On July 10, 2020, the SEC announced proposed amendments to Form 13F, on which institutional investment managers report their holdings of equity securities on a quarterly basis. Currently, 13F filings must be made by managers who exercise investment discretion for accounts holding certain equity securities valued at $100 million or more; the proposed amendment would increase this threshold to $3.5 billion. The SEC’s announcement states that “[t]he new threshold would retain disclosure of over 90% of the dollar value of the holdings data currently reported while eliminating the Form 13F filing requirement and its attendant costs for the nearly 90% of filers that are smaller managers.” However, the proposal has already generated some negative reactions from those who believe that greater disclosure of institutional holdings is warranted.
The proposal does not address prior rulemaking petitions and other comments seeking to reduce the deadline for 13F filings from the current 45 days after quarter-end. The current deadline has been criticized as depriving issuers of prompt information as to their owners and as unnecessarily lengthy given modern technology.
The proposal is subject to public comment for 60 days.
If you have any questions on these items, please contact Gunster securities law and corporate governance practice leader Bob Lamm.
