Since the beginning of 2022, the SEC has been very active in proposing new rulemaking. For example, the regulator has proposed changes to Form PF; extensive private fund reforms; and cybersecurity risk management rules. In addition, in February 2022, the SEC proposed a modernization of the beneficial ownership reporting regime under Section 13(d) of the Securities Exchange Act of 1934 and Regulation S‑T. This second article in our two-part series explores the proposed amendments to Rules 13d‑3, 13d‑5 and 13d‑6, with insights from Eleazer Klein and Adriana Schwartz, partners at Schulte Roth. The first article reviewed the proposed changes to various filing deadlines and the SEC’s rationale for the changes. See “Does a Hedge Fund That Has Delegated Securities Investment and Voting Authority to an Adviser Remain the Beneficial Owner?” (Mar. 4, 2021).