SEC Filings

Securities and Exchange Commission Required Filings

 

Form S-1. Registration statement filed prior to the sale of new securities to the public. The registration statement includes audited financial statements, risk assessment, underwriter identification, and the estimated amount and use of the offering proceeds.

 

Form 10-K. Required annual filing that includes information about the business and its management, audited financial statements and disclosures, and disclosures about legal matters involving the firm. Information required in Form 1 0-K is similar to that which a firm typically provides in its annual report to shareholders. However, a firm’s annual report is not a substitute for the required 1 0-K filing. Equivalent SEC forms for foreign issuers in the U.S. markets are Form 40-F for Canadian companies and Form 20-F for other foreign issuers.

 

Form 10-Q. U.S. firms are required to file this form quarterly, with updated financial statements (unlike Form 1 0-K, these statements do not have to be audited) and disclosures about certain events such as significant legal proceedings or changes in accounting policy. Non-U.S. companies are typically required to file the equivalent Form 6-K semiannually.

 

Form DEF-14A. When a company prepares a proxy statement for its shareholders prior to the annual meeting or other shareholder vote, it also files the statement with the SEC as Form DEF-14A.

 

Form 8-K. Companies must file this form to disclose material events including significant asset acquisitions and disposals, changes in management or corporate governance, or matters related to its accountants, its financial statements, or the markets in which its securities trade.

 

Form 144. A company can issue securities to certain qualified buyers without registering the securities with the SEC but must notify the SEC that it intends to do so.

 

Forms 3, 4, and 5 involve the beneficial ownership of securities by a company’s officers and directors. Analysts can use these filings to learn about purchases and sales of company securities by corporate insiders.