SEC Reform and Restructuring Act

PCAOB legislation relating to whistleblower, information sharing, disciplinary proceedings, including S. 865: The PCAOB Enforcement Transparency Act of 2023 and S. 811: SEC Whistleblower Reform Act of 2023 Implementation of Holding Foreign Companies Accountable Act, the Accelerated Holding Foreign Companies Accountable Act, and other related China oversight, including the Trusted Foreign Auditing Act of 2023 (H.R. 6769 / S. 3494) and other related draft legislation Establishing New Authorities for Businesses Laundering and Enabling Risks to Security (ENABLERS) Act, passed in the 117th Congress (Contained in H.R. 7900: The National Defense Authorization Act for FY 2023) ESG/Climate Disclosure Proposals Independence of Accounting Standard Setting H.R. 2670; the National Defense Authorization Act for FY 2024, issues related to DoD contractor conflicts of interest S. 1045 and H.R. 2972: Failed Bank Executives Clawback Act (Section 2 (9)(B)), S. 2190: RECOUP Act (Recovering Executive Compensation Obtained from Unaccountable Practices Act of 2023) PCAOB Release No. 2023-003 (NOCLAR) H.R.3541 - Accounting STEM Pursuit Act of 2023 H.R. 2603 - To require the Securities and Exchange Commission to revise certain thresholds related to smaller reporting companies, accelerated filers, and large accelerated filers, and for other purposes H.R. 8339, the SEC Reform and Restructuring Act (specifically the title related to Streamlining Public Company Accounting Oversight) Draft legislation related to auditing and AI S.3087 - PROOF Act

Client expense: $450,000 · Firm income: Not reported

Government targets: HOUSE OF REPRESENTATIVES, SENATE, Securities & Exchange Commission (SEC)

