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Form 13H-I Filings

SEC Form 13H-I is a filing used by Large Traders to claim inactive status under Rule 13h-1 of the Securities Exchange Act of 1934 when they no longer meet the Large Trader identifying activity level

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What Is SEC Form 13H-I?

SEC Form 13H-I is a filing required under Rule 13H-1 of the Securities Exchange Act of 1934. It is used by a Large Trader to notify the Securities and Exchange Commission (SEC) that it is requesting inactive status under the Large Trader reporting system described in the SEC’s Large Trader Reporting materials.

This form is typically filed when a Large Trader did not effect transactions at or above the identifying activity level during the prior full calendar year and reasonably expects that it will not meet that activity level in the current year. Once Form 13H-I is submitted, it updates the Large Trader’s status with the SEC while preserving the Large Trader Identification Number (LTID) structure used for market oversight.

Form 13H-I supports regulatory monitoring by keeping Large Trader records up to date when a registrant becomes inactive. While inactive status changes the trader’s filing posture, it does not remove the underlying obligation to re-file promptly if the trader again meets the identifying activity level, nor does it replace other applicable regulatory requirements.

Key elements typically found in SEC Form 13H-I include:

  • Name of the Large Trader and identifying information
  • Large Trader Identification Number (LTID)
  • Confirmation that the Large Trader qualifies for inactive status
  • Date and basis for the inactive status request
  • Authorized filer and contact information
  • Electronic submission through EDGAR is consistent with Form 13H requirements listed in the SEC Filing Form Index

SEC Form 13H-I Filing Deadlines

SEC Form 13H-I is tied to a Large Trader’s activity status rather than a fixed, periodic deadline. The timing is driven by whether the Large Trader did not meet the identifying activity level during the prior full calendar year and expects to remain below the threshold.

Filing Stage Timeline Details
Inactive Eligibility After a full calendar year below the identifying activity level The Large Trader did not meet the identifying activity level during the prior full calendar year and reasonably expects not to meet it in the current year
Form 13H-I Filing Promptly after eligibility is met Filed electronically with the SEC to request inactive status under Rule 13h-1
Inactive Status Effective Upon SEC acceptance of the filing The Large Trader’s status is updated as inactive while the LTID framework remains in place
Reactivation Filing Promptly upon meeting the identifying activity level again The Large Trader must submit the applicable Form 13H reactivation filing if it again meets the identifying activity level

Key Things to Know About Form 13H-I Filing Rules

  • Inactive Status Is Conditional: A Large Trader may file Form 13H-I only if it did not meet the identifying activity level during the prior full calendar year and reasonably expects it will not meet that level in the current year.
  • Form 13H-I is Status-Based, Not Periodic: Unlike annual or amended Form 13H submissions, Form 13H-I is filed based on the trader’s activity status rather than a recurring reporting calendar.
  • Reactivation Obligations Still Apply: If a Large Trader becomes active again by meeting the identifying activity level, it must file promptly to update its status and continue using the LTID framework as required.
  • EDGAR Submission Still Required: Form 13H-I is submitted electronically through EDGAR in the same regulatory system used for other Form 13H submissions and related Large Trader status updates.
  • Broker-Dealer Identification Practices Remain Relevant: Even with inactive status, Large Traders should maintain procedures to ensure that identification and account documentation can be updated quickly if reactivation becomes necessary.

Many issuers rely on third-party service providers to prepare and submit this form. See Top SEC filing agents for public companies for an industry overview

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