Guide
Schedule 13D and 13G alerts
Filing Ahoy emails you when an investor reports owning more than 5% of a class of shares of a company you follow. The alert names the filer, the percent of the class and the number of shares, with a link to the filing on sec.gov.
The 5% threshold
Sections 13(d) and 13(g) of the Exchange Act, with Regulation 13D-G, require an investor who beneficially owns more than 5 percent of a covered class of equity securities to file either a Schedule 13D or a Schedule 13G (SEC press release 2023-219). The SEC's small business pages add that these reports are required until the holder's stake drops below 5% (Officers, Directors and 10% Shareholders).
Schedule 13D or Schedule 13G
An investor with control intent files Schedule 13D. Exempt investors and investors without a control intent, such as qualified institutional investors and passive investors, file Schedule 13G.
Deadlines after the 2023 amendments
The SEC adopted shorter deadlines on October 10, 2023 (fact sheet):
- An initial Schedule 13D is due within five business days, down from 10 days. An amendment is due within two business days.
- For qualified institutional investors and exempt investors, an initial Schedule 13G is due 45 days after the end of the calendar quarter in which they pass 5%, instead of 45 days after the end of the year.
- For passive investors, an initial Schedule 13G is due within five business days, down from 10 days.
- The filing cut off for Schedules 13D and 13G moved from 5:30 p.m. to 10:00 p.m. Eastern.
The SEC staff's current interpretations, last updated September 2, 2026, still read Rule 13d-1(a) as five business days for a Schedule 13D and Rule 13d-2(a) as two business days for an amendment (Regulation 13D-G staff guidance).
What the alert shows
Schedule 13G from Example Capital Partners LP at Example Corp
Example Corp: Example Capital Partners LP reported beneficial ownership of 6.2% of the Common Stock (3,100,000 shares) in a Schedule 13G. Schedule 13G is the shorter form for owners of more than 5% of a class of a company's voting shares.
Joint filers often report the same shares, so the alert leads with the person who reports the largest percent, says how many others the filing names and gives the range of their percents. It never adds their numbers together. The schedules have no field for the change since the last filing, so the alert does not state one.
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Not investment advice. Filing Ahoy reports what was filed; it does not tell you what to buy or sell. Filing Ahoy is not affiliated with the SEC.
Sources
Every rule on this page comes from these sec.gov pages, read on October 25, 2026.
- SEC press release 2023-219
https://www.sec.gov/newsroom/press-releases/2023-219 - Fact sheet, Modernization of Beneficial Ownership Reporting (PDF)
https://www.sec.gov/files/33-11253-fact-sheet.pdf - Staff guidance, Exchange Act Sections 13(d) and 13(g) and Regulation 13D-G
https://www.sec.gov/rules-regulations/staff-guidance/compliance-disclosure-interpretations/exchange-act-sections-13d-13g-regulation-13d-g-beneficial-ownership-reporting - Officers, Directors and 10% Shareholders
https://www.sec.gov/resources-small-businesses/going-public/officers-directors-10-shareholders