Arkolith/Glossary/Schedule 13G
SEC filings & market data

Schedule 13G

Also: 13G · SC 13G

What is a Schedule 13G?

Schedule 13G is a short-form beneficial-ownership report for investors who cross 5% of a company without intent to influence control — used by index funds and other passive holders, with lighter deadlines than a 13D.

A 13G is the passive counterpart to the 13D. It is available to qualified institutional investors, exempt investors, and passive investors who hold more than 5% but have no intent to change or influence control of the issuer.

It carries less disclosure and longer deadlines than a 13D — though the 2024 amendments accelerated them (passive investors now file within five business days; qualified institutions on a quarterly cadence). If a passive holder later develops control intent, it must switch to a 13D.

Example

A large index-fund manager that mechanically holds 8% of a company files a 13G rather than a 13D, because it has no activist intent.

Why it matters for Arkolith

Separating 13G (passive) from 13D (activist) is exactly the kind of entity-and-intent resolution that turns raw EDGAR into a usable ownership graph.

Arkolith turns this into live, sourced data your agent can query — SEC filings, insider activity, and market data behind one key, every datapoint traceable to its origin.