The SEC met on June 11, 2025, to extend the compliance deadline for the Form PF amendments adopted on February 8, 2024, for a second time. The SEC set a new effective date of October 1, 2025, with the result that quarterly filers are required to use the new form for their Q3 2025 filings, and annual filers are required to use the new form for their 2025 filings.
Further Amendments Likely
At the open meeting, Chair Atkins challenged the utility of the data required by the February 2024 amendments and announced that he had directed the SEC staff to undertake a comprehensive review of Form PF. Commissioners Peirce and Uyeda supported Atkins’ comments and reiterated their objections to the amendments. An announcement that the SEC chair has instructed the staff to review a rule usually signals the launch of a rulemaking process under the Administrative Procedure Act (APA). If the SEC follows that process, further amendments to Form PF are unlikely to become effective in less than three years.Ongoing Uncertainty About Deadlines
During the meeting, Commissioner Crenshaw accused the majority of using the extension as a pretext, stating they plan to continue extending the deadline for the 2024 amendments until the rulemaking process to replace them is completed. The majority has denied any intention to grant further extensions, and under Acting Chair Uyeda earlier this year, the SEC set a precedent for this action when they granted a two-year “extension” of the compliance date for the 2024 amendments to Form N-PORT. At the same time, the Acting Chair directed the staff to prepare new amendments to Form N-PORT that appear intended to supersede some or all of the 2024 amendments before they take effect. However, the SEC may decide to let the October 1, 2025, deadline stand for a number of reasons:- Policy Risk: Chair Atkins and Commissioners Peirce and Uyeda have repeatedly emphasized avoiding rushed rulemaking. Amending rules without notice, comment, or meticulous cost-benefit analysis is inconsistent with the philosophy of avoiding rushed rulemaking.
- Reputational Risk: Holding another public meeting to extend the deadline for the Form PF amendments for a third time potentially harms the SEC’s credibility and reputation for integrity.
- Legal Risk: Persuading a court that the APA allows an agency to repeal final actions without notice and comment can undermine the APA’s central purpose.
- Legacy Risk: Establishing a precedent for successive agencies to repeal the actions of prior agencies without notice and comment could jeopardize this Commission’s legacy in the future.
What Now?
Absent a clear statement of intent from the SEC, ACA recommends that firms continue preparing to meet the current deadline of October 1, 2025. Preparing the new form may require significant lead time, so banking on the deadline being extended again could leave unprepared firms unable to file on time.Our Guidance to Meet New Form PF Requirements
To help firms assess the planning and lead time required to meet the new deadline, we highlight below those elements of the new Form PF that affect filing thresholds, require collaboration with service providers, or necessitate significant operational changes:- A smooth transition from aggregated reporting to separate reporting for each fund requires significant collaboration with fund administrators and other service providers. The shift to fund-by-fund reporting on the amended Form PF requires advisers to collect and report more information and poses particular challenges for firms with complex fund structures. Meeting this challenge requires close collaboration with fund administrators and other service providers.
- New reporting thresholds may expand funds’ reporting obligations.
Changes to the reporting thresholds for the new form will require some firms that previously reported only on Section 1(b) to complete the entire form, a much more demanding task that may call for data the firm does not presently collect. Firms that have not already evaluated the new Form PF reporting thresholds should make that a top priority. We also caution that firms may need to develop or acquire new capabilities to perform the threshold calculations and collect the additional data that informs those calculations. In particular, advisers should be sure they have addressed the following changes to the Form PF reporting thresholds:
- Fund-of-Funds Look-Through: The amended form limits the funds-of-funds eligible for more limited Section 1B reporting to those holding 80% or more of their assets in other private funds, cash, and the balance in cash, cash equivalents, and currency hedges. Funds-of-funds that do not meet this definition must report under the relevant sections of the entire Form PF.
- Uncalled Capital: The amended Form PF requires advisers to include uncalled capital in the calculation of each fund’s gross asset value and net asset value. This change can trigger a reporting threshold.
- Gross Reporting Fund Aggregate Calculated Value (GRFACV): GRFACV is a new measure introduced in the new Form PF, which large hedge fund advisers must calculate on a daily basis. For all other private funds, managers may continue following their current methodologies for calculating gross asset value. This divergence can create operational confusion for managers that advise both types of funds, necessitating controls to ensure the correct standard is applied in each case.
- More performance information must be reported: Amended Form PF makes significant changes to performance reporting requirements and adds new questions requiring detailed performance metrics. The updated requirements include options for reporting on an internal rate of return (IRR) basis or a time-weighted return (TWR) basis. For funds calculating market value daily, reporting volatility adds complexity, involving detailed calculations that consider the materiality of daily market value changes relative to overall fund assets. Advisers subject to these requirements need some lead time to work through what the requirements mean in practice and leave time for testing.
- Requirement for hedge funds to calculate daily market value: Daily market value reporting introduces a new layer of complexity for fund managers, especially those managing private equity funds with significant assets and occasional public asset distributions. The required volatility calculations for daily market value reporting can be intricate and involve methodologies not standard for all fund managers.
- 10-year bond equivalent duration: Previously optional, calculating the 10-year bond equivalent for debt instruments is now a requirement. This involves determining the dollar value of a basis point change in the position, divided by the dollar value of a basis point change in a 10-year bond, multiplied by the position size. This standardization presents challenges for loan books that reprice frequently.
- Trading vehicle look-throughs: For private funds that do not qualify for limited Section 1B reporting, the amended form requires advisers to “look through” any trading vehicles in these funds and report each fund’s share of the vehicles’ underlying positions under Sections 1C2 and 4 of Form PF. Advisers will need some lead time to locate this data and perform these calculations.
- Adding NAICS codes to reporting processes: Section 4, Item D of amended Form PF adds new questions requiring advisers to provide information about each industry to which a reporting fund has exposure equal to or exceeding either (1) five percent of its net asset value or (2) $1 billion. Advisers are required to report a fund’s exposure by industry based on the NAICS (National Association of Insurance Commissioners) code of the underlying exposure.
Advisers must determine whether their portfolio management and back-office systems incorporate NAICS codes, and if not, an update is required. This task is time consuming, requiring thorough position analysis and approximations from other industry codes, such as GICS, to ensure accurate reporting. This task is complicated by the need to aggregate positions across different companies within the same industry, such as telecommunications, to accurately reflect total exposure.