SEC Good Governance Reform H.R.8339, SEC Reform and Restructuring Act

Client expense: $1,760,000 · Firm income: Not reported

Government targets: HOUSE OF REPRESENTATIVES, SENATE

H.R. 448, Putting Investors First Act of 2023 H.R. 758, Promoting Access to Capital in Underbanked Communities Act of 2023 H.R. 835, Fair Investment Opportunities for Professional Experts Act H.R. 1010/S. 453, Prohibiting IRS Financial Surveillance Act H.R. 1410, Consumer Financial Protection Commission Act H.R. 1548, Improving Access to Small Business Information Act H.R. 1553, Helping Angels Lead our Startups (HALOS) Act H.R. 1579, Accredited Investor Definition Review Act H.R. 2608, To amend the Federal securities laws to specify the periods for which financial statements are required to be provided by an emerging growth company, and for other purposes H.R. 2610, To amend the Securities Exchange Act of 1934 to specify certain registration statement contents for emerging growth companies, to permit issuers to file draft registration statements with the Securities and Exchange Commission for confidential review, and for other purposes H.R. 2612, Gig Worker Equity Compensation Act H.R. 2627, Increasing Investor Opportunities Act H.R. 2652, Investment Opportunity Expansion Act H.R. 2792, Small Entity Update Act H.R. 2793, Encouraging Public Offerings Act of 2023 H.R. 2795, Enhancing Multi-Class Share Disclosures Act H.R. 2796, Promoting Opportunities for Non-Traditional Capital Formation Act H.R. 2797, Equal Opportunity for All Investors Act H.R. 2798, CFPB Transparency and Accountability Reform Act H.R. 2799/S. 3815, Expanding Access to Capital Act of 2023 H.R. 2812, Middle Market IPO Underwriting Cost Act H.R. 3063, Retirement Fairness for Charities and Educational Institutions Act H.R. 3161, CDFI Fund Transparency Act H.R. 4035, Protecting Small Business Information Act of 2023 H.R. 4168/S. 2005, Mandatory Materiality Requirement Act of 2023 H.R. 4177/S. 2007, Improving Corporate Governance Through Diversity Act of 2023 H.R. 4366, Consolidated Appropriations Act, 2024, including provisions related to Senate Amendment 1217 and Senate Amendments 1092 H.R. 4664/S. 2309, Making appropriations for financial services and general government for the fiscal year ending September 30, 2024, and for other purposes H.R. 4790, Prioritizing Economic Growth Over Woke Policies Act H.R. 4823, American Financial Institution Regulator Sovereignty and Transparency Act H.R. 5488/S. 2805, Protecting Our Courts from Foreign Manipulation Act of 2023 H.R. 7000/S. 3592, Business of Insurance Regulatory Reform Act of 2024 H.R. 7092/S. 3676, Protecting Private Job Creators Act H.R. 7470/S.3823, Secure U.S. Leadership in Space Act of 2024 H.R. 8337, Bank Resilience and Regulatory Improvement Act H.R. 8338, Clarity in Lending Act H.R. 8339, SEC Reform and Restructuring Act H.R. 8773, Financial Services and General Government Appropriations Act, 2025 S. 638, Disclosure of Tax Havens and Offshoring Act S. 3541, Fair Audits and Inspections for Regulators Exams Act S. 5139, Empowering Main Street in America Act of 2024 H.J.Res. 100/S.J.Res. 50, Providing for congressional disapproval under chapter 8 of title 5, United States Code, of the rule submitted by the Securities and Exchange Commission relating to "Cybersecurity Risk Management, Strategy, Governance, and Incident Disclosure" H.J.Res. 120, Providing for congressional disapproval under chapter 8 of title 5, United States Code, of the rule submitted by the Financial Stability Oversight Council related to "Guidance on Nonbank Financial Company Determinations" H.J.Res. 122/H.J.Res.121/S.J.Res.70, Providing for congressional disapproval under chapter 8 of title 5, United States Code, of the rule submitted by the Bureau of Consumer Financial Protection relating to "Credit Card Penalty Fees (Regulation Z)" H.J.Res. 201, Providing for congressional disapproval under chapter 8 of title 5, United States Code, of the rule submitted by the Bureau of Consumer Financial Protection relating to "Registry of Nonbank Covered Persons Subject to Certain Agency and Court Orders" Potential legislation similar to H.R. 5598, Access to Small Business Investor Capital Act Potential legislation similar to H.R. 2025/S. 840, Litigation Funding Transparency Act SEC Proposed Rule on the Enhancement and Standardization of Climate-Related Disclosures for Investors (87 Fed. Reg. 21,334-21,473, April 11, 2022) Proposed Rule, Securities and Exchange Commission; Open-End Fund Liquidity Risk Management Programs and Swing Pricing; Form N-PORT Reporting (87 Fed. Reg. 77,172-77,296, December 16, 2022) Proposed Rule, Public Company Accounting Oversight Board; Amendments to Reporting Requirements for Registered Firms (PCAOB Release No. 2024-003, April 9, 2024; PCAOB Rulemaking Docket Matter No. 055) Proposed Rule, Public Company Accounting Oversight Board; Amendments to False or Misleading Statements Concerning PCAOB Registration and Oversight and Constructive Requests to Withdraw from Registration (PCAOB Release No. 2024-001, February 27, 2024; PCAOB Rulemaking Docket Matter No. 054) Proposed Rule, Public Company Accounting Oversight Board; Amendments to Firm and Engagement Metrics (PCAOB Release No. 2024-002, April 9, 2024; PCAOB Rulemaking Docket Matter No. 041) Adopting Order of the Securities and Exchange Commission: Public Company Accounting Oversight Board Amendments to QC 1000, A Firms System of Quality Control and Related Amendments to PCAOB Standards, Rules, and Forms (SEC Release No 34-100968; PCAOB File No. PCAOB-2024-002) Request for Information, U.S. Treasury, Uses, Opportunities, and Risks of Artificial Intelligence in the Financial Services Sector (TREAS-DO-2024-0011, June 12, 2024) Request for Comment, Commodity Futures Trading Commission (CFTC), The Use of Artificial Intelligence (AI) in CFTC-regulated derivatives markets (Fed. Reg. 89, 65,606, August 12, 2024) Final Rule, Security Exchange Commission, on Cybersecurity Risk Management, Strategy, Governance, and Incident Disclosure (88 Fed. Reg. 51,896-51,945, September 5, 2023) Proposed Rule, Security Exchange Commission, on Changes to 14a-8 (87 Fed. Reg. 45,052-45,075, July 27, 2022) Final Rule, Security Exchange Commission, on Share Repurchase Disclosure Modernization (88 Fed. Reg. 36,002-36,063, July 31, 2023) Proposed Rule, Securities and Exchange Commission, Enhanced Disclosures by Certain Investment Advisers and Investment Companies About Environmental, Social, and Governance Investment Practices (87 Fed. Reg. 63,016-63,017, October 18, 2022) Proposed Rule, Securities and Exchange Commission, Outsourcing by Investment Advisers (87 Fed. Reg. 68,816-68,883, November 16, 2022) Proposed Rule, Securities and Exchange Commission; Conflicts of Interest Associated with the Use of Predictive Data Analytics by Broker-Dealers and Investment Advisers (88 Fed. Reg. 53,960- 54,024, August 9, 2023) Proposed Rule, Security Exchange Commission, on Private Fund Advisers (87 FR 16,886, February 9, 2022) Proposed Rule, Security Exchange Commission, on Safeguarding Advisory Client Assets (88 Fed. Reg 14,672-14,792, March 9, 2023) Proposed Rule, Public Company Accounting Oversight Board; Amendments to PCAOB Auditing Standards related to a Companys Noncompliance with Laws and Regulations (PCAOB Release No. 2023-003/PCAOB Rulemaking Docket Matter No. 051, June 6, 2023) Various issues relating to SEC Best Interest and Enhancing Investment Adviser Regulation relating to broker-dealers, registered investment advisers, conflicts of interest; potential federal preemption of state fiduciary standards; CFTCs de minimis Exception for Swap Dealers; Securities and Exchange Commission amendments to the Commissioners whistleblower rules file no. S7-16-18; proxy process, proxy advisory firms, and other related aspects of corporate governance; corporate common ownership; adoption of the current expected credit loss (CECL) accounting standard; role of credit reporting agencies (CRAs) in the U.S. economy; debt collection practices (regulation F) under the Fair Debt Collection Practices Act (P.L. 95-109); qualified mortgage definition under the Truth in Lending Act (P.L. 90-321) (Regulation Z); Financial Stability Oversight Council activities, including the approach to and designation of systemic importance and risk of nonbank financial companies and firms; Federal Reserve Systems Large Institution Supervision Coordinating Committee; potential housing finance reform legislation; enforcement of Securities and Exchange Commission penalties; federal interest rate authority; Anti-Money Laundering (AML) and Bank Secrecy Act (BSA) reform; electronic consent-based SSN Verification Service (eCBSV); environmental, social, and governance (ESG) enforcement; information collection under the Community Reinvestment Act (CRA) (P.L. 95-128); potential Financial Transaction Tax (FTT); potential Treasury Department proposal relating to tax reporting by banks; investment company cross trading; potential money market fund reform measures; transition to the secured overnight financing rate; implementation of SEC Rule 15c2-11; Department of Labor fiduciary advice exemption: PTE 2020-02; benefits of risk-based pricing; mobile disclosures; modernization of the Credit Repair Organizations Act (enacted as Title IV of the Consumer Credit Protection Act, P.L. 90-321); Internal Revenue Service Priority Guidance Plan; Financial Accounting Standards Board improvements to income tax disclosures; climate-related financial risk management for large banks; Consumer Financial Protection Bureau (CFPB) regulatory sandbox for disclosures; CFPB Policy Fellowship program; CFPB amendment of its Supervision and Examination Manual; CFPB conflation of Distinct Statutory Concepts of Unfairness and Discrimination; CFPB Small Business Advisory Review Panels Rulemaking on Personal Financial Data Rights; CFPB implementation of the Small Business Lending Data Collection Rule (the 1071 Rule); SEC Open-End Fund Liquidity Risk Management Programs and Swing Pricing; Form N-PORT Reporting (File Number S7-26-22); Federal Deposit Insurance Corporation Proposal on Corporate Governance and Risk Management; Basel III Endgame Rule; FDIC Monitoring of Investment Funds Passivity Agreements; issues related to the Export-Import Bank of the United States; European Commission debates over stricter rules on third-party delegation; European Union Capital Markets Union; retail participation in capital markets; United Kingdom pensions reform; European Unions Corporate Sustainability Due Diligence Directive (CSDDD); EU sustainable finance action plan and incorporating ESG factors into financial services; reporting metrics of American companies under the EUs Corporate Sustainability Reporting Directive and Corporate Sustainability Due Diligence Directive; reporting metrics of American companies under the California climate disclosure laws; reporting metrics of American companies on diversity, equity, and inclusion; reporting metrics of American companies on executive compensation; reporting metrics for private companies under Securities and Exchange Commission rules; reform to the function of the Public Company Accounting Oversight Board; interconnectedness of the SECs rulemaking agenda; potential rulemaking regarding Section 956 of the Dodd-Frank Act (P.L. 111-203); SEC Staff Report Review of the Accredited Investor Definition under the Dodd Frank Act; index fund passivity; oversight issues and potential legislation on third party litigation funding (including its national security implications)

