New Hedge Funds Filing Form D (quarterly count, SEC Form D)

## What this measures

The count of original Form D notices in the quarter from pooled investment funds that describe themselves as a hedge fund, with deal vehicles (SPVs, series and feeders) left out.

## Why it matters

Fund formation leads investing: money raised into new funds is the capital managers will deploy over the following years, the "dry powder" of private markets.

## How it is made

Every company that sells securities under Rule 506 of Regulation D files a notice, Form D, with the SEC within 15 days of the first sale, and amends it at least once a year while the offering runs. The SEC's Division of Economic and Risk Analysis publishes every notice as filed in quarterly data sets (2009 onward). Palanor loads all of them. An offering is its SEC file number (an amendment, Form D/A, keeps the number of the notice it amends), and each filing reports the total sold so far, so the money a filing adds is its total minus the previous filing's.

**New funds** are original notices (Form D, not amendments) with the industry group "Pooled Investment Fund", by the fund type the filer ticks (Item 4: hedge fund, private equity fund, venture capital fund). Deal vehicles are counted apart by name: "a Series of", "Series … of", "SPV", "Co-Invest", "Syndicate" and "Feeder" (single-deal vehicles, series of a master LLC, and feeders into a main fund). Funds anywhere that file a U.S. Form D are counted, wherever they are based.

## How to read it

A count of new funds starting to raise, quarterly. A fund files when it first sells interests, so the count leads closings and deployment. Most hedge funds give an indefinite offering amount, so this series counts funds and does not add up targets.

## What it does not cover

Form D is a notice of an exemption, not an announced funding round. Companies that raise without Rule 506, or file late or never, are missing, and some of the largest private companies raise without a notice of their own (only their investor vehicles file). Amounts are what companies report as sold, in the quarter the notice is filed, not when the money was wired. The industry group, state and fund type are the filer's own answers on the form and are not checked. Parallel vehicles of one fund (onshore, offshore, a Luxembourg vehicle) file separate notices and can each count as a fund when their names do not mark them as vehicles.

## Source

Palanor calculation from SEC Form D filings (U.S. Securities and Exchange Commission, Form D data sets; public domain).