Institutional investment managers, including certain persons and entities related to a family office, that exercise investment discretion over $100 million or more in Section 13(f) securities must report their holdings on Form 13F with the Securities and Exchange Commission (SEC).
In general, an institutional investment manager is: (1) an entity that invests in, or buys and sells, securities for its own account; or (2) a natural person or an entity that exercises investment discretion over the account of any other natural person or entity. Institutional investment managers can include investment advisers, banks, insurance companies, broker-dealers, pension funds, corporations, and family offices.
Form 13F is required to be filed within 45 days of the end of a calendar quarter. The Form 13F report requires disclosure of the name of the institutional investment manager that files the report, and, with respect to each section 13(f) security over which it exercises investment discretion, the name and class of security, the CUSIP number, the number of shares as of the end of the calendar quarter for which the report is filed, and the total market value related to such securities.
The securities that must be reported on Form 13F include all “section 13(f) securities” which generally include equity securities that trade on an exchange (including the Nasdaq National Market System), certain equity options and warrants, shares of closed-end investment companies, and certain convertible debt securities. The shares of open-end investment companies (i.e., mutual funds) are not Section 13(f) securities. Section 13(f) securities can be found on the SEC’s website at Official List of Section 13(f) Securities. The Official List is published quarterly on the SEC’s website.
For more information on 13F Reporting obligation or to determine whether or not they are applicable to you or your family office, please contact Steven J. Thayer, at sthayer@handlerthayer.com.
Steven J. Thayer, MBA, JD 