H.R. 500, Financial Exploitation Prevention Act of 2023 H.R. 1807, Improving Disclosure for Investors Act of 2023 H.R. 2627, Increasing Investor Opportunities Act H.R. 2799, Expanding Access to Capital Act of 2023 H.R. 3063, Retirement Fairness for Charities and Educational Institutions Act of 2023 H.R. 3812, Financial Stability Oversight Council Improvement Act of 2023 H.R. 4645, Empowering Shareholders Act of 2023 H.R. 4790, Prioritizing Economic Growth Over Woke Policies Act H.R. 6783, Capital Markets Financing and Economic Growth Investments Act of 2023 H.R. 7030, Review the Expansion of Government Act of 2024 H.R. 8339, SEC Reform and Restructuring Act H.R. 8478, Empowering States to Protect Seniors Against Bad Actors Act H.J. Res. 120, Congressional Disapproval of FSOC rule on "Guidance on Nonbank Financial Company Determinations" S. 1481, Financial Exploitation Prevention Act of 2023 S. 3601, Financial Stability Oversight Council Improvement Act of 2024 S. 3735, Protecting Innovation in Investment Act S. 3815, Improving Disclosure for Investors Act of 2024 S. 4371, Empowering States to Protect Seniors Against Bad Actors Act S. 4917, Retirement Fairness for Charities and Educational Institutions Act of 2024 S. 5139, Empowering Main Street in America Act Outbound investment screening General concerns regarding the volume, interconnectedness, and length of comment periods of SEC proposals SEC mandatory swing pricing, hard close, and liquidity risk management proposal SEC predictive data analytics proposal Streamline and modernize the SEC staff no-action letter/guidance and exemptive order process Resolution recognizing the 100th anniversary of the Mutual Fund

