Collection of Data

Quick Answer

Bankers pull data from five source types (commercial databases, proprietary deal repositories, regulatory filings, company sites, media) and feed it into five analyses. The Exchange Act of 1934 governs periodic reports (10-K, 10-Q, 8-K), ownership filings (Schedule 13D active, 13G passive) at the 5% threshold, Form 13F, proxies, and insider Forms 3, 4, 5. Banking and research sit behind an information barrier.

The whole unit on one sheet: where the data lives, how it gets used, the Exchange Act filings the exam loves, and the communication walls between banking, clients, and research.


Sources of Data (Where It Lives)

  • Five source categories: commercial market databases (Bloomberg, FactSet, Capital IQ, Refinitiv), proprietary databases (the firm's own past deals), regulatory sources (EDGAR, EMMA), company internet sites (investor relations pages), and media (wire services, press, equity research).
  • EDGAR (Electronic Data Gathering, Analysis, and Retrieval) is the Securities and Exchange Commission (SEC) filings database; EMMA (Electronic Municipal Market Access) is the Municipal Securities Rulemaking Board (MSRB) parallel for municipal disclosure.
  • Four data categories: financial (balance sheet, income, cash flow), performance (key performance indicators (KPIs), same-store comps, churn, backlog), issuance (past securities offerings), transaction (M&A deals).
  • FactSet and Capital IQ suit banking workflow (Excel plug-ins, audit trails, comp-set screening); Bloomberg is trader-centric and the default for real-time fixed-income.

Analytical Use of Data (How It Is Used)

  • Five analyses, broad to narrow: industry and market trend analysis, individual company analysis, comparable company analysis (trading comps), relative valuation positioning, precedent transaction analysis.
  • Trading comps use trading multiples from public peers (live market data); a comp set is usually 5 to 15 peers.
  • Precedent transactions use transaction multiples from past M&A deals (announced-deal data).
  • Relative positioning: premium (above peer median), in line (at median), or discount (below median).

Exchange Act Reports, Schedules, and Forms

  • Periodic issuer reports: Form 10-K (annual, audited), Form 10-Q (quarterly, unaudited), Form 8-K (current event, generally 4 business days after the trigger), plus a transition report on a fiscal-year change.
  • Two parallel reporting tracks: exchange-listed and registered-offering. Same form contents; different source of obligation.
  • Filer status is set by public float, not revenue: large accelerated ($700 million or more), accelerated ($75 million to less than $700 million), non-accelerated (under $75 million).
  • Ownership filings at the 5% beneficial-ownership threshold: Schedule 13D (active intent) and Schedule 13G (passive intent).
  • Form 13F: institutional investment managers with $100 million or more held with investment discretion; quarterly; long positions only (no shorts, cash, or most derivatives).
  • Proxy filings (Schedule 14A): definitive proxy (DEF 14A) when materials are mailed; preliminary proxy (PRE 14A) at least 10 calendar days before mailing, only for non-routine matters.
  • Insider Forms: Form 3 (initial, within 10 days), Form 4 (changes, within 2 business days), Form 5 (annual catch-up, within 45 days after fiscal year end). Insiders = officers, directors, and beneficial owners of more than 10%.
  • Short-swing profit recovery: any profit from a purchase-and-sale within a 6-month window is recoverable by the issuer; strict liability, intent and material nonpublic information (MNPI) do not matter.

Permissible Communications (Client and Internal)

  • Bankers may gather and verify modeling inputs from clients: projections, customer concentration, segment splits, working-capital assumptions.
  • When material nonpublic information (MNPI) is involved, bankers sit on the private side of the information barrier and must coordinate with legal and compliance.
  • Two client documents: the engagement letter (scope, fees, confidentiality) and the nondisclosure agreement (NDA, between client and any third party).
  • Internal counterparties: industry specialists (routine), the syndicate desk (deals, pricing, structure, covenants), and research (heavily restricted).
  • Marketing materials (pitchbooks, fairness opinions, offering documents) need principal approval BEFORE external distribution.

Research Analyst Conduct

  • An information barrier separates banking (private side) from research (public side); banking may not supervise or control analysts.
  • Analyst compensation may NOT be tied to specific banking transactions or banking revenue; overall firm revenue, analyst productivity, and research quality are permissible factors.
  • Prohibited: analysts may not participate in pitches or road shows; banking may not direct analysts to do sales or marketing for a transaction.
  • Quiet periods: 10 calendar days after an initial public offering (IPO), 3 calendar days after a secondary offering; bind managers and co-managers only (not the full syndicate). Booster shots are prohibited.
  • Required disclosures in research reports include conflicts, rating-system definitions and distribution of ratings (firm-wide), banking compensation, and manager or co-manager status within the past 12 months.

