Form PF Compliance Guide

Form PF is a confidential regulatory filing required by the SEC for registered investment advisers managing private funds above certain AUM thresholds. Introduced in 2012 under the Dodd-Frank Act, Form PF is designed to give regulators systemic risk visibility into the private fund industry.

Who Must File

• All registered advisers with $150M or more in private fund AUM must file Form PF annually.
• Large hedge fund advisers with $1.5B+ in hedge fund AUM must file quarterly (Section 2).
• Large liquidity fund advisers with $1B+ must file quarterly (Section 3).
• Large private equity advisers with $2B+ in PE fund AUM must file annually with enhanced disclosure (Section 4).

Filing Deadlines

• Annual filers: 120 days after fiscal year end
• Large hedge fund advisers: 60 days after each fiscal quarter end
• Large PE advisers: 120 days after fiscal year end (Section 4 additional disclosures)

The SEC has significantly expanded Form PF requirements in recent years. Key amendments advisers should be aware of:

Current Event Reporting (2023)

Large hedge fund advisers and all PE fund advisers must now report certain events within 72 hours or one business day of occurrence, including:

• Extraordinary investment losses (hedge funds: 20%+ NAV decline in a rolling 10-business-day period)
• Significant margin and counterparty default events
• Unplanned removal of a fund's general partner or investment adviser
• Termination of a fund's prime brokerage relationship
• Certain fund redemption gate impositions or suspensions (hedge funds)
• Adviser-led secondary transactions (PE funds)
• Completion of an adviser-led secondary transaction
• Fund's completion of a GP-led secondary transaction

Enhanced PE Disclosures (2023)

Section 4 for large PE advisers now requires detailed reporting on fund strategies, leverage, portfolio company financial conditions, use of subscription credit facilities, and events at controlled portfolio companies.

Data Quality Requirements

Amendments have increased specificity of required data. Advisers must ensure their fund accounting and portfolio monitoring systems can generate the required data fields with sufficient granularity.

Form PF accuracy depends on the quality of your underlying data. Common data gaps that advisers discover during Form PF preparation:

Fund Structure Documentation

Maintain current, complete documentation of every fund vehicle: legal structure, jurisdiction, investor composition (US/non-US, regulated/unregulated), and relationships between parallel funds, co-invest vehicles, and SPVs.

Portfolio Company Financial Data

Section 4 requires financial data at the portfolio company level. Many PE advisers lack systems to collect and normalize financial data from portfolio companies consistently enough to support quarterly regulatory reporting. Implement structured financial data collection early.

Leverage and Borrowing Data

Form PF requires detailed borrowing and leverage data across fund vehicles and portfolio companies. Fund-level subscription credit facilities and portfolio company debt must be tracked separately and reported according to specific categorization rules.

Counterparty Exposure

Large hedge fund advisers must report counterparty concentration. Maintain real-time counterparty exposure tracking at the fund level.

Incorrect Fund Classification

Form PF uses specific definitions for fund types (hedge funds, liquidity funds, private equity funds) that don't always match how advisers internally categorize their vehicles. Review the definitions carefully — a credit fund that uses leverage may qualify as a hedge fund for Form PF purposes even if the adviser considers it a PE fund.

Inconsistent Data Between Filings

The SEC compares current filings to historical filings. Unexplained inconsistencies in fund characteristics, investor counts, or AUM can trigger SEC inquiries. Maintain filing records and document the reasons for material changes between periods.

Missing Current Event Triggers

The 72-hour and 1-business-day deadlines for current event reporting are tight. Establish internal monitoring processes that can identify triggering events in real time — not after the monthly or quarterly data review cycle.

Inadequate Documentation

In an examination, the SEC will want to see the supporting data and calculation methodology behind Form PF figures. Maintain complete documentation of how each reported figure was calculated and from what source data.