Diane Blizzard is a Partner and Radhika Kshatriya is an Associate at Kirkland & Ellis LLP. This post is based on a Kirkland & Ellis memorandum by Ms. Blizzard, Ms. Kshatriya, Nick Hemmingsen, Daniel Kahl, Scott A. Moehrke, and Reed T. Schuster.
On May 3, 2023, the SEC voted to adopt significant amendments to Form PF on a 3-2 vote. [1] Form PF requires SEC-registered investment advisers to file reports with the SEC regarding private funds managed by such advisers and allows the Financial Stability Oversight Council to assess systemic financial risk to the U.S. financial system. Currently, reports on Form PF for private equity fund advisers (usually including real estate and private credit within this category) are filed annually. [2] Unlike many other SEC filings, Form PF filings are not public.
The new SEC Form PF requirements include:
- new quarterly event-based reporting for certain significant events involving all private equity fund advisers; and
- new categories of information for “large private equity fund advisers” (advisers that manage over $2 billion in private equity fund AUM) on fund strategies, fund-level borrowings and fund general partner (“GP”) and limited partner (“LP”) clawbacks, as well as certain expanded information for existing categories.
For the new event-based reporting requirements, the effective/compliance date is six months after the date of publication in the Federal Register. For the amendments to the existing sections of Form PF, the effective/compliance date is one year after the date of publication in the Federal Register (meaning such amendments will not impact the annual Form PF filings for advisers with a December fiscal year end until Form PF filings due in 2025).