Client expense: $2,150,000 · Firm income: Not reported

H.R.760 - Chinese Military and Surveillance Company Sanctions Act of 2023; H.R. 1807, the Improving Disclosure for Investors Act of 2023; H.R. 1837, the Investing in Our Communities Act; H.R. 2590, Unlocking Capital for Small Business Act; H.R. 2627 - Increasing Investor Opportunities Act (closed-end fund bill); H.R. 2799, Expanding Access of Capital Act of 2023; H.R. 3063, Retirement Fairness for Charities and Education Institutions Act; H.R. 3136 - The National Critical Capabilities Defense Act; H.R. 4237, a bill to amend the Investment Advisers Act of 1940 and the Employee Retirement Income Security Act of 1974 to specify requirements concerning the consideration of pecuniary and non-pecuniary factors; HR 4551, the "Protecting Investors Personally Identifiable Information Act" (attached to Capital Markets Subcommittee hearing on 3/20/24); H.R. 4763 - the Financial Innovation and Technology for the 21st Century Act; H.R.4766 - Clarity for Payment Stablecoins Act of 2023; H.R. 4767 - Protecting American's Retirement Savings from Politics Act; H.R. 8339, the "SEC Reform and Restructure Act; H.R. 8773, FY 2025 Financial Services and General Government Appropriations Bill (3 provisions in the FSGG Bill Report pertaining to the SEC: PDA rule withdrawal, economic analysis enhancement, sensible implementation); H.R. 8818, American Privacy Rights Act; H.J. Res. 109. Providing for congressional disapproval of the rule submitted by the SEC related to "Staff Accounting Bulletin No. 121."; H.J. Res. 116, providing for congressional disapproval of DOL's independent contractor rule; H. J. Res 142, Providing for congressional disapproval of the Department of Labor fiduciary rule; S.2678 - Outbound Investment Transparency Act of 2023; S. 3815 - the Improving Disclosure for Investors Act of 2024; S. 4628, National Defense Authorization Act for Fiscal Year 2025 (China-related provisions); S. 4760, Digital Commodities Consumer Protection Act of 2022; S. 4917 - Retirement Fairness for Charities and Educational Institutions Act of 2024; S.5139 - A bill to amend the Securities Act of 1933 to address emerging growth companies, and for other purposes (the Empowering Main Street in America Act); S.J. Res.__, a Joint Resolution providing for congressional disapproval of the rule submitted by the SEC related to "Staff Accounting Bulletin No. 121."; H.R. ___, To codify the special purpose broker dealer, and for other purposes; H.R. ____, to exempt 144a fixed income securities from Rule 15c2-11; HR ____, to require an assessment and report to Congress on the adequacy of the SECs cost-benefit analysis with respect to major rulemakings (attached to Capital Markets Subcommittee hearing on 3/20/24); HR ____, to mandate minimum comment periods of at least 60 days for all SEC-initiated rulemakings, with certain exceptions, calculated from the date published in the Federal Register (attached to Capital Markets Subcommittee hearing on 3/20/24); HR ____, to require the Commission to review certain reviewable actions by SEC staff (attached to Capital Markets Subcommittee hearing on 3/20/24); HR ____, to require the semi-annual testimony of the Chairman of the SEC before the Committee on Financial Services of the House of Representatives and the Committee on Banking, Housing, and Urban Affairs of the Senate, with testimony on at least one instance to include the testimony of the entire Commission (attached to Capital Markets Subcommittee hearing on 3/20/24); Prudential agency (Federal Reserve, OCC and FDIC) proposal to implement the Basel Endgame reforms in the U.S. and congressional (U.S. House and Senate) oversight of the same, including revisions to the trading book capital rules, stress testing, capital surcharges and buffers; Biden Administration executive order related to China; SEC Open-End Fund Liquidity Risk Management Programs and Swing Pricing proposed rule; SEC Amendments to NMS Plan for the Consolidated Audit Trail-Data Security; SEC Staff Accounting Bulletin 121; SEC Security-based Swaps Large Position Reporting proposed rule; SEC proposed rule regarding the safeguarding of client assets (custody proposal); SEC proposed rule on Predictive Data Analytics; SEC proposal regarding reporting of Securities Loans; SEC proposals to modify equity market structure; SEC final rule related to clearing of U.S. Treasury securities; SEC proposed rule to address Volume-Based Exchange Transaction Pricing for NMS Stocks; Senator Stabenow's Discussion Draft cryptocurrency legislation; SEC CAT Fee filings by the SROs; SEC approval of SROs rules limiting exchange liability; SEC enforcement cases related to off-channel communications; CFPB enforcement action relating to the National Collegiate Student Loan Trusts; FDIC Brokered Deposit Proposal; FDIC Proposal to amend change in Bank Control Action Regulations.

PCAOB legislation relating to whistleblower, information sharing, disciplinary proceedings, including S. 865: The PCAOB Enforcement Transparency Act of 2023 and S. 811: SEC Whistleblower Reform Act of 2023 Implementation of Holding Foreign Companies Accountable Act, the Accelerated Holding Foreign Companies Accountable Act, and other related China oversight, including the Trusted Foreign Auditing Act of 2023 (H.R. 6769 / S. 3494) and other related draft legislation Establishing New Authorities for Businesses Laundering and Enabling Risks to Security (ENABLERS) Act, passed in the 117th Congress (Contained in H.R. 7900: The National Defense Authorization Act for FY 2023) ESG/Climate Disclosure Proposals Independence of Accounting Standard Setting H.R. 2670; the National Defense Authorization Act for FY 2024, issues related to DoD contractor conflicts of interest S. 1045 and H.R. 2972: Failed Bank Executives Clawback Act (Section 2 (9)(B)), S. 2190: RECOUP Act (Recovering Executive Compensation Obtained from Unaccountable Practices Act of 2023) PCAOB Release No. 2023-003 (NOCLAR) H.R.3541 - Accounting STEM Pursuit Act of 2023 H.R. 2603 - To require the Securities and Exchange Commission to revise certain thresholds related to smaller reporting companies, accelerated filers, and large accelerated filers, and for other purposes H.R. 8339, the SEC Reform and Restructuring Act (specifically the title related to Streamlining Public Company Accounting Oversight) Draft legislation related to auditing and AI S.3087 - PROOF Act

