,,ii  #aagth ,,congress  #b;d ,session  
,s4 #dheg  ,,in ,,the ,,senate ,,of     
,,the ,,united ,,states  ,september #ae1
 #bjbb,mr4 ,reed 7for himself1 ,ms4     
,cortez ,masto1 and ,ms4 ,warren7       
introduced the following bill2 which was
 read twice and referred to the         
,committee on ,banking1 ,housing1 and   
,urban ,affairs  ,a ,,bill  ,to amend   
the ,securities ,exchange ,act of #aicd 
to require companies to file public     
reports after meeting certain           
quantitative thresholds1 and for other  
purposes4  #a4 ,short title ,this ,act  
may be cited as the ,private ,markets   
,transparency and ,accountability ,act4 
#b4 ,requirement to file registration   
statement  7a7 ,in general ,section     
#ab7;g7 of the ,securities ,exchange    
,act of #aicd 7#ae ,u4,s4,c4 #ghl7g77 is
 amended-- 7#a7 in paragraph 7#a7-- 7,a7
 in subparagraph 7,a7-- 7i7 in clause   
7i71 by moving the margins #b ems to the
 right2 and  7ii7 in clause 7ii7-- 7,i7 
by moving the margins #b ems to the     

right2 and  7,,ii7 by striking and at   
the end2  7,b7 by redesignating         
subparagraph 7,b7 as subparagraph 7,d72 
and  7,c7 by inserting after            
subparagraph 7,a7 the following3  7,b7  
within #ah months after the last day of 
the first fiscal year ended on which the
 issuer has a valuation exceeding       
#gjj1jjj1jjj 7excluding the value of    
shares held by affiliates of the        
issuer71  7,c7 within #ah months after  
the last day of the first fiscal year   
ended on which the issuer has-- 7i7     
revenues exceeding #e1jjj1jjj1jjj2 and  
7ii7 not less than #e1jjj employees1 and
  2  7#b7 in paragraph 7#d7-- 7,a7 in   
the first sentence-- 7i7 by striking    
,registration and inserting the         
following3 ,except in the case of an    
issuer1 the registration of a security  
of which is required under paragraph    
7#a77;,b71 registration2 and  7ii7 by   
striking persons persons and inserting  
persons2 and  7,b7 by inserting after   
the first sentence the following3 ,in   

the case of an issuer1 the registration 
of a security of which is required under
 paragraph 7#a77;,b71 registration of   
the security may be terminated at the   
discretion of the ,commission if the    
,commission finds1 based on a           
certification submitted by the issuer   
under paragraph 7#g71 and such other    
data and information as the ,commission 
may require1 that the valuation of the  
issuer has fallen below #bej1jjj1jjj42  
and  7#c7 by adding at the end the      
following3  7#g7 ,certification required
 ,with respect to an issuer1 the        
registration of a security of which is  
required under paragraph 7#a77;,b71 the 
issuer shall submit to the ,commission  
an annual certification with respect to 
the value of shares held by affiliates  
of the issuer 7along with shareholdings 
of those affiliates71 beginning on the  
date on which that security is first    
registered under that provision or such 
earlier date on which the ,commission   
requests information about the valuation

 of the issuer or the holdings of the   
affiliates of the issuer4  7#h7         
,registration  7,a7 ,in general ,except 
as provided in subparagraph 7,b71 with  
respect to an issuer1 the registration  
of a security of which is required under
 subparagraph 7,b7 or 7,c7 of paragraph 
7#a71 the issuer shall file with the    
,commission such supplementary and      
periodic information1 documents1 and    
reports as may be required by the       
,commission under section #ac for a     
security registered under this section4 
7,b7 ,application ,the requirement under
 subparagraph 7,a7 shall cease to apply 
with respect to an issuer on the earlier
 of-- 7i7 #ah months after the first    
fiscal year on which the issuer meets   
the thresholds in subparagraph 7,a7 or  
7,b7 of paragraph 7#a72 or  7ii7 the    
date of the first sale of common equity 
securities of the issuer pursuant to an 
effective registration statement under  
the ,securities ,act of #aicc 7#ae      
,u4,s4,c4 #gg;a et seq474  7#i7         

,definitions2 determinations  7,a7      
,definitions ,for purposes of paragraphs
 7#a7 and 7#g71 with respect to an      
issuer-- 7i7 the term affiliate has the 
meaning given the term in section       
#bcj4dje of title #ag1 ,code of ,federal
 ,regulations1 as in effect on the date 
of enactment of this paragraph2 and     
7ii7 the term employee includes-- 7,i7  
any individual performing clerical1     
administrative1 support1 or other       
similar function for the issuer2 and    
7,,ii7 any independent contractor acting
 on behalf of the issuer4  7,b7         
,determinations ,the procedures and     
criteria to be used in determining the  
valuation of an issuer for the purposes 
of paragraph 7#a77;,b7 may1 as          
determined by the ,commission1 by rule--
 7i7 require a minimum trading period2  
7ii7 rely on sales in a private market2 
or  7iii7 rely on certified financial   
statements4  4  7b7 ,rules  7#a7        
,filings ,the ,securities and ,exchange 
,commission may1 by rule1 as the        

,commission determines consistent with  
the public interest and the protection  
of investors1 tailor the content of the 
information1 documents1 or reports      
required to be filed by an issuer1 the  
registration of a security of which is  
required under paragraph 7#a77;,c7 of   
section #ab7;g77#a7 of the ,securities  
,exchange ,act of #aicd 7#ae ,u4,s4,c4  
#ghl7g77#a771 as added by subsection    
7a74  7#b7 ,transition thresholds ,the  
,securities and ,exchange ,commission   
may1 by rule1 establish transition      
thresholds for exiting from status as a 
reporting company under subparagraphs   
7,b7 and 7,c7 of section #ab7;g77#a7 of 
the ,securities ,exchange ,act of #aicd 
7#ae ,u4,s4,c4 #ghl7g77#a771 as added by
 subsection 7a74  7#c7 ,investment      
companies  7,a7 ,definition ,in this    
paragraph1 the term covered investment  
company means a person that is excluded 
from the definition of investment       
company under subsection 7b7 or 7c7 of  
section #c of the ,investment ,company  

,act of #aidj 7#ae ,u4,s4,c4 #hj;a-#c74 
7,b7 ,potential exemption ,the          
,securities and ,exchange ,commission   
may1 by rule1 exempt covered investment 
companies from the meaning of the term  
issuer for purposes of subparagraph 7,b7
 of section #ab7;g77#a7 of the          
,securities ,exchange ,act of #aicd 7#ae
 ,u4,s4,c4 #ghl7g77#a771 as added by    
subsection 7a71 if the ,commission finds
 that doing so is-- 7i7 necessary or    
appropriate in the public interest or   
for the protection of investors2 or     
7ii7 otherwise in furtherance of the    
purposes of the ,securities ,exchange   
,act of #aicd 7#ae ,u4,s4,c4 #gh;a et   
seq474