A beneficial ownership report under Sections 13(d) and (g) of the Securities Exchange Act of 1934, as amended (Exchange Act). Schedule 13G is filed by a person that acquires beneficial ownership of more than 5% of a class of a company's equity securities registered under Section 12 of the Exchange Act, but who falls within an exemption or exclusion from Section 13(d) and filing a Schedule 13D. For example, stockholders who qualify as passive investors are eligible to use Schedule 13G instead of Schedule 13D.

Changes in the filer's beneficial ownership generally must be reported annually in an amendment to the Schedule 13G. Under certain circumstances, additional transactions and any material changes in beneficial ownership may need to be reported in amendments more frequently.

For more information, see Practice Note, Filing Schedule 13D and 13G Reports.