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H. R. 5169 To amend the Employee Retirement Income Security Act of 1974 to provide a clear definition of adequate consideration for certain closely held stock, and for other purposes.
Summary
HR 5169 amends the Employee Retirement Income Security Act of 1974 to establish a definition of "adequate consideration" for valuing closely held stock held by employee stock ownership plans. The bill permits fiduciaries of these plans to rely on valuations from independent appraisers or valuation experts that are based on IRS Revenue Ruling 59-60 methodologies. The measure clarifies that it does not expand the Secretary's regulatory authority beyond existing levels or reduce fiduciary responsibilities. These amendments take effect for valuations made after the law's enactment.
AI-generated plain-language summary of the bill text — neutral, and may be imperfect. See the full text below for the exact wording.
Sponsor (1)
4 cosponsors
Money behind the sponsor
Top reported contributors to Rick W. Allen’s campaign committee (2024 cycle) — who funds the bill’s sponsor, not a claim about this bill. Data from FEC.
- NULL $19,594
- OSCAR'S LIQUOR $7,000
- YANCEY BROS. CO. $6,600
- MACUCH STEEL PRODUCTS $6,600
- HILLWOOD $6,600
Organizations whose employees gave the most — itemized individual contributions grouped by the donor’s reported employer (FEC Schedule A). Full finance for Rick W. Allen → · Outside spending →
Actions (6)
- Jan 14, 2026 Placed on the Union Calendar, Calendar No. 383. · house
- Jan 14, 2026 Reported (Amended) by the Committee on Education and Workforce. H. Rept. 119-448. · house
- Sep 17, 2025 Ordered to be Reported (Amended) by the Yeas and Nays: 35 - 0. · house
- Sep 17, 2025 Committee Consideration and Mark-up Session Held · house
- Sep 8, 2025 Referred to the House Committee on Education and Workforce. · house
- Sep 8, 2025 Introduced in House
More bills on these subjects (8)
Other bills that carry the most legislative subjects in common with this one (topical discovery — distinct from the procedural related bills above).
Similar bills (6)
Bills with similar text or summary — includes reintroductions across Congresses. Ranked by semantic similarity of the bill text (computed locally); a neutral discovery aid, not a claim the bills are duplicates.
Text versions (2)
Bills are re-published as they move (Introduced → Reported → Engrossed → Enrolled …). Each stage below is a separate text; pick two to see what changed. Data from Congress.gov.
Committee action
What happened to this bill in committee — the meetings where it was considered and every recorded vote taken on it.
As published:Roll Call Vote #6 | H.R. 5169| Motion to Report | Passed (35y-0n)
Full text
IN THE HOUSE OF REPRESENTATIVES
September 8, 2025
Mr. Allen introduced the following bill; which was referred to the Committee on Education and Workforce
January 14, 2026
Additional sponsors: Mr. Edwards, Mr. Messmer, Mrs. McBath, and Mr. Baumgartner
January 14, 2026
Reported with an amendment, committed to the Committee of the Whole House on the State of the Union, and ordered to be printed [Strike out all after the enacting clause and insert the part printed in italic] [For text of introduced bill, see copy of bill as introduced on September 8, 2025]
A BILL
To amend the Employee Retirement Income Security Act of 1974 to provide a clear definition of adequate consideration for certain closely held stock, and for other purposes.
Be it enacted by the Senate and House of Representatives of the United States of America in Congress assembled,
SECTION 1. SHORT TITLE.
This Act may be cited as the “Retire through Ownership Act”.
SEC. 2. AMENDING ADEQUATE CONSIDERATION DEFINITION.
(a) In General.—Section 3(18) of the Employee Retirement Income Security Act of 1974 (29 U.S.C. 1002(18)) is amended—
(1) in subparagraph (A), by redesignating clauses (i) and
(ii) as subclauses (I) and (II), respectively;
(2) by redesignating subparagraphs (A) and (B) as clauses
(i) and (ii), respectively;
(3) by inserting “(A)” before “The term”; and
(4) by adding at the end the following:
“(B)(i) For purposes of clause (ii) of subparagraph (A), a fiduciary of an employee stock ownership plan (as defined in section 407(d)(6)) may in good faith rely upon a valuation provided by an independent valuation expert or business appraiser if such expert or appraiser relied upon the principles and methodologies set forth in Internal Revenue Service Revenue Ruling 59-60 (as amplified, clarified, distinguished, or modified from time to time) in determining the fair market value of the asset.
“(ii) Clause (i) shall not be interpreted to—
“(I) preclude the Secretary from promulgating, in accordance with section 553 of title 5, United States Code, any regulation interpreting such clause;
“(II) expand the regulatory authority of the Secretary with respect to the term ‘adequate consideration’ beyond the authority of the Secretary with respect to such term on the day before the date of enactment of the Retire through Ownership Act; or
“(III) modify a fiduciary’s obligations under section 404.”.
(b) Effective Date.—The amendments made by subsection (a) shall apply with respect to determinations described in section 3(18)(B) of the Employee Retirement Income Security Act of 1974 (29 U.S.C. 1002(18)(B)) (as added by such subsection) that are made on or after the date of enactment of this Act. Union Calendar No. 383
119th CONGRESS
2d Session
H. R. 5169
[Report No. 119-448]
A BILL
To amend the Employee Retirement Income Security Act of 1974 to provide a clear definition of adequate consideration for certain closely held stock, and for other purposes.
January 14, 2026
Reported with an amendment, committed to the Committee of the Whole House on the State of the Union, and ordered to be printed
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