Client expense: $360,000 · Firm income: Not reported

H.R. 448, Putting Investors First Act of 2023 H.R. 758, Promoting Access to Capital in Underbanked Communities Act of 2023 H.R. 835, Fair Investment Opportunities for Professional Experts Act H.R. 1010/S. 453, Prohibiting IRS Financial Surveillance Act H.R. 1410, Consumer Financial Protection Commission Act H.R. 1548, Improving Access to Small Business Information Act H.R. 1553, Helping Angels Lead our Startups (HALOS) Act H.R. 1579, Accredited Investor Definition Review Act H.R. 2608, To amend the Federal securities laws to specify the periods for which financial statements are required to be provided by an emerging growth company, and for other purposes H.R. 2610, To amend the Securities Exchange Act of 1934 to specify certain registration statement contents for emerging growth companies, to permit issuers to file draft registration statements with the Securities and Exchange Commission for confidential review, and for other purposes H.R. 2612, Gig Worker Equity Compensation Act H.R. 2627, Increasing Investor Opportunities Act H.R. 2652, Investment Opportunity Expansion Act H.R. 2792, Small Entity Update Act H.R. 2793, Encouraging Public Offerings Act of 2023 H.R. 2795, Enhancing Multi-Class Share Disclosures Act H.R. 2796, Promoting Opportunities for Non-Traditional Capital Formation Act H.R. 2797, Equal Opportunity for All Investors Act H.R. 2798, CFPB Transparency and Accountability Reform Act H.R. 2799/S. 3815, Expanding Access to Capital Act of 2023 H.R. 2812, Middle Market IPO Underwriting Cost Act H.R. 3063, Retirement Fairness for Charities and Educational Institutions Act H.R. 3161, CDFI Fund Transparency Act H.R. 4035, Protecting Small Business Information Act of 2023 H.R. 4168/S. 2005, Mandatory Materiality Requirement Act of 2023 H.R. 4177/S. 2007, Improving Corporate Governance Through Diversity Act of 2023 H.R. 4366, Consolidated Appropriations Act, 2024, including provisions related to Senate Amendment 1217 and Senate Amendment 1092 H.R. 4664/S. 2309, Making appropriations for financial services and general government for the fiscal year ending September 30, 2024, and for other purposes H.R. 4823, American Financial Institution Regulator Sovereignty and Transparency Act H.R. 5488/S. 2805, Protecting Our Courts from Foreign Manipulation Act of 2023 H.R. 7000/S. 3592, Business of Insurance Regulatory Reform Act of 2024 H.R. 7092/S. 3676, Protecting Private Job Creators Act H.R. 7470/S.3823, Secure U.S. Leadership in Space Act of 2024 H.R. 8070, Service Member Quality of Life Improvement and National Defense Authorization for Fiscal Year 2025 H.R. 8337, Bank Resilience and Regulatory Improvement Act H.R. 8338, Clarity in Lending Act H.R. 8339, SEC Reform and Restructuring Act H.R. 8773, Financial Services and General Government Appropriations Act, 2025 S. 638, Disclosure of Tax Havens and Offshoring Act S. 3541, Fair Audits and Inspections for Regulators Exams Act H.J.Res. 100 / S.J.Res. 50, Providing for congressional disapproval under chapter 8 of title 5, United States Code, of the rule submitted by the Securities and Exchange Commission relating to "Cybersecurity Risk Management, Strategy, Governance, and Incident Disclosure" H.J.Res. 120, Providing for congressional disapproval under chapter 8 of title 5, United States Code, of the rule submitted by the Financial Stability Oversight Council related to "Guidance on Nonbank Financial Company Determinations" H.J.Res. 122/H.J.Res.121/S.J.Res.70, Providing for congressional disapproval under chapter 8 of title 5, United States Code, of the rule submitted by the Bureau of Consumer Financial Protection relating to "Credit Card Penalty Fees (Regulation Z)" Draft legislation titled Accredited Investor Self-Certification Act Potential legislation on environmental, social, and governance issues Potential legislation to reform the Securities and Exchange Commission Potential legislation similar to H.R. 5598, Access to Small Business Investor Capital Act Potential legislation similar to H.R. 2025/S. 840, Litigation Funding Transparency Act SEC Proposed Rule on the Enhancement and Standardization of Climate-Related Disclosures for Investors (87 Fed. Reg. 21,334-21,473, April 11, 2022) Proposed Rule, Securities and Exchange Commission; Open-End Fund Liquidity Risk Management Programs and Swing Pricing; Form N-PORT Reporting (87 Fed. Reg. 77,172-77,296, December 16, 2022) Notice of Proposed Rulemaking, Internal Revenue Service (IRS), Treasury; Excise Tax on Repurchase of Corporate Stock-Procedure and Administration (89 Fed. Reg. 25,829-25,834, April 12, 2024) Notice of Proposed Rulemaking, Section 45V Credit for Production of Clean Hydrogen; Section 48(a)(15) Election To Treat Clean Hydrogen Production Facilities as Energy Property (89 Fed. Reg. 25,551-25,553, April 11, 2024) Proposed Rule, Public Company Accounting Oversight Board; Amendments to Reporting Requirements for Registered Firms (PCAOB Release No. 2024-003, April 9, 2024; PCAOB Rulemaking Docket Matter No. 055) Proposed Rule, Public Company Accounting Oversight Board; Amendments to False or Misleading Statements Concerning PCAOB Registration and Oversight and Constructive Requests to Withdraw from Registration (PCAOB Release No. 2024-001, February 27, 2024; PCAOB Rulemaking Docket Matter No. 054) Proposed Rule, Public Company Accounting Oversight Board; Amendments to Firm and Engagement Metrics (PCAOB Release No. 2024-002, April 9, 2024; PCAOB Rulemaking Docket Matter No. 041) Final Rule, Security Exchange Commission on Cybersecurity Risk Management, Strategy, Governance, and Incident Disclosure (88 Fed. Reg. 51,896-51,945, September 5, 2023) Proposed Rule, Security