Form 13-F

“We manage our clients’ investments, and are now required to file SEC form 13-F to report our securities holdings. I have the account statements from our brokers, but I understand the SEC has a 13-F securities list to match against, and I probably also have to aggregate by security and put everything in the proper format. Do you know of tools to help me do this, or is this something I can outsource to a service provider for a reasonable price?”

Investment managers managing assets having an end-of-month aggregate fair market value of $100,000,000 or more must file SEC Form 13-F at the end of the calendar year and every quarter thereafter, until the market value threshold is not triggered for a full calendar year. The 13-F must be filed within 45 days from the end of every quarter/year.

Shortly after the end of each quarter, the SEC releases a “13-F Securities List“, which is a list of all securities whose holdings need to be reported. As an investment manager, you then need to:

  1. Assess which of your securities holdings are included in the 13-F list (i.e., scrub your list)
  2. Aggregate your securities across brokerages and accounts
  3. Assess which of the securities qualify for reporting based on aggregated shares and market value
  4. Build a table listing these securities along with their quantities, market values and other details
  5. Convert this list (Information Table) to an XML file conforming to SEC specifications
  6. Prepare the 13-F cover sheet
  7. File the cover sheet and XML Information Table as your 13-F filing

Other details you may need to disclose include additional reporting managers if any, voting and disposition discretions, principal amounts for debt securities, Call/Put options, etc. You also need to stay on top of any changes to the Form and reporting requirements made by the SEC from time to time.

When making a 13-F filing, you can opt to prepare and submit it in-house yourself, or outsource it to a service provider.

In-house

To prepare and submit a 13-F filing in-house, you will need 13-F preparation software (click here for an example), or access to a 13-F preparation platform, as well as training and learning to use these tools. Additionally, depending on the tool or platform you use, you may have to do much of the work outlined above manually.

Outsource

If you’d rather avoid the cost, time, effort and hassle of preparing the 13-F filing in-house, outsourcing it to an experienced SEC EDGAR Filing Agent or service provider is a good alternative (click here for an example). The filing agent will take care of all the messy details, and ensure a good filing that will be accepted by EDGAR and the SEC. Additionally, a good filing agent will be keeping up with changes to regulatory requirements. For example, the SEC has announced changes to Form 13-F that will become effective at the start of 2023. These changes relate to Confidential Treatment requests, as well as reporting details such as CRD and SEC File number, optional reporting of FIGI in addition to CUSIP, and rounding of dollar values. Outsourcing your filing to a good service provider ensures that such changes are incorporated without you having to keep up with them yourself.

The factors to consider with selecting a filing agent are:

  1. Cost – Some service providers require an annual contract possibly with a fixed fee, but many filing agents will work with you on per-filing basis that does not lock you into any contract. For example, edgar-services.com requires no contract, and will prepare and file your form 13-F for $250 to $500 depending on the number of entries in the information table and the extent of scrubbing and aggregation involved.
  2. Credentials – The filing agent should have its own credentials with the SEC, so it can file on your behalf without requiring your SEC password.
  3. Experience – To ensure a good filing, you’ll want an experienced filing agent or service provider so that everything goes smoothly.
  4. Accessibility, Reliability and Timeliness – The service provider should be readily accessible by phone or email, and should immediately respond to your queries. Missing deadlines is a complete no-no.
  5. Proofs – Before submitting your filing, the service provider should provide you with a proof of the cover sheet and the Information table, as it will appear on EDGAR.
  6. Last-minute changes – The service provider should be able to rapidly and accurately accommodate last-minute changes.

A reliable and experienced SEC EDGAR Filing Agent can take the hassle and anxiety out of your 13-F filing preparation workflow, and can be a cost-effective alternative to preparing your filing in-house.

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