Institutional investment managers (“Managers”) must use Form 13F for reports to the Commission required by Section 13(f). Rule 13f-1(a) provides that every Manager which exercises investment discretion with respect to accounts holding Section 13(f) securities, as defined in rule 13f-1(c), having an aggregate fair market value on the last trading day of any month of any calendar year of at least $100,000,000 shall file a report on Form 13F with the Commission within 45 days after the last day of such calendar year and within 45 days after the last day of each of the first three calendar quarters of the subsequent calendar year.
What Are 13(f) Securities?
Section 13(f) securities are equity securities of a class described in Section 13(d)(1) of the Securities Exchange Act. A list of these securities – called the Official List of Section 13(f) Securities – is available shortly after the end of each calendar quarter on the SEC’s website.
Form 13(f) Filing
Institutional investment managers who exercise investment discretion over $100 million or more in Section 13(f) securities must report their holdings on Form 13F with the SEC pursuant to Section 13(f) of the Securities Exchange Act of 1934. Initial Form 13F filing generally must be submitted for the quarter ending December 31 of the calendar year when the firm first meets the $100 million filing threshold on the last trading day of any month during such year. Such filing is due within 45 days of the end of the quarter ending December 31 of such calendar year. Thereafter, the firm must file no later than 45 days after the end of each calendar quarter, i.e., the calendar quarters that end on March 31, June 30, and September 30. Form 13F filing obligation will continue as long as the firm continues to meet the $100 million filing threshold. If the filing deadline falls on a Saturday, Sunday or a holiday, then your filing is due on the first business day thereafter.
You can learn more about Form 13F filings, as well as obtain a copy of the Form and instructions, and the applicable statutory and regulatory provisions, by reading Frequently Asked Questions About Form 13F prepared by the SEC’s Division of Investment Management.
Rules to Prevent Duplicative Reporting
If two or more Managers, each of which is required by rule 13f-1 to file a report on Form 13F for the reporting period, exercise investment discretion with respect to the same securities, only one such Manager must include information regarding such securities in its reports on Form 13F. A Manager having securities over which it exercises investment discretion that are reported by another Manager (or Managers) must identify the Manager(s) reporting on its behalf in the manner described in Special Instruction 6. A Manager reporting holdings subject to shared investment discretion must identify the other Manager(s) with respect to which the filing is made in the manner described in Special Instruction 8.
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