult in applying the “as soon as practicable” standard, which is not used for similar time-based filing deadlines and creates an additional burden of determining the actual deadline for filing a current report. In the proposing release, the SEC noted that the amendment will provide advisers with a clear, uniform deadline and eliminating the ambiguity created by the dual-standard, while not significantly hindering the SEC’s ability to respond to current reports.
- Reporting obligation for default or inability to meet a margin call. The Proposal would eliminate the requirement to file a current report when a qualifying hedge fund is in margin default or is unable to meet a call for margin, collateral, or equivalents. The purpose of the requirement was to identify the risk arising from qualifying hedge funds that default or are unable to meet a call for margin, since such funds are then at risk of the counterparty liquidating the fund’s assets. The SEC noted that material margin default events are likely to overlap with other current report triggers, such as extraordinary investment losses or significant margin increases. Furthermore, large hedge fund advisers have found it operationally burdensome to determine what constitutes the inability to meet a call for margin, collateral, or equivalents. As a result, this amendment would reduce duplicative reporting and burdens on advisers without a meaningful loss of information.
- Definition of “operations event.” Operations events occur when “a reporting fund or private fund adviser experiences a significant disruption or degradation of the reporting fund’s critical operations.” Critical operations are “operations necessary for (i) the investment, trading, valuation, reporting, and risk management of the reporting fund; or (ii) the operation of the reporting fund in accordance with the Federal securities laws and regulations.” The Proposal would eliminate the second prong of critical operations and refocus the definition of operations events on disruption or degradation of operations necessary for investment, trading, valuation, reporting, and risk management. According to the SEC, the broad catchall in the second prong has captured events that should be outside the scope of operations events and retaining the first prong will be sufficient to identify systemic risk from operations events.
- Redemption requests. The Proposal would amend remove the requirement to file a current report solely because a qualifying hedge fund is unable to pay a redemption request, while retaining the requirement to file a current report when a suspension of redemptions lasts more than five consecutive business days.
Future of Form PF
The Proposal has a two-month comment period, so a final rule will not be available until June 24, 2026 at the earliest. The Proposal addresses the revisions to Form PF adopted in 2024 which introduced more granular reporting of parallel fund structures, among other changes. The implementation of those amendments was recently delayed from October 1, 2025 to October 1, 2026, with the SEC staff noting when they delayed implementation that these amendments are also subject to re-review. Additional changes may therefore be on their way.
[1] Form PF; Event Reporting for Large Hedge Fund Advisers and Private Equity Fund Advisers; Requirements for Large Private Equity Fund Adviser Reporting (May 3, 2023) Exchange Act Release No. IA-6297, available at https://www.sec.gov/files/rules/final/2023/ia-6297.pdf. See also Cleary Gottlieb’s Client Alert on these rules, available at https://www.clearyenforcementwatch.com/2023/05/the-first-shoe-drops-sec-adopts-the-initial-amendments-to-form-pf/.