What is a SEC Related Person? | Regulation S-K Item 404

Definition of a “Related Person” under U.S. Frameworks

Under U.S. securities regulations (specifically SEC Regulation S-K) and corporate governance standards, a “Related Person” constitutes any individual or entity occupying a position of significant influence or control within, or maintaining a close structural or familial nexus to, a reporting issuer.

This category fundamentally encompasses all corporate directors, executive officers, and nominees for such positions, alongside any beneficial owner holding more than 5% of the issuer’s voting securities. Furthermore, the definition extends to immediate family members sharing the household of any aforementioned insider. In the context of institutional transaction processing and compliance, identifying a “Related Person” is critical, as any material transaction involving these parties triggers stringent disclosure mandates to mitigate principal risks and ensure total operational transparency for market participants.