The One-Liners That Win Points

  • EDGAR holds public filings; proprietary databases hold the firm's own deal history. They are not interchangeable.
  • Issuance data covers securities offerings; transaction data covers M&A. Reach for the right database given the facts.
  • Form 8-K is 4 business days, not 4 calendar days.
  • Schedule 13D is the activist's filing (5 business days); Schedule 13G is the index fund's filing (slower clock).
  • Form 13F discloses only long positions held with discretion, so a hedge fund's 13F is an incomplete picture of its book.
  • Bankers are on the PRIVATE side of the wall; sales, trading, and research are public side.
  • Analysts may not ride the road show or sit in the pitch; that is the whole point of the research-analyst conduct rule.
  • The manager or co-manager disclosure has a 12-month look-back: inside 12 months, disclosed; outside, not required.

Numbers to Lock In

ItemValue
Ownership-filing threshold (13D / 13G)more than 5% beneficial ownership
Passive-investor 13G ceilingless than 20%, no control intent
Schedule 13D initial filingwithin 5 business days of crossing 5%
Schedule 13G passive investorwithin 5 business days of crossing 5%
Schedule 13G qualified institutional investor (QII)within 45 days after calendar quarter end
Schedule 13D amendmentwithin 2 business days of a material change
Schedule 13G amendmentwithin 45 days after calendar quarter end
13D / 13G materiality guideacquisition or disposition of 1% or more of the class
Form 13F filer threshold$100 million or more held with discretion
Form 13F frequencyquarterly, within 45 days after quarter end
Form 8-K deadlinegenerally 4 business days after the event
Form 10-K deadline60 / 75 / 90 days after fiscal year end (by filer tier)
Form 10-Q deadline40 / 45 days after quarter end
Large accelerated filer float$700 million or more
Accelerated filer float$75 million to less than $700 million
Non-accelerated filer floatunder $75 million
Preliminary proxy (PRE 14A) lead timeat least 10 calendar days before mailing
Form 3 (initial insider)within 10 days of becoming an insider
Form 4 (insider change)within 2 business days of the transaction
Form 5 (annual catch-up)within 45 days after fiscal year end
Insider status thresholdbeneficial owner of more than 10%
Short-swing profit window6 months
IPO quiet period10 calendar days
Secondary offering quiet period3 calendar days
Research-report look-back on manager status12 months
Trading comp set size5 to 15 public peers

Top Gotchas

  • The 13D / 13G clocks were shortened: 13D and passive-investor 13G both dropped from 10 calendar days to 5 business days; older study material with 10 calendar days is wrong.
  • 13D amendments are 2 business days; 13G amendments are 45 days after quarter end. The amendment clock matches the filer's active-versus-passive posture.
  • Filer status is public float, not revenue. A high-revenue recently-IPO'd portfolio company can land in any tier.
  • Form 13F excludes short positions, cash, and most derivatives; only long equity held with discretion is disclosed.
  • The 10-calendar-day preliminary-proxy rule only applies to non-routine matters; routine annual-meeting items go straight to definitive.
  • Short-swing profit recovery is strict liability: if the math shows a profit within 6 months, the issuer recovers it regardless of intent or MNPI.
  • Quiet periods bind managers and co-managers, not the full syndicate; a non-manager syndicate member can publish immediately after pricing.
  • The line with research is "influence over the recommendation," not "no contact." Bankers can receive published research like any client; they cannot pressure the substance.
  • Precedent-transaction multiples usually exceed trading multiples for the same industry; the gap is the control premium.

Memory Aid: The Ownership and Insider Clocks

  • 13D = D for the deal-maker (activist): fast 5-business-day clock, tight 2-business-day amendments; the market needs current information on control positions.
  • 13G = G for the gentle giant (passive index fund): slower clock, quarter-end amendments; no control threat.
  • Insider forms count up 3, 4, 5: Form 3 gets you IN (initial), Form 4 tracks the FORward changes (2 business days), Form 5 is the year-end catch-up.

One-Breath Recap

Investment bankers pull data from five source types (commercial databases like Bloomberg and Capital IQ, the firm's proprietary deal history, regulatory filings on EDGAR and EMMA, company investor-relations sites, and media) and run it through five analyses that move broad to narrow, from market trends down to trading comps (public peers, live prices) and precedent transactions (past M&A deals, where multiples run higher by the control premium). The Exchange Act of 1934 supplies the filings: periodic reports (10-K, 10-Q, and the 4-business-day 8-K), ownership filings at the 5% threshold (Schedule 13D active on a 5-business-day clock, 13G passive on a slower one), Form 13F for $100 million-plus institutional managers, Schedule 14A proxies, and insider Forms 3, 4, 5, backed by strict-liability short-swing profit recovery inside 6 months. Client work runs under engagement letters and nondisclosure agreements, and when material nonpublic information is in play the banker sits on the private side of the information barrier and coordinates with legal and compliance. That same barrier walls off research, whose analysts cannot join pitches or road shows, observe 10-day IPO and 3-day secondary quiet periods, and must disclose any manager or co-manager role within the past 12 months. Nail the source-to-analysis map and the Exchange Act clocks and this first Function 1 unit answers itself.


Need more than the recap? This is a condensed summary. If it is not enough, read the full Collection of Data unit for the complete lesson.