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Schedule 13D is a form that must be filed with the SEC by any individual or group of individuals acquiring 5% or more of a corporation’s non-exempt equity securities. Form 13 D must be filed within 10 days of the acquisition.
When a large investor or a group of investors acquire a stake of 5% or more of an issuer’s outstanding securities a schedule or form 13 d must be filed promptly with the SEC. The 13 D will declare the investor’s intentions and basis for acquiring such a large percentage of the issuer’s securities. If the investor is acquiring the securities for investment purposes only the investor is taking a passive stake in the company. Other declarations on the 13 D would be if the investor is seeking change at the issuer or to acquire control of or to purchase outright the company.