Exchange Commission on Changes to 14a-8 (87 Fed. Reg. 45,052-45,075, July 27, 2022) Proposed Rule, Consumer Financial Protection Bureau; Overdraft Lending: Very Large Financial Institutions (89 Fed. Reg. 13,852-13,908, February 23, 2024) Final Rule, Security Exchange Commission on Share Repurchase Disclosure Modernization (88 Fed. Reg. 36,002-36,063, July 31, 2023) Proposed Rule, FSOC Authority to Require Supervision and Regulation of Certain Nonbank Financial Companies, Proposed Interpretive Guidance (88 Fed. Reg. 26,234-26,244, April 28, 2023) Proposed Rule, FSOC Analytic Framework for Financial Stability Risk Identification, Assessment, and Response, Proposed Analytic Framework (88 Fed. Reg. 26,305-26,311, April 28, 2023) Proposed Rule, Securities and Exchange Commission; Conflicts of Interest Associated with the Use of Predictive Data Analytics by Broker-Dealers and Investment Advisers (88 Fed. Reg. 53,960- 54,024, August 9, 2023) Proposed Rule, Security Exchange Commission on Private Fund Advisers (87 FR 16,886, February 9, 2022) Proposed Rule, Security Exchange Commission on Safeguarding Advisory Client Assets (88 Fed. Reg 14,672-14,792, March 9, 2023) Proposed Rule, Federal Deposit Insurance Corporation; Request for Comment on Proposed Statement of Policy on Bank Merger Transactions (89 Fed. Reg. 29,222-29,244, April 19, 2024) Proposed Rule, Public Company Accounting Oversight Board; Amendments to PCAOB Auditing Standards related to a Companys Noncompliance with Laws and Regulations (PCAOB Release No. 2023-003/PCAOB Rulemaking Docket Matter No. 051, June 6, 2023) Notice and Request for Comment, Consumer Financial Protection Bureau; Agency Information Collection Activities (89 Fed. Reg 4,281-4,282, January 23, 2024) Proposed Rule, Consumer Financial Protection Bureau; Defining Larger Participants of a Market for General Use Digital Consumer Payment Applications (88 Fed. Reg. 80,197-80,216, November 17, 2023) Various issues relating to SEC Best Interest and Enhancing Investment Adviser Regulation relating to broker-dealers, registered investment advisers, conflicts of interest; potential federal preemption of state fiduciary standards; CFTCs de minimis Exception for Swap Dealers; Securities and Exchange Commission amendments to the Commissioners whistleblower rules file no. S7-16-18; proxy process, proxy advisory firms, and other related aspects of corporate governance corporate common ownership; adoption of the current expected credit loss (CECL) accounting standard; role of credit reporting agencies (CRAs) in the U.S. economy; debt collection practices (regulation F) under the Fair Debt Collection Practices Act (P.L. 95-109); qualified mortgage definition under the Truth in Lending Act (P.L. 90-321) (Regulation Z); Financial Stability Oversight Council activities, including the approach to and designation of systemic importance and risk of nonbank financial companies and firms; Federal Reserve Systems Large Institution Supervision Coordinating Committee; potential housing finance reform legislation; enforcement of Securities and Exchange Commission penalties; federal interest rate authority; Anti-Money Laundering (AML) and Bank Secrecy Act (BSA) reform; electronic consent-based SSN Verification Service (eCBSV); environmental, social, and governance (ESG) enforcement; information collection under the Community Reinvestment Act (CRA) (P.L. 95-128); potential Financial Transaction Tax (FTT); potential Treasury Department proposal relating to tax reporting by banks; investment company cross trading; potential money market fund reform measures; transition to the secured overnight financing rate; implementation of SEC Rule 15c2-11; Department of Labor fiduciary advice exemption: PTE 2020-02; benefits of risk-based pricing; mobile disclosures; modernization of the Credit Repair Organizations Act (enacted as Title IV of the Consumer Credit Protection Act, P.L. 90-321); Internal Revenue Service Priority Guidance Plan; Federal Trade Commission issues: Freedom of Information Act Requests, Penalty Offense Authority, Zombie Voting, and overall direction of the Commission under Chair Lina Khan; Financial Accounting Standards Board improvements to income tax disclosures; Climate-Related Financial Risk Management for Large Banks; CFPB regulatory sandbox for disclosures; CFPB Policy Fellowship program; CFPB amendment of its Supervision and Examination Manual; CFPB conflation of Distinct Statutory Concepts of Unfairness and Discrimination; CFPB Small Business Advisory Review Panels Rulemaking on Personal Financial Data Rights; CFPB implementation of the Small Business Lending Data Collection Rule (the 1071 Rule); SEC Open-End Fund Liquidity Risk Management Programs and Swing Pricing; Form N-PORT Reporting (File Number S7-26-22); Federal Deposit Insurance Corporation Proposal on Corporate Governance and Risk Management; Basel III Endgame Rule; FDIC Monitoring of Investment Funds Passivity Agreements; issues related to the Export-Import Bank of the United States; EU sustainable finance action plan and incorporating ESG factors into financial services; reporting metrics of American companies under the EUs Corporate Sustainability Reporting Directive and Corporate Sustainability Due Diligence Directive; reporting metrics of American companies under the California climate disclosure laws; interconnectedness of the SECs rulemaking agenda; potential rulemaking regarding Section 956 of the Dodd-Frank Act (P.L. 111-203); SEC Staff Report Review of the Accredited Investor Definition under the Dodd Frank Act index fund passivity; oversight issues and potential legislation on third party litigation funding (including its national security implications)

