Form 13Fs – Things that Could Have Been Brought to My Attention Yesterday!

By Dennis Walsh, Senior Consultant & Director of Social Media

It’s that time of the year again.  Four times a year, institutional investors that hold more than $100 million in assets under management are required to file a Form 13F with the SEC that lists the securities held in their portfolio and the number of shares owned…45 days prior.  Every quarter when I’m going through these filings for my clients, I have a similar reaction as Adam Sandler in “The Wedding Singer”:

The 13F filings provide a snapshot into the makeup of a company’s shareholder base at the end of each quarter.  While they offer some insight into how a company’s ownership has been trending, they fail to provide who the shareholders are in real time.  It is extremely frustrating when the markets are under pressure and volatility is high – as it has been in recent weeks – to not know who owns your company’s stock.    During the recent rollercoaster swings in the market at the beginning of August, the publicly available shareholder data was current only as of March 31 (ownership data as of June 30 wasn’t due to the SEC until August 15)!  With all the buying and selling that has taken place, a company’s shareholder base could potentially be wildly different since the end of the previous quarter.

Understandably, institutional investors don’t want to provide a deeper level of detail into their day-to-day investment strategy, but why should the issuers be at such a disadvantage?   

Earlier this summer, NIRI stood up for public companies and submitted a letter to the SEC requesting more frequent reporting of shareholder data from institutions.  In the letter, NIRI Chairman Jeff Morgan calls for, amongst other things, shareholder data to be made available on monthly basis, within ten days of the end of each month.  He argues that with today’s technology, this should be a simple request. 

Sure, Mr. Morgan’s solution still won’t result in real-time access to shareholder data, but it would offer more frequent reporting than what is required today. 

Until a change comes to pass, make use of the data available to you today.  It can be very resourceful for your investor relations program: 

  • Are there new shareholders in your stock that you have yet to meet with?  Arrange an introductory call with management.
  • Are you seeing a shift in the investing styles of your shareholder base, i.e. more growth or value investors?  Use this information to fine-tune your messaging strategy. 
  • See that a major shareholder has significantly reduced their position since the previous quarter?  It’s time to get back in touch and reiterate your company’s value proposition. 
  • Are your shareholders concentrated in one region?  Plan your upcoming roadshows in cities that you have yet to visit.

There is an article in NIRI’s August 2011 IR Update (PDF; requires membership) titled, “Institutional Ownership, No More Secrets” that provides more detail on Mr. Morgan’s letter to the SEC. 

Dennis Walsh is Senior Consultant & Director of Social Media at Sharon MerrillHe counsels clients on a broad array of investor relations and corporate communications issues such as market research, competitive intelligence, earnings announcements, investor targeting, road show planning and social media.

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Filed under Investor Relations, Roadshow Planning, SEC, Shareholder Surveillance

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