Katelynn's Report

Katelynn's Report

(US Market)


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What is it: Form Schedule 13G is a shorter form of Schedule 13D. It is filed when a person or group acquires beneficial ownership of more than 5% but less than 20% of a voting class of a company’s equity securities. The reporter also needs to explicitly certify that the acquisition is not intended to and does not have the effect of influencing the control of the issuer of the securities. Otherwise Schedule 13D must be filed.

Filing Time: Within 10 days after the acquisition takes effect.

Related Form(s):
Schedule 13D
Schedule TO

Tips: About 13,000~14,000 SC 13G are filed by 5,000~7,000 different filers each year (2008~2014 statistics). Usually the number of SC 13G/A (amendment of SC 13G) is more than three time the number of 13G. 13G/A is filed when there is material change (acquisition or deposition) in beneficial ownership of security in an amount >=1% of the shares outstanding. Although SC 13G is required to be filed within 10 days after the acquisition, there is usually significant delay between required filing date and actual filing date (See figure below).

Time Lag.png

Difference in days between actual filing date and required filing date (2015 statistics). Majority of 13G and 13G/A were filed around 50 days after required filing date. For 13G, 13D, and their amendments, about 1% were filed 1 year after required filing date

While acquisitions reflected in SC 13G (or 13D) filing (by investment company) may suggest a security is undervalued, there is absolutely no guarantee that the market price of corresponding security will rise immediately, or will ever rise, and further significant downturn might be ahead.