SEC Good Governance Reform H.R.8339, SEC Reform and Restructuring Act

Client expense: $1,490,000 · Firm income: Not reported

Government targets: HOUSE OF REPRESENTATIVES, SENATE

H.R. 500, Financial Exploitation Prevention Act of 2023 H.R. 1807, Improving Disclosure for Investors Act of 2023 H.R. 2627, Increasing Investor Opportunities Act H.R. 2799, Expanding Access to Capital Act of 2023 H.R. 3063, Retirement Fairness for Charities and Educational Institutions Act of 2023 H.R. 3812, Financial Stability Oversight Council Improvement Act of 2023 H.R. 4168, Mandatory Materiality Requirement Act of 2023 H.R. 4237, Ensuring Sound Guidance Act H.R. 4600, Protecting Retail Investors Savings Act H.R. 4645, Empowering Shareholders Act of 2023 H.R. 4767, Protecting Americans Retirement Savings from Politics Act H.R. 4790, GUARDRAIL Act of 2023 H.R. 6783, Capital Markets Financing and Economic Growth Investments Act of 2023 H.R. 7030, Review the Expansion of Government Act of 2024 H.R. 8239, SEC Regulatory Accountability Act H.R. 8339, SEC Reform and Restructuring Act H.J. Res. 120, Congressional Disapproval of FSOC rule on "Guidance on Nonbank Financial Company Determinations" S. 1481, Financial Exploitation Prevention Act of 2023 S. 2005, Mandatory Materiality Requirement Act of 2023 S. 2700, INDEX Act S. 3601, Financial Stability Oversight Council Improvement Act of 2024 S. 3735, Protecting Innovation in Investment Act S. 3815, Improving Disclosure for Investors Act of 2024 S. 4586, Stop Funding the CCP Through A-Shares Act S. 4589, Safeguarding US Financial Leadership Against Communist China Act S. 4590, TRADE SAFE Act General concerns regarding the volume, interconnectedness, and length of comment periods of SEC proposals SEC mandatory swing pricing, hard close, and liquidity risk management proposal SEC predictive data analytics proposal Streamline and modernize the SEC staff no-action letter/guidance and exemptive order process Outbound investment screening Resolution recognizing the 100th anniversary of the Mutual Fund

