Basic shareholder research involves either identifying the shareholders of a company or finding out the companies in which a person owns stock. There are generally three sources for this kind information for shareholders in U.S. companies: (1) SEC filings (2) Secretary of State filings and (3) the company's officers, shareholders and directors themselves. (For shareholders in foreign companies, see the "Foreign Companies" section, below. To identify insider trading or for other complex shareholder research questions, see the "Insider Trading" and "Research Services" sections, also below.)
1. SEC Filings: The SEC requires "Insider," "Institutional" and "Beneficial" shareholders to file forms disclosing their share ownership in public companies. "Insiders" are people who own 10% of the companies stock, officers and directors (per Section 16(a) of the Securities and Exchange Act). They file Forms 3, 4, 5 and sometimes 144. "Institutional" and "Beneficial" (5%) shareholders file Forms 13-D, 13-F, 13-G, 14d-1 and I believe sometimes 4-S and 144-S.
Shareholder Databases: Starting in 2003 all shareholder forms are filed electronically, so they are available in all the free and fee-based databases described in the Filings section of the "Securities and Exchange Commission" entry. To get forms filed before then, call Thompson Financial at 800-638-8241.
In addition, the following databases provide data on shareholder ownership and insider trading taken from the electronically-filed forms. Note: None of the databases are comprehensive prior to 2003.
SecForm4.Com lets you look up Form 4 filings by company or by insider for free. You can also search the EDGAR database by company for free and limit your searches to report only Form 3, 4 and 5.
The TFRD (formerly Disclosure/Spectrum) Ownership database on Dialog (File 540) provides information on Insider, Institutional and Beneficial shareholders. Each record tells you all the shareholders for a particular company. Note: Spectrum also sells its data through other services; call Spectrum at 888-989-8373 for more information.
LIVEDGAR offers nicely formated Insider Trading Reports based on Forms 3, 4, 5.
The Insider Trading Monitor on Dialog (File 549) covers Insider shareholders. Each record tells you a particular event -- i.e., when an insider bought or sold share (based on SEC Forms 3 and 4).
The Vickers Stock Research database allows you to create reports using data from all the forms (www.vickers-stock.com).
The Vickers Institutional Holdings database on Lexis (COMPNY;VICINS) covers Institutional shareholders with information from Forms 13-D, 13-F, 4-S and 144-S.
Morningstar Document Research (formerly 10-K Wizard) has an Insiders searches with Form 3, 4 and 5 and 13-Fs.
If you have a Bloomberg Box, you can get a reasonably comprehensive report of the Institutional shareholders of a company.
SEC Filings Databases: You can get the same or similar information by searching a database of the relevant SEC filings. For information on the various databases available, see the Filings section of the "Securities and Exchange Commission" entry in this Guide. Note: Since there are several good free filings databases, this may be your best bet for low-cost information.
2. Secretary of State Filings: The Owners and Officers database on KnowX.com provides basic company ownership information -- including shareholdings -- based filings with the various Secretary of State Offices throughout the United States. Alternatively, you may be able to find the relevant filings posted on the relevant Secretary of State's Web site, or you could get copies from the relevant Secretary of State's office. To pursue these options, see the separate entry for "Secretary of State Records."
3. Company Information: Some companies and shareholders will give out ownership information even if they aren't required to tell. This information can pop up in a number of places. In some cases the information is posted on the company Web site. Especially for smaller and private companies, try Dow Jones' Corporate Ownership Watch and/or look near the end of a D&B report, which is generally the best source of ownership information for private companies. Also,
search a database of business news articles to see if someone provided information to the press. If all else fails, call the company or someone who knows about the company (e.g., a stock analyst) to see if they'll tell you anything.
INSIDER TRADING: The SEC explains its insider trading rules, forms and procedures in its Guide to Insider Trading: Online Publications at the SEC. LIVEDGAR offers nicely formated Insider Trading Reports, which are particularly useful as of 2003, when electronic filing of insider forms became mandatory. The Insider Trading Monitor on Dialog (File 549) tells you when an insider shareholder bought or sold share (based on SEC Forms 3 and 4), which is particularly helpful for pre-2003 research. For more online resources see the databases discussed above. If you need to unravel or examine a particularly complex insider situation see "Research Service," below.
RESEARCH SERVICES: If you need a complex analysis of a situation -- for example, if you need to identify insider trading or pick out patterns of sales and acquisitions in a particular industry -- hiring a research firm may be the way to go. Some firms that do this kind of work for U.S. shareholders include Investnet (954-384-1500) and CSC Networks (800-631-2155)
Alternatively you can call one of the Thompson Financial companies -- FirstCall (800-243-2324), which specializes in insider trading, or CDA Spectrum (888-989-8373), which I believe tracks buying and selling by all kinds of shareholders. In addition to producing databases, they also use their databases to do custom research. Similarly, you can call GSI (800-669-1154), which also produces the LiveEdgar databases of SEC filings.
FOREIGN COMPANIES: To identify shareholders in companies outside the U.S., try the foreign equivalents to each U.S. category discussed above. For example, to find Canadian shareholders, search SEDAR filings instead of the SEC's EDGAR filings. And to find shareholders in British companies, search the ICC Shareholders Reports on Lexis (UK;ICCSHR), instead of any of the U.S. shareholder databases. For German companies, the BAWe posts a database of Major Holdings of Voting Rights in Officially Listed Companies