What Must Be Reported on Form 13F: A Practitioner Walkthrough

If your firm exercises investment discretion over $100 million or more in Section 13(f) securities, you must file Form 13F with the SEC every quarter. The form itself is not complicated, but the details that trip up compliance teams are: which data fields are actually required, which securities count, how the threshold is measured, and what changed when the 2022 amendments took effect in January 2023.

This walkthrough covers all of it, in the order you need to work through it.

Key takeaway: Form 13F requires eight specific data fields per holding, drawn exclusively from the SEC's official quarterly 13F List. Getting those fields right, and knowing which securities belong on the list at all, is where most filing errors originate.

What Securities Must Be Reported on Form 13F?

Only securities that appear on the SEC's official 13F List are reportable. The list, published and updated quarterly at sec.gov/divisions/investment/13flists.htm, is the authoritative reference. A general sense of what counts as an "equity security" is not enough. You must validate your holdings against the current list for the reporting period, not the prior quarter's version.

Section 13(f) securities generally include:

• Exchange-traded equity securities listed on a U.S. national securities exchange (NYSE, Nasdaq, and similar)
• Shares of closed-end investment companies
• Exchange-traded equity options and warrants
• Certain convertible debt securities
• ETFs listed on a U.S. exchange

The following are not Section 13(f) securities and must not appear on your information table:

• Open-end mutual fund shares
• Most fixed-income and debt securities
• Non-exchange-listed equities
• Short positions (these are now addressed by Form SHO; see Form 13F Short Positions Not Reported)
• Cash and cash equivalents
• Securities not on the current 13F List, regardless of how they are classified internally

One point that catches managers off guard: the 13F List changes every quarter. A security that was reportable last quarter may have been removed, and a new one added. Using a stale list is one of the most common sources of filing errors.

The Eight Required Data Fields on the Information Table

The information table is the core of Form 13F, and it must include eight specific fields for each reported holding. Per the Form 13F General Instructions (revised July 2023), those fields are:

A few of these fields deserve extra attention.

Rounding to the Nearest Dollar

As of January 3, 2023, fair market values must be rounded to the nearest dollar. The previous convention was nearest $1,000. If your filing system or template predates the June 2022 amendments (SEC Release No. 34-95148), check it. Systems that still round to thousands are producing non-compliant filings.

Investment Discretion: Sole, Shared-Defined, or Shared-Other

This column reflects the nature of your discretion over the position, not just whether you hold it. "Sole" means you alone determine buy and sell decisions. "Shared-Defined" and "Shared-Other" apply where discretion is divided with another manager. The distinction matters because of the anti-duplication rules discussed below.

Voting Authority: Sole, Shared, or None

This field is required but absent from most third-party summaries of Form 13F. You must report whether voting authority over each position is held solely by your firm, shared with another party, or not held at all (for example, where a client retains voting rights).

Put and Call Options: Report Separately

Put and call options must appear as separate line items on the information table. The investment discretion column must indicate "Put" or "Call" as applicable. Netting or aggregating options positions is a compliance error. Per the SEC's Form 13F FAQ, this is one of the most frequently made mistakes.

CUSIP and the Optional FIGI

The CUSIP number is mandatory for every reported security. The FIGI (Financial Instrument Global Identifier) was added as an optional supplemental identifier by the 2022 amendments. You may include it alongside the CUSIP, but it cannot replace the CUSIP. The SEC added FIGI to move toward more interoperable global security identifiers, but the CUSIP requirement remains.

The Three Structural Components of Form 13F

Beyond the information table, Form 13F has two other required components:

1. Cover page -- identifies the manager, the reporting period, and includes the manager's CRD number and SEC file number (required since January 3, 2023).
2. Summary page -- provides aggregate totals and, since the 2022 amendments, includes a checkbox indicating whether a confidential treatment request has been filed separately.
3. Information table -- the holding-by-holding disclosure in XML format, described above.

All three components must be filed electronically via EDGAR in XML format. The ASCII text format was discontinued on May 20, 2013. A paper filing is only permitted if the SEC grants a hardship exemption, which is rare.

Practical note for first-time filers: EDGAR credentials are separate from FINRA/IARD login credentials. Setting up EDGAR access takes time. Build that lead time into your compliance calendar before your first deadline.

How the $100 Million Threshold Actually Works

The threshold is measured on the last trading day of any month during a calendar year, not at year-end or quarter-end. Rule 13f-1(a) is explicit: "having an aggregate fair market value on the last trading day of any month of any calendar year of at least $100,000,000."

This is the single most common compliance misconception. Here is what it means in practice:

• A manager whose Section 13(f) holdings reach $100 million on the last trading day of July has crossed the threshold, even if the portfolio drops back below $100 million by September 30.
• That manager must file Form 13F for the December quarter of that calendar year, due within 45 days of December 31.
• The manager then files for each of the first three calendar quarters of the subsequent year, regardless of whether holdings remain above $100 million.

Once triggered, the full-year obligation sticks. There is no mid-year exit.

The threshold has not been adjusted since Congress enacted Section 13(f) in 1975. The SEC proposed raising it to $3.5 billion in 2020, but that proposal was withdrawn. The $100 million figure remains in force.

Who Must File: Investment Discretion, Not Just Custody

The filing obligation turns on investment discretion, not custody or advisory relationships. A manager that holds securities in custody for a client but does not make buy and sell decisions does not exercise investment discretion over those securities and does not report them.

Section 3(a)(35) of the Exchange Act defines investment discretion to include situations where a person determines which securities are bought or sold, or makes recommendations that are routinely followed. Under Rule 13f-1(b), a manager is also deemed to exercise investment discretion over all accounts where any person under its control exercises that discretion.

The definition of "institutional investment manager" is broad:

• Banks, insurance companies, broker-dealers, and corporations managing their own portfolios
• Investment advisers managing private accounts, mutual fund assets, or pension assets
• Trust departments and trustees
• Government pension fund managers (municipalities included, because "person" under Section 3(a)(9) of the Exchange Act includes governments and their instrumentalities)
• Foreign managers that use any means of U.S. interstate commerce (mail, phone, or electronic communication is sufficient) and meet the $100 million threshold

A natural person managing only their own personal account is not an institutional investment manager and is not required to file, even if their holdings exceed $100 million.

Shared Investment Discretion: The Anti-Duplication Rules

When two or more managers each required to file exercise investment discretion over the same securities, only one must include those securities in its information table. This is the anti-duplication rule under Form 13F General Instruction 2.

But both managers still have filing obligations:

• The manager whose holdings are reported by another manager must file its own Form 13F identifying the reporting manager (Special Instruction 5). This is a frequently overlooked obligation for sub-advisers and delegate managers.
• The manager reporting on behalf of another must identify the other manager(s) for whom it is filing (Special Instruction 7).

In practice, this means a sub-adviser whose positions are reported by the primary manager cannot simply skip filing. It must file a Form 13F that points to the manager doing the reporting. Failing to do so is a compliance violation even though no holdings are being reported.

2026 Filing Deadlines

Form 13F is due within 45 days of the last day of each calendar quarter. For 2026, the approximate deadlines are:

Exact dates shift when the 45th day falls on a weekend or federal holiday. EDGAR also imposes a 5:30 p.m. Eastern cutoff for same-day processing. For the full deadline arithmetic and adjustment logic, see 13F Filing Deadline 2026: A Practitioner Walkthrough.

FDIC-insured banks have an additional obligation: a copy of every Form 13F filed with the SEC must also be sent to the appropriate bank regulatory agency. This can be satisfied electronically (with confidential access codes removed) or in paper.

What Changed with the 2022 Amendments

The SEC adopted SEC Release No. 34-95148 on June 23, 2022. The amended form became mandatory starting January 3, 2023. Five changes matter for compliance teams:

1. Rounding to the nearest dollar. Dollar values must now be rounded to the nearest dollar, not the nearest $1,000. Legacy systems that still round to thousands are non-compliant.
2. CRD and SEC file numbers required. Managers must now report their Central Registration Depository (CRD) number and SEC file number, if any, on the cover page.
3. FIGI as a supplemental identifier. The Financial Instrument Global Identifier may now be used alongside, but never instead of, the CUSIP.
4. Summary Page checkbox for confidential treatment. A new checkbox on the Summary Page indicates when a confidential treatment request has been filed separately on EDGAR.
5. Electronic filing of confidential treatment requests. Since February 28, 2023, all confidential treatment requests must be filed electronically on EDGAR. Paper requests are no longer accepted.

If your firm's filing workflow was set up before January 2023, a compliance review of each of these five points is warranted.

Confidential Treatment: When and How to Request It

Confidential treatment is available under Section 13(f)(4) of the Exchange Act, which allows the SEC to prevent or delay public disclosure consistent with FOIA (5 U.S.C. 552). The SEC must not disclose information identifying securities held by the account of a natural person or an estate or trust (other than a business trust or investment company).

For other holdings, confidential treatment is discretionary. The bar is high. Per the Form 13F General Instructions: "A Manager must provide enough factual support for its request to enable the Commission to make an informed judgment as to the merits of the request."

The procedural steps:

1. File the public Form 13F on EDGAR, omitting the confidential holdings and noting on the Summary Page that confidential information has been omitted and filed separately.
2. File the confidential treatment request electronically on EDGAR (mandatory since February 28, 2023), including the omitted holdings and the factual basis for the request.
3. Address all pertinent factors, including the harm that would result from disclosure and the period of confidential treatment requested.

Managers who discover that their holdings include accounts of natural persons or estates are not just entitled to request confidential treatment for those positions, they are required to do so.

Amendments: What to Do When You Find an Error

If an error is discovered on a previously filed Form 13F, the manager is required to file an amendment promptly. This is a compliance obligation, not a discretionary correction. Per Rule 13f-1(a)(2), an amendment must set forth the complete text of the Form 13F (not just the corrected fields), and amendments must be numbered sequentially.

The practical implication: do not file a partial correction. The amendment replaces the prior filing in full.

FAQ

Do foreign managers have to file Form 13F? Yes, if they use any means of U.S. interstate commerce in their business (mail, phone, or electronic communication qualifies) and exercise investment discretion over $100 million or more in Section 13(f) securities. See SEC Release No. 34-14852 (June 15, 1978).

What if our AUM drops below $100 million mid-year? The obligation to file continues for the full subsequent calendar year. Once the threshold is crossed on the last trading day of any month in a given year, all four quarterly filings for the following year are required, regardless of whether holdings remain above $100 million.

Do we report put and call options separately? Yes. Each must appear as a separate line item on the information table, with the investment discretion column indicating "Put" or "Call." Netting or combining options positions is a compliance error.

Can we use FIGI instead of CUSIP? No. The FIGI is an optional supplemental identifier added by the 2022 amendments. It may be included alongside the CUSIP but cannot replace it.

What happens if a sub-adviser's holdings are reported by the primary manager? The sub-adviser must still file its own Form 13F, identifying the manager that is reporting on its behalf (Special Instruction 5). Failing to file at all is a violation even if no holdings are being disclosed.

Is a government pension fund manager required to file? Yes. "Person" under Section 3(a)(9) of the Exchange Act includes governments and their instrumentalities. A manager of a municipal pension fund that exercises investment discretion over $100 million in Section 13(f) securities must file.

For the complete set of Form 13F compliance questions, including the 45-day deadline mechanics and short position rules, see Form 13F FAQ: 45-Day Deadline, Short Positions, and 2026 Rules.