Upon Written Request, Copies Available From: Securities and Exchange Commission, Office of FOIA Services, 100 F Street NE, Washington, DC 20549-2736.

Notice is hereby given that, pursuant to the Paperwork Reduction Act of 1995 (44 U.S.C. § 3501 et seq.), the Securities and Exchange Commission (“SEC” or “Commission”) is soliciting comments on the proposed collection of information provided in Rule 17a-4(b)(17) (17 CFR 240.17a-4(b)(17), under the Securities Exchange Act of 1934 (15 U.S.C. 78a et seq.).

Rule 17a-4(b)(17) requires broker-dealers to preserve the written probability of default determination relied upon pursuant to the exception in Rule 101(c)(2)(i) or Rule 102(d)(2)(i), as applicable. Rule 17a-4(b)(17) requires broker-dealers relying on either of those exceptions to preserve for a period of not less than three years, the first two years in an easily accessible place, the written probability of default determination made pursuant to Rule 101(c)(2)(i). Rule 17a-4(b)(17)'s record preservation requirements involving the written probability of default determinations are mandatory if a broker-dealer relies on the exception in Rule 101(c)(2)(i) or Rule 102(d)(2)(i). The burden imposed by Rule 17a-4(b)(17) is limited to the maintenance and preservation of the written records.

The information required by Rule 17a-4(b)(17) is designed to facilitate ( printed page 45293) Commission examinations of broker-dealers who rely on the exception in Rule 101 or Rule 102, as applicable, for nonconvertible debt securities and nonconvertible preferred securities (together “Nonconvertible Securities”) of certain credit-worthy issuers. Without Rule 17a-4(b)(17), the Commission would not have the same access to necessary records in conducting examinations of broker-dealers relying on either of the exceptions.

Rule 17a-4(b)(17) results in two information collections: initial and ongoing recordkeeping burdens related to preserving the written probability of default calculation relied upon pursuant to the exception in Rule 101(c)(2)(i) or Rule 102(d)(2)(i), as applicable.

Initial Burden

To the extent there are new (in relation to the previous 2023 estimate) respondents relying on the applicable exception in Rule 101(c)(2)(i) or Rule 102(d)(2)(i), the Commission estimates that the record preservation requirements under Rule 17a-4(b)(17) will impose an initial burden of 25 hours per respondent for updating the applicable policies and systems required to account for preserving the records made pursuant to Rule 101. Assuming that all 275 respondents are new entrants to the Nonconvertible Securities markets and need to update their policies and systems required to account for preserving the records made pursuant to Rule 101(c)(2)(i) ( i.e., because they have not already done so), the Commission estimates that the total annual industry-wide initial burden for this requirement is 2,292 hours.

Ongoing Burden

The Commission estimates that respondents will incur an internal ongoing annual burden of 10 hours per firm for maintaining such records, as well as to make additional updates to the applicable record preservation policies and systems to account for preserving the records pursuant to Rule 17a-4(b)(17). The Commission estimates that the total annual ongoing burden is 2,750 hours.

An agency may not conduct or sponsor, and a person is not required to respond to, a collection of information unless it displays a currently valid OMB Control Number.

Written comments are invited on: (a) whether this proposed collection of information is necessary for the proper performance of the functions of the SEC, including whether the information will have practical utility; (b) the accuracy of the SEC's estimate of the burden imposed by the proposed collection of information, including the validity of the methodology and the assumptions used; (c) ways to enhance the quality, utility, and clarity of the information to be collected; and (d) ways to minimize the burden of the collection of information on respondents, including through the use of automated, electronic collection techniques or other forms of information technology.^[1]

Please direct your written comments on this 60-Day Collection Notice to Austin Gerig, Director/Chief Data Officer, Securities and Exchange Commission, c/o Tanya Ruttenberg via email to PaperworkReductionAct@sec.gov by September 18, 2026.