Certain institutional investment managers with at least $100 million in assets under management are required to make quarterly reports known as 13F disclosures. Examples of institutional investment managers that may file a 13F include banks, broker-dealers, public pension funds, mutual funds, hedge funds and insurance companies.

An investment manager is required to file a Form 13F with the Securities and Exchange Commission (SEC) within 45 days of the quarter end if the $100 million reporting threshold is met. If the reporting threshold is met on the last trading day of any month during any calendar year, a 13F filing will be required. Many funds will wait until the quarterly deadline to file their 13F disclosures in order to conceal their investment strategy.

The information in the Form 13F disclosures is required pursuant to Section 13(f) of the Securities Exchange Act of 1934 and Rule 13f-1(a) thereunder. Pursuant to the rule, the institutional investment manager must exercise investment discretion over the respective accounts. Investment discretion is defined as (i) having the authorization to determine what securities should be purchased or sold by or for the accounts under management or (ii) making decisions as to what securities should be purchased or sold by or for the accounts under management.

The Form 13F consists of a cover page, a summary page and an information table. The summary page discloses the aggregate fair market value of all the holdings on the 13F filing. Each row of the information table must disclose the type of security, the market value of the particular class of security, whether the investment manager has sole or shared investment power and whether the investment manager has voting authority with respect to the reported class of security. Managers can file 13F restatements in order to correct prior reporting errors.

Investors will analyze the quarterly 13F filings of hedge funds to get clues about their investment strategies. In particular, investors will track the 13F disclosures of activist hedge funds that may attempt to exert influence over the management decisions of target companies. Examples of prominent activist hedge funds include Elliott Management, Starboard Value, Trian Partners, Icahn Enterprises and Sachem Head Capital Management. The 13F disclosures may be helpful for detecting the accumulation of shares in certain target companies by activist hedge funds. Public companies also analyze 13F disclosures to track the investment activities of their major shareholders.

While 13Fs can provide useful information, they do not necessarily provide an accurate or complete financial picture. The SEC does not systematically review the reliability of the data filed on the Form 13F information table. Furthermore, the deadline of 45 days after the quarter end can represent a significant time delay. The 13F disclosures could be showing stock purchases that occurred months ago.

In 2023, the SEC reached a settlement with Ensign Peak Advisors over the $44 billion equities portfolio it manages for the Church of Jesus Christ of Latter-day Saints. Among other claims, the SEC found that Ensign Peak had been filing misleading Form 13Fs for many years in order to obscure the large size of the holdings it managed.