Who must file a Schedule 13D?

the US Securities and Exchange Commission
Schedule 13D is an SEC filing that must be submitted to the US Securities and Exchange Commission within 10 days by anyone who acquires beneficial ownership of more than 5\% of any class of publicly traded securities in a public company.

What is a 13D security?

SEC Schedule 13D is a form that the U.S. Securities and Exchange Commission (SEC) requires certain shareholders to file within 10 days of purchasing a stock. Investors that qualify for Schedule 13D are beneficial owners of more than 5\% of a company’s outstanding voting stock.

When should I use Schedule 13G vs Schedule 13D?

Schedule 13D is considered the long-form beneficial ownership report. Schedule 13G is a beneficial ownership disclosure statement intended for passive investors who own less than 20\% of a public company’s outstanding shares. A passive investor does not intend to exert control over or seek any changes in the company.

When can I amend a Schedule 13D?

Rule 13d-2 of the Securities Exchange Act of 1934 (the “Act”) requires you to promptly, within two business days, amend Schedule 13D whenever material changes in the information disclosed on a Schedule 13D occur.

Is 13G good for stock?

13D and 13G filings, created by the Securities and Exchange Commission (SEC) Act of 1934, are intended to alert investors that big traders are acquiring a stock. By acquiring 5\% or more of a stock, a 13G investor may be signaling that a stock is a good value that won’t be cheap for long.

What is Rule 13D 1c?

Rule 13d-1(c) is the “Passive Investor” exemption and provides that holders who (1) have not acquired the securities with any purpose, or with the effect, of changing or influencing the control of the issuer (or in connection with or as a participant in any transaction having that purpose or effect), (2) are not an “ …

Who does Regulation SK apply to?

A set of SEC rules that set out the detailed disclosure requirements (other than financial statements) applicable to registration statements, periodic reports, proxy statements and other filings under the Securities Act and the Exchange Act.

What do SEC filings do?

SEC Filings are regulatory documents that companies and issuers of securities must submit to the Securities and Exchange Commission (SEC) on a regular basis. The purpose is to provide transparency and information to investors, analysts, and regulators.