Which scenario requires filing Form 13D?

Filing Form 13D is mandated under the Securities Exchange Act of 1934 for any person or group that acquires beneficial ownership of more than 5% of any class of equity securities registered under the Act, but this obligation becomes particularly pertinent when the acquirer has the intent to influence or effect a change in control of the issuer.

In scenarios where an individual or group intends to influence or change the control of the issuer, this indicates a strategic action that goes beyond mere investment, capturing the regulator's interest due to its potential impact on the corporate governance and operational decisions of the company. Thus, this intent is a significant factor necessitating the filing of Form 13D.

Additionally, once an individual or group exceeds a 10% ownership stake, the requirement to file Form 13D is also triggered. This additional threshold reflects a further level of investment that intensifies the potential for influence and aligns with regulatory interests in monitoring significant ownership changes that might impact market dynamics or control.

Thus, the scenario that combines both the intent to influence or change issuer control and exceeding 10% ownership appropriately encapsulates the conditions under which Form 13D must be filed. This ensures transparency in the market regarding substantial ownership interests and efforts to affect corporate