SC 13G
Schedule 13G form is an alternative filing for the Schedule 13D form and is used to report a party's ownership of stock which exceeds 5% of a company's total stock issue. Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
Definition: SC 13G is a report required by the U.S. Securities and Exchange Commission (SEC). When an investor acquires more than 5% of a company's stock and intends to hold it as a passive investor, they must file this report within ten days. SC 13G is a simplified version of SC 13D, with relatively simple reporting requirements.
Origin: The origin of SC 13G dates back to 1977 when the SEC introduced this report format to simplify the disclosure process for major shareholders. The goal was to reduce the reporting burden on passive investors while ensuring market transparency.
Categories and Characteristics: SC 13G mainly falls into three categories: 1. Initial Report: Filed when an investor first holds more than 5% of a company's shares. 2. Annual Amendment: Filed by February 14 each year to update shareholding information. 3. Amended Report: Filed when there is a significant change in shareholding. The characteristics of SC 13G include relatively simple reporting requirements, suitable for passive investors, and no need to disclose detailed investment intentions.
Specific Cases: Case 1: An investment fund purchased 6% of a tech company's shares on January 1, 2023, and plans to hold them long-term without participating in company management. The fund filed an SC 13G report by January 10, disclosing its shareholding. Case 2: A retirement fund held 5.5% of a healthcare company's shares on February 1, 2024, and filed an annual amendment report by February 14 to update its shareholding information.
Common Questions: 1. What is the difference between SC 13G and SC 13D? SC 13G is a simplified version of SC 13D, suitable for passive investors, with fewer reporting requirements. 2. When does an investor need to file SC 13G? When an investor holds more than 5% of a company's shares as a passive investor, they must file SC 13G within ten days.
