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Securites & Exchange Commission: SEC FORMS

SEC EDGAR FORMS

EDGAR (Electronic Data Gathering and Retrieval) is part of the Securities & Exchange Commission of the US government. This system allows the public to view the various regulatory filings of all companies required to file financial statements under the various legislative acts.

This document provided by the SEC provides detailed information regarding the various forms companies are required to file.

10-K

Form 10-K is the report filed annually by most U.S. companies 90 days after the end of their fiscal year. 10-Ks are detailed reports prepared by all publicly traded companies in the US and private companies that have public bonds. Typically 10-K's include:

  • description of the business
  • listing and description of the properties owned by the corporation
  • legal proceedings
  • a discussion of the market for the registrant's common stock and related security holder matters
  • financial statements and footnotes
  • management's discussion and analysis (MD&A) of the financial conditions and results of operations
  • directors and executive officers of the registrant

10-Q

10-Q is a quarterly report filed for each of the first three quarters of a company's fiscal year. It must be filed within 45 days of the end of each fiscal quarter. Remember a company's fiscal year need not coincide with a calendar year. 10-Qs typically contain: 

  • income statement

  • balance sheet

  • statement of source and application of funds

Additionally, there are results of operations analysis, computations of earnings per share and dividends per share, and any additional information related to the period being reported.

20-F

20-F is the report filed annually by foreign issuers six months after the end of their fiscal year. 20-Fs are similar to 10-K filings required of U.S. and Canadian companies. The following information is included:

  • description of the business
  • listing and description of the properties owned by the corporation
  • legal proceedings
  • a discussion of the market for the registrant's common stock and related security holder matters
  • financial statements and footnotes
  • management's discussion and analysis (MD&A) of the financial conditions and results of operations
  • directors and executive officers of the registrant

DEF 14A (Proxy Statement)

Proxy statements provide official notification to a company's shareholders of matters to be voted upon at the company's annual meeting.  A vote of shareholders may be required for many things, but election of company directors, executive compensation plans as well as significant other proposals such as changes to bylaws are often brought to a shareholder vote.  Updated financial statements often included with a proxy statement.

The information included in the company's Proxy Statement is often included by reference in the 10-K.

8-K

Company's file an 8-K to report unscheduled material events or corporate changes deemed of importance to shareholders or to the SEC. Companies have four days to file an 8-K after the triggering event. Some events requiring a filing are:

  • Changes in control of registrant
  • Acquisition or disposition of assets
  • Bankruptcy or receivership
  • Changes in registrant's certifying accountant
  • Other materially important events
  • Resignation of registrant's directors
  • Financial statements and/or exhibits
  • Change in fiscal year
  • Amendments to the Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics
  • Public notice of a pension fund blackout period
  • Public announcement or release disclosing material non-public information regarding the registrant's results of operations or financial condition for a completed quarterly or annual fiscal period


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