Embedded Files
* = Unless otherwise noted as an exception
See: Wikipedia
Note: Frequencies are counted on a stand-alone basis (which is why the occurrence of section 9.01 is so low).
Frequency Source: He and Plumlee (2020) [2169]
8-K Exhibits
8-K Exhibits
Types of Content
Types of Content
* = Usually Press Releases
Source: He and Plumlee (2020) [2169]
Related: 10-Q is for the Quarterly or Interim Report (doesn't need to be audited, unlike 10-K financials)
When Late: NT 10-K or NT 10-Q (where NT stands for Non-Timely)
Form 12b-25: Notification Of Late Filing
Note: Regulation S-K is generally focused on qualitative descriptions while the related Regulation S-X focuses on financial statements.
Deadlines
Deadlines
Large Accelerated Filer: 10-K in 60 days, 10-Q in 40 days
Accelerated Filer: 10-K in 75 days, 10-Q in 40 days
Non-Accelerated Filer: 10-K in 90 days, 10-Q in 45 days
Definitions
Definitions
Large Accelerated Filer: Cap >$700M (threshold to be downgraded thereafter = $560M)
Accelerated Filer: Cap $75M to $700M (unless revenue <$100M) (threshold to be downgraded thereafter = $60M)
Non-Accelerated Filer
Note: Cap = Aggregate market value of the common equity held by its non-affiliates (i.e. public float)
Also: Smaller Reporting Company (SRC) Exception: Public Float < $250M OR Revenues < $100M + Public Float < $700M
Other SEC Filings
Other SEC Filings
Voting
Voting
Form DEF 14A = Definitive Proxy Statement (with the Form PRE 14A for the Preliminary Proxy Statement) usually for the company's Annual Meeting.
Ownership
Ownership
Schedule 13D: Beneficial Ownership Report
Schedule 13G: Beneficial Ownership Report
Insiders
Insiders
Form 3: Initial Statement Of Beneficial Ownership Of Securities
Form 4: Statement Of Changes In Beneficial Ownership
Form 5: Annual Statement Of Changes