The 13F de minimis exemption, explained
The 13F de minimis exemption is a short instruction with an outsized effect on how the filing reads: a manager may leave a small holding out of the Information Table entirely. So a stock's absence from a fund's Form 13F does not prove the fund did not hold it at quarter-end. This guide sets out the two thresholds, why both must be met, and the other reasons a holding can be legally missing. It is not investment advice.
Definition
The 13F de minimis exemption
lets a manager omit a holding from the Form 13F Information Table when, on the period end date, it holds fewer than 10,000 shares, or under 200,000 dollars principal of convertible debt, and the holding is worth less than 200,000 dollars in aggregate fair market value. Source: SEC, Form 13F.
What are the two de minimis thresholds?
Special Instruction 9 of Form 13F sets a share test and a value test, and they operate together rather than as alternatives.
| Test | Threshold | Measured on |
|---|---|---|
| Share test | Fewer than 10,000 shares, or under 200,000 dollars principal amount for convertible debt | The period end date |
| Value test | Less than 200,000 dollars aggregate fair market value | The period end date |
Option holdings to purchase only such amounts fall inside the same permission. Both tests must be satisfied for the holding to be omitted, so a small share count at a high price is still reported, and a large share count in a low-priced stock is still reported.
10,000 shares
Share threshold below which a 13F holding may be omitted, provided it is also worth under 200,000 dollars
Source: SEC, Form 13F Special Instruction 9
The exemption is permissive, not mandatory
The instruction says a manager may omit these holdings. Some managers file everything anyway. That makes small-position data non-comparable between filers: an empty line in one manager's table may reflect a genuine exit, while the same size of position sits fully reported in another manager's table. Comparing the same manager quarter over quarter is on firmer ground than comparing two managers on one quarter.
The other ways a holding goes missing
The de minimis rule is one of four common reasons a name is not on the table.
- De minimis. Small enough to omit under Special Instruction 9.
- Confidential treatment. The SEC can permit a holding to be withheld and filed later, covered in 13F confidential treatment.
- Out of scope. Short positions and written options are never reported and are not netted against a long position in the same issuer. Non-US-listed holdings, cash and most bonds sit outside Section 13(f) altogether.
- Reported by someone else. Where discretion is shared, another manager may report the position, as set out in 13F investment discretion and the 13F-NT notice report.
For the table these rules act on, see the 13F Information Table. For the filing as a whole and its 45-day deadline, see what is a 13F filing.
Flock reports what a filing says and dates it, and does not fill gaps with estimates, so an absent holding stays absent rather than becoming an inferred one. What the data means for your money is your call to make.
Frequently asked questions
What is the 13F de minimis exemption?
A permission to leave a small holding off the Information Table. A manager may omit a position if on the period end date it holds fewer than 10,000 shares, or under 200,000 dollars principal of convertible debt, and the holding is worth less than 200,000 dollars. Source: SEC, Form 13F Special Instruction 9.
Do both de minimis tests have to be met?
Yes. The share test and the value test apply together. A position of 5,000 shares worth 400,000 dollars fails the value test and must be reported, and a position of 50,000 shares worth 60,000 dollars fails the share test. Source: SEC, Form 13F Special Instruction 9.
Is omitting a small holding optional?
Yes. The instruction says a manager may omit such holdings, not that it must. Some managers report every position and some use the exemption, so the absence of a small holding in one filing is not comparable across managers. Source: SEC, Form 13F.
What else can be missing from a 13F?
Short positions and written options are never reported, non-US-listed and most non-equity holdings fall outside Section 13(f), and a holding can be withheld under a confidential treatment request granted by the SEC. Source: SEC, Form 13F FAQs.
Flock tracks these filings, sourced, dated, and linked back to the original. See what smart-money entities disclosed, without the guesswork about what it means.
Disclosures shown are public regulatory filings. Data may be delayed or incomplete. Smart-money entities may no longer hold positions shown. Not investment advice.