SEC Guides
Practical explainers for SEC filings, EDGAR, private funds and adviser records.
How to Read Schedule 13G: Passive Ownership and Exempt Investor Filings
TITLE: How to Read Schedule 13G: Passive Ownership and Exempt Investor Filings SEO DESCRIPTION: Schedule 13G is a shorter beneficial ownership filing used by certain passive, exempt or qualified institutional investors. This guide explains how to read ownership percentages, voting power and filer categories. How to Rea
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Regulation D Explained: SEC Private Offering Exemptions for Companies and Funds
Regulation D is a set of SEC rules that allows companies, funds and other issuers to raise capital without registering a full public securities offering. Instead of filing a registration statement like Form S-1, an issuer may rely on a private offering exemption if it follows the conditions of the relevant rule. For in
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How to Read Schedule 13D: Ownership, Shareholder Activism and Investor Plans
TITLE: How to Read Schedule 13D: Ownership, Shareholder Activism and Investor Plans SEO DESCRIPTION: Schedule 13D discloses active beneficial ownership above 5%. This guide explains how to read ownership tables, Item 4 investor plans, funding sources, transactions and activist signals. How to Read Schedule 13D: Ownersh
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How to Find a Fund Manager and Related Entities in Form D
TITLE: How to Find a Fund Manager and Related Entities in Form D SEO DESCRIPTION: Use Form D to identify an issuer’s listed officers, directors, and promoters, then trace possible fund managers and affiliated entities through SEC and other public records. Form D can offer useful starting points for researching who is b
Read guide →How to Find Stock Options and Equity Compensation Details in SEC Filings
Stock options and equity compensation can materially affect both executive incentives and shareholder dilution. SEC filings often provide the details, but they are spread across several documents. The most useful sources are the proxy statement, Form 10-K exhibit index, equity incentive plan documents, award agreements
Read guide →Schedule 13D vs Schedule 13G: Filing Deadlines, Investor Intent and Shareholder Rights
TITLE: Schedule 13D vs Schedule 13G: Filing Deadlines, Investor Intent and Shareholder Rights SEO DESCRIPTION: Schedule 13D and Schedule 13G both disclose beneficial ownership above 5%, but they serve different purposes. This guide explains deadlines, investor intent, reporting differences and why the distinction matte
Read guide →Form 8-K Item 5.07 Explained: How Shareholder Meeting Voting Results Are Reported
Form 8-K Item 5.07 is the SEC disclosure item companies use to report the results of shareholder votes. After an annual or special meeting, a public company generally files a Form 8-K showing how shareholders voted on each proposal. This filing matters because the proxy statement tells investors what shareholders are b
Read guide →SEC Schedule 13G/A Amended Passive Ownership Filing Explained
TITLE: SEC Schedule 13G/A Amended Passive Ownership Filing Explained SEO DESCRIPTION: SEC Schedule 13G/A is an amended passive or exempt beneficial ownership filing. This guide explains what it means, how it differs from Schedule 13D/A, and what investors should review. SEC Schedule 13G/A Amended Passive Ownership Fili
Read guide →What Form D Does Not Tell Investors: Limits of an SEC Filing
TITLE: What Form D Does Not Tell Investors: Limits of an SEC Filing SEO DESCRIPTION: Form D offers a public snapshot of a private securities offering, but leaves out many investment terms. Learn what investors should verify beyond the SEC notice. Form D can help investors identify an issuer, the exemption it says it is
Read guide →Notice-and-Access Proxy Explained: How Shareholders Receive SEC Proxy Materials
Notice-and-Access is a proxy delivery method that allows public companies to provide shareholder meeting materials online instead of mailing a full printed proxy package to every investor. Under this system, shareholders usually receive a notice telling them that proxy materials are available on the internet. The notic
Read guide →SEC Schedule 13D/A Amended Beneficial Ownership Filing Explained
TITLE: SEC Schedule 13D/A Amended Beneficial Ownership Filing Explained SEO DESCRIPTION: SEC Schedule 13D/A is an amended beneficial ownership filing used when an active investor updates a previously filed Schedule 13D. This guide explains what it means and how investors should read it. SEC Schedule 13D/A Amended Benef
Read guide →Proxy Record Date Explained: Who Can Vote at a Shareholder Meeting
The record date in a proxy statement is the date used to decide which shareholders are entitled to vote at a company’s shareholder meeting. If an investor owns shares on the record date, that investor is generally eligible to receive proxy materials and vote those shares, even if the meeting takes place weeks later. If
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