For new and growing investment advisers, 2019 may bring an additional filing obligation. Section 13(f) of the Securities Exchange Act of 1934 has long required certain investment advisers to file reports of their holdings with the SEC.[i] More specifically, investment advisers exercising discretion over $100 million or more of so-called “Section 13(f) securities” must file a Form 13F on a quarterly basis.[ii] An adviser who meets or exceeds the threshold on the last trading day of a calendar month for the first time (a “new Section 13(f) adviser”) must make its first Form 13F filing within 45 days of the end of the calendar year in which its Section 13(f) securities first met the threshold.[iii] Thereafter, the new Section 13(f) adviser must file Form 13F for the three following calendar quarters, even if the new Section 13(f) adviser subsequently falls below the threshold, each within 45 days of the end of the calendar quarter. An adviser who has previously filed Form 13F for four calendar quarters will need only to file Form 13F with respect to each calendar quarter in which the adviser’s Section 13(f) securities met the threshold at the end of any calendar month in that quarter.[iv] This means advisers who first met the threshold in 2018 must file their first Form 13F by February 14th. All advisers should monitor their holdings closely and make quarterly Form 13F filings as necessary.