H.R.760 - Chinese Military and Surveillance Company Sanctions Act of 2023; H.R. 1807, the Improving Disclosure for Investors Act of 2023; H.R. 1837, the Investing in Our Communities Act; H.R. 2590, Unlocking Capital for Small Business Act; H.R. 2799, Expanding Access of Capital Act of 2023; H.R. 3063, Retirement Fairness for Charities and Education Institutions Act, Expanding the Protection for Research Reports to Cover all Securities of All Issuers; H.R. 3136 - The National Critical Capabilities Defense Act; H.R. 4237, a bill to amend the Investment Advisers Act of 1940 and the Employee Retirement Income Security Act of 1974 to specify requirements concerning the consideration of pecuniary and non-pecuniary factors; HR 4551, the "Protecting Investors Personally Identifiable Information Act" (attached to Capital Markets Subcommittee hearing on 3/20/24); H.R. 4664 and S. 2309, the Fiscal Year 2024 Financial Services and General Government Appropriations bill related to Consolidated Audit Trail and SEC regulatory agenda; H.R. 4763 - the Financial Innovation and Technology for the 21st Century Act; H.R.4766 - Clarity for Payment Stablecoins Act of 2023. H.R. 4767 - Protecting American's Retirement Savings from Politics Act; HR 7030, the Review the Expansion of Government Act of 2024 or the REG Act of 2024 (attached to Capital Markets Subcommittee hearing on 3/20/24); HR 7902, the "Protecting Private Job Creators Act" (exempts fixed income securities from 15c2-11 disclosure) (attached to Capital Markets Subcommittee hearing on 3/20/24); H.R. 8339, the "SEC Reform and Restructure Act; H.R. 8773, FY 2025 Financial Services and General Government Appropriations Bill (3 provisions in the FSGG Bill Report pertaining to the SEC: PDA rule withdrawal, economic analysis enhancement, sensible implementation); H.R. 8818, American Privacy Rights Act; H.J. Res. 100, Providing for congressional disapproval of SEC's Cybersecurity disclosure rule; H.J. Res. 109. Providing for congressional disapproval of the rule submitted by the SEC related to "Staff Accounting Bulletin No. 121."; H.J. Res. 116, providing for congressional disapproval of DOL's independent contractor rule; S. 1695, the American Infrastructure Bonds Act of 2023; S.2678 - Outbound Investment Transparency Act of 2023; S. 4760, Digital Commodities Consumer Protection Act of 2022; S.J.Res.__, a Joint Resolution providing for congressional disapproval of the rule submitted by the SEC related to "Staff Accounting Bulletin No. 121."; H.R. ____, to exempt 144a fixed income securities from Rule 15c2-11; HR ____, to require an assessment and report to Congress on the adequacy of the SECs cost-benefit analysis with respect to major rulemakings (attached to Capital Markets Subcommittee hearing on 3/20/24); HR ____, to mandate minimum comment periods of at least 60 days for all SEC-initiated rulemakings, with certain exceptions, calculated from the date published in the Federal Register (attached to Capital Markets Subcommittee hearing on 3/20/24); HR ____, to require the Commission to review certain reviewable actions by SEC staff (attached to Capital Markets Subcommittee hearing on 3/20/24); HR ____, to require the semi-annual testimony of the Chairman of the SEC before the Committee on Financial Services of the House of Representatives and the Committee on Banking, Housing, and Urban Affairs of the Senate, with testimony on at least one instance to include the testimony of the entire Commission (attached to Capital Markets Subcommittee hearing on 3/20/24); Prudential agency (Federal Reserve, OCC and FDIC) proposal to implement the Basel Endgame reforms in the U.S. and congressional (U.S. House and Senate) oversight of the same, including revisions to the trading book capital rules, stress testing, capital surcharges and buffers; Biden Administration executive order related to China; SEC Open-End Fund Liquidity Risk Management Programs and Swing Pricing proposed rule; SEC Amendments to NMS Plan for the Consolidated Audit Trail-Data Security; SEC Staff Accounting Bulletin 121; SEC Security-based Swaps Large Position Reporting proposed rule; SEC proposed rule regarding the safeguarding of client assets (custody proposal); SEC proposed rule on Predictive Data Analytics; SEC proposal regarding reporting of Securities Loans; SEC proposals to modify equity market structure; SEC final rule related to clearing of U.S. Treasury securities; SEC proposed rule to address Volume-Based Exchange Transaction Pricing for NMS Stocks; SEC final rule on short sale data.

PCAOB legislation relating to whistleblower, information sharing, disciplinary proceedings, including S. 865: The PCAOB Enforcement Transparency Act of 2023 and S. 811: SEC Whistleblower Reform Act of 2023 Implementation of Holding Foreign Companies Accountable Act, the Accelerated Holding Foreign Companies Accountable Act, and other related China oversight, including the Trusted Foreign Auditing Act of 2023 (H.R. 6769 / S. 3494) and other related draft legislation Establishing New Authorities for Businesses Laundering and Enabling Risks to Security (ENABLERS) Act, passed in the 117th Congress (Contained in H.R. 7900: The National Defense Authorization Act for FY 2023) ESG/Climate Disclosure Proposals Independence of Accounting Standard Setting H.R. 2670; the National Defense Authorization Act for FY 2024, issues related to DoD contractor conflicts of interest S. 1045 and H.R. 2972: Failed Bank Executives Clawback Act (Section 2 (9)(B)), S. 2190: RECOUP Act (Recovering Executive Compensation Obtained from Unaccountable Practices Act of 2023) PCAOB Release No. 2023-003 (NOCLAR) H.R.3541 - Accounting STEM Pursuit Act of 2023 H.R. 2603 - To require the Securities and Exchange Commission to revise certain thresholds related to smaller reporting companies, accelerated filers, and large accelerated filers, and for other purposes H.R. 8339, the SEC Reform and Restructuring Act (specifically the title related to Streamlining Public Company Accounting Oversight) Draft legislation related to auditing and AI S.3087 - PROOF Act

Client expense: $510,000 · Firm income: Not reported