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Form N23C3A/A Filings

SEC Form N-23C3A/A is an amendment filing used by registered closed-end investment companies to revise a previously submitted notification of a periodic repurchase offer made under Rule 23c-3(b) of the Investment Company Act of 1940.

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What Is SEC Form N-23C3A/A?

SEC Form N-23C3A/A is filed when a fund needs to amend an earlier Form N-23C3A notification of a periodic repurchase offer under Rule 23c-3(b). It is generally used to update, correct, or revise information already provided in the original filing, such as offer terms, dates, or related disclosures.

Key elements typically found in SEC Form N-23C3A/A include:

  • Name of the investment company and Investment Company Act file number
  • Identification of the filing as an amendment to Form N-23C3A
  • Date of the repurchase offer notification
  • Updated terms, dates, or disclosures relating to the periodic repurchase offer
  • Information about the repurchase offer made pursuant to Rule 23c-3(b)
  • Signature or authorization confirming the amended filing

SEC Form N-23C3A/A Filing Deadlines

SEC Form N-23C3A/A does not have a single fixed filing deadline in the same way as certain periodic SEC reports. It is generally filed on an as-needed basis when a fund amends a previously submitted notification of a periodic repurchase offer.

Filing Stage Timeline Details
Original Repurchase Offer Notice As required under Rule 23c-3 The fund first files Form N-23C3A for a periodic repurchase offer under Rule 23c-3(b)
Form N-23C3A/A Filing As needed Filed electronically with the SEC to amend a previously submitted Form N-23C3A
Amendment Effectiveness Upon filing The amended filing updates the record for the related repurchase offer
Ongoing Offer Compliance Not applicable Repurchase offer timing and shareholder notice requirements continue to be governed by Rule 23c-3 and the terms of the offer

Key Things to Know About Form N-23C3A/A Filing Rules

  • Used to Amend a Prior Filing:
    Form N-23C3A/A is not the initial notice. It is used only to amend a previously filed Form N-23C3A.
  • Applies to Rule 23c-3(b) Offers:
    This submission type relates to periodic repurchase offers made under Rule 23c-3(b), rather than discretionary repurchase offers filed under other related submission types.
  • Filed When Updates Are Needed:
    Funds typically use this amendment filing when they need to correct or revise information in the original repurchase offer notification.
  • Part of Interval Fund Repurchase Compliance:
    The filing supports the repurchase offer framework used by interval funds and other registered closed-end funds that provide periodic liquidity to shareholders.
  • Does Not Replace Other Required Disclosures:
    Depending on the facts, funds may still provide related shareholder communications and other SEC disclosures. Teams that follow fund events may also track related materials through a Form 8-K filing

SEC Form N-23C3A/A helps document amendments to a fund’s periodic repurchase offer notice and keeps the SEC filing record current when offer information changes. Check our  Full SEC filers list to view the full list of SEC filers of Form N-23C3A/A.

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