A Schedule 13D is filed with the SEC when a person or group acquires beneficial ownership of more than 5% of a class of a company's equity securities. It must be filed within 10 business days of crossing the 5% threshold.

Schedule 13G is a shorter, simplified version for passive investors who do not intend to influence control of the company. Schedule 13D is required when the investor has an active purpose, such as seeking board seats or influencing management.

Item 4 is the most closely watched section because it reveals the investor's intentions — whether they plan to push for changes in management, seek board representation, propose a merger, or simply hold for investment purposes.

An amendment (13D/A) is filed when there is a material change in the information previously reported, such as a change in ownership percentage, purpose, or other disclosed facts. Tracking amendments reveals changes in investor intent.

Reporting persons are the individuals or entities that beneficially own the securities. A single 13D filing may have multiple reporting persons — for example, a fund and its managing partner filing jointly.

When multiple parties file together as a group (member_of_group = "a"), they are joint filers. Their ownership is counted once for the aggregate total, not summed separately, to avoid double-counting.

All data is sourced directly from the SEC's EDGAR system. We parse the structured XML submissions (SCHEDULE 13D format) filed since 2024 when the SEC began requiring electronic structured data.