What Is Form 13F and Who Must File It?
Form 13F is a quarterly report required by the U.S. Securities and Exchange Commission (SEC) for institutional investment managers that control over $100 million in certain publicly traded securities. First introduced in 1975 under Section 13(f) of the Securities Exchange Act, Form 13F was designed to increase public transparency into the holdings of large institutional investors and strengthen confidence in U.S. securities markets.
These securities—known as Section 13(f) securities—include most U.S.-listed equities, options, ETFs, and certain convertible notes and ADRs. The SEC maintains an official list of Section 13(f) securities, updated quarterly, which currently includes more than 17,500 individual securities.
The purpose of Form 13F is to increase transparency into institutional ownership. It gives regulators, investors, and the public a transparent view of what large asset managers are holding each quarter. This regulatory disclosure helps the SEC monitor market activity, detect potential manipulation, and ensure proper oversight of institutional investment practices. The filings are made publicly available through the SEC's EDGAR system.
You can read more about the rule, filing process, and common questions in our full Form 13F FAQ.
Who Is Required to File Form 13F?
You must file Form 13F if:
You exercise investment discretion over accounts with $100 million or more in 13F securities.
This threshold is assessed at the end of any month in a calendar year. If you cross it even once, you're required to start reporting with the Q4 filing of that year.
Once you begin filing, you must continue through at least the Q3 filing of the following year, even if your assets drop below the threshold.
The term "institutional investment manager" applies broadly to entities and persons who exercise investment discretion over accounts holding qualifying securities. Investment discretion means having the power to determine which securities are bought or sold for an account, or making decisions about which securities to trade even if someone else has final authority.
Institutional investment managers required to file Form 13F include:
Registered investment advisers (RIAs)
Hedge funds and private equity funds
Pension funds (including municipal and governmental pension plans)
Banks and trust companies
Insurance companies
Mutual fund companies
Broker-dealers managing discretionary accounts
Corporations managing their own investment portfolios
Endowments and foundations
This requirement applies to both U.S.-based and foreign institutional managers, as long as they use U.S. mail or other means of interstate commerce in their business and exercise discretion over $100 million or more in Section 13(f) securities.
SEC's Official 13F Securities List: https://www.sec.gov/rules-regulations/staff-guidance/division-investment-management-frequently-asked-questions/official-list-section-13f-securities
What Securities Must Be Reported on Form 13F?
Section 13(f) securities are equity securities specifically designated by the SEC that must be reported on Form 13F. The SEC publishes and updates the Official List of Section 13(f) Securities at the beginning of each calendar quarter.
Securities that must be reported include:
U.S. exchange-traded stocks (NYSE, NASDAQ, AMEX)
Exchange-traded funds (ETFs)
Shares of closed-end investment companies
Equity options and warrants
Certain convertible debt securities
American Depositary Receipts (ADRs)
Securities that should NOT be reported on Form 13F:
Shares of open-end investment companies (mutual funds)
Short positions
Most fixed-income securities
Cash and cash equivalents
Securities not on the official 13(f) list
Understanding which securities qualify is critical to accurate filing. When in doubt, always consult the most current Official List published by the SEC.
Form 13F Filing Deadlines
Filings are due 45 days after the end of each calendar quarter. For example:
May 15 for Q1
August 14 for Q2
November 14 for Q3
February 14 for Q4
Common 13F Filing Mistakes to Avoid
Many first-time filers trip up on a few key issues:
Misreporting securities not on the official 13F list
Submitting incomplete or inconsistent information tables
Missing the 45-day deadline—especially for Q4
Additional common errors include:
XML formatting problems that prevent EDGAR from processing the filing
Incorrect or outdated CUSIP numbers, which could list the wrong security
Attempting to file on paper without a hardship exemption
Rounding values incorrectly (must round to nearest dollar, not thousand)
Omitting required voting authority or investment discretion details
The consequences of filing errors can be significant. The SEC does not grant extensions for Form 13F deadlines, and late filers are expected to submit as soon as possible rather than waiting for the next filing period. Persistent late or inaccurate filings have resulted in SEC enforcement actions, including significant monetary penalties. Beyond financial penalties, filing errors can damage your firm's reputation and erode investor confidence in your oversight and governance.
Even small filing errors can draw unwanted attention or raise questions from regulators and investors. It's worth getting right the first time. ACN has worked with hundreds of institutional managers over 25+ years, including more than 10% of current Form 13F filers, to identify and correct filing issues before submission. If you're unsure, we're here to help.
Get Expert Help—Without the Hassle
If you're unsure whether you need to file—or simply want to avoid the stress and risk of doing it yourself—we can help.
ACN Solutions works with RIAs, family offices, hedge funds, and other asset managers to:
Determine filing obligations based on current thresholds
Transform raw portfolio data into SEC-ready filings
Submit accurate reports on your behalf—on time, every time
If your firm files Form 13F, you may also need to file other SEC forms including Form N-PX (for say-on-pay proxy voting), Form 13H (for large traders), or Form SHO (for short position reporting). ACN handles all of these filings with the same expertise and reliability you can count on for Form 13F.
Talk to us today and take the guesswork out of Form 13F.
Disclaimer
The information provided in this blog post is for general informational purposes only and does not constitute legal, compliance, or financial advice. ACN Solutions LLC is not a law firm, compliance advisor, or affiliated with the Securities and Exchange Commission (SEC). While we strive to provide accurate and timely guidance based on publicly available SEC resources, we do not speak on behalf of the SEC and are not authorized to interpret its rules or policies. Readers should consult their legal counsel or compliance professionals for specific guidance related to their regulatory obligations.