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Federal Register / Vol. 86, No. 21 / Wednesday, February 3, 2021 / Rules and Regulations The Commission has sought to reduce the risk that Sensitive PII included in EDGAR submissions may result in financial or personal harm to individuals, and will continue to do so.13 We believe that the description of Sensitive PII in Rule 15a1 as proposed is broad enough to encompass the examples provided by the commenter in relevant circumstances and to provide the Commission with the flexibility to reduce the risk of financial or personal harm to individuals.14 We believe it is appropriate to retain flexibility in the description as the categories of what constitutes Sensitive PII continue to evolve in light of new technology and expectations of privacy.
The same commenter also suggested that the Commission provide that filers may initiate a request for redaction or removal of information from a submission containing Sensitive PII, including from any submissions made prior to the effectiveness of the rule. The commenter stated that the inclusion of Sensitive PII in historical EDGAR
submissions whether inadvertent or intentional cannot be retroactively corrected by making an additional filer corrective disclosure. Moreover, the commenter suggested that the rule require the Commission to redact or remove such information if the filer demonstrates that the submission contains Sensitive PII.15
The Commission currently receives requests from filers for redaction or removal of information from submissions containing Sensitive PII, and we anticipate continuing to receive and evaluate such requests. We do not believe, however, that the Commission should be required to redact or remove Sensitive PII each time a filer requests it. We believe it is appropriate to retain the flexibility to consider the accuracy of EDGAR information publicly disseminated on the Commissions website, the nature of and
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13 See
Proposing Release, supra footnote 1, at
58019.
14 The description of Sensitive PII that the Commission is adopting in Rule 15 is generally consistent with the Privacy Act and other statements of the Commission. See Updated Disclosure Requirements and Summary Prospectus for Variable Annuity and Variable Life Insurance Contracts, Release No. 3310765 Mar. 11, 2020 85
FR 25964 May 1, 2020; FAST Act Modernization and Simplification of Regulation SK, Release No.
3310618 Mar. 20, 2019 84 FR 12674 Apr. 2, 2019; Amendments to Forms and Schedules to Remove Provision of Certain Personally Identifiable Information, Release 3310486 Apr. 25, 2018 83
FR 22190 May 14, 2018.
15 See Ropes & Gray Comment Letter stating that the Commission should be required to remove or redact Sensitive PII if a filer demonstrates that the Sensitive PII, if released or allowed to remain publicly available, may result in financial or personal harm to an individual.

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circumstances surrounding the Sensitive PII at issue, and the Commissions administrative and technical capacity to address the request. If a filer demonstrates that a submission contains Sensitive PII, the Commission will initially work with the filer to facilitate submission of a version in which the Sensitive PII is redacted.
The Commission will then exercise its discretion to determine whether the redacted submission would be adequate or whether additional steps need to be taken pursuant to 17 CFR 232.15a8
Rule 15a8 as described below, including potentially removing information from the Commissions website.16 In any event, regardless of whether there is a request from a filer, the Commission may act to remove, redact, or prevent dissemination of Sensitive PII in a submission pursuant to Rule 15a1 without first notifying the filer or the individual who could experience financial or personal harm if such information was released on EDGAR. The Commissions interest in avoiding a situation in which such information is used to create financial or personal harm may outweigh the need to give notice prior to Commission action, depending on the circumstances.17 We are therefore adopting this provision of the rule as proposed.
2. Cybersecurity Threats We are adopting as proposed 17 CFR
232.15a2, which specifies that the Commission may prevent the submission to EDGAR of any submission that poses a cybersecurity threat, including but not limited to, those containing any malware or virus, and communicate as necessary with the filer regarding the submission. As discussed in the Proposing Release, Commission action to address cybersecurity threats in EDGAR
submissions will benefit all EDGAR
users and promote the reliability and integrity of EDGAR submissions.18 We received no comments on this aspect of the proposal.
3. System and Commission Staff Errors We are adopting as proposed 17 CFR
232.15a3, which specifies that if the Commission determines that a submission has not been processed by EDGAR, has been processed incorrectly by EDGAR, or contains an error 16 See
Section II.A.8.
taking action pursuant to Rule 15a, the Commission will provide notice to the filer and any relevant persons as soon as reasonably practicable.
See 17 CFR 232.15b Rule 15b.
18 See Proposing Release, supra footnote 1, at 58019.
17 After
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attributable to the Commission staff, the Commission may correct and/or prevent dissemination of the submission and communicate as necessary with the filer to facilitate filer corrective disclosure. In each of these circumstances, the Commission typically first attempts to correct the error without unduly burdening filers.19 When necessary, the Commission may work proactively with filers to accomplish filer corrective disclosure.20 We received no comments on this aspect of the proposal.
4. Incorrect EDGAR Identifiers We are adopting as proposed 17 CFR
232.15a4, which specifies that the Commission may remove and/or prevent public dissemination of a submission made under an incorrect EDGAR unique identifying number 21
and communicate as necessary with the filer and others to facilitate a filer corrective disclosure. Sometimes, filers make submissions that are not associated with the correct unique identifying number. These errors can create confusion for filers, investors, and other EDGAR users. The Commission may remove the erroneous submission when such errors cannot be resolved by filer corrective disclosure.
We received no comments on this aspect of the proposal.
5. EDGAR Access Code Disputes We are adopting as proposed 17 CFR
232.15a5, which specifies that the Commission may prevent a filers ability to make submissions if the Commission determines that a dispute exists as to which persons have the authority to make submissions on behalf of the filer, until the dispute is resolved by the disputing parties or by a court of competent jurisdiction. These disputes may arise, for example, when two or more parties each claim control of a filing entity and each demand access to 19 See, e.g., Proposing Release, supra footnote 1, at 58019 discussing Commission practices of correcting system and Commission staff errors without first communicating with the filer.
20 17 CFR 232.103 Rule 103 of Regulation ST
addresses concerns that filers may have about liability when issues arise that are not the fault of the filer. Moreover, Rule 13b of Regulation ST
makes clear that if a filer in good faith attempts to timely file but the filing is delayed due to technical difficulties beyond the filers control, the filer may request an adjustment of the filing date of the document.
21 EDGAR provides each entity a unique identifying number, and submissions made by an entity are associated with that number. If an individual who has access to more than one unique identifying number for example, a filing agent were to make a submission for one entity using another entitys number, it erroneously would appear to EDGAR users that the submission is a filing by the unique identifying number holder. See 17 CFR 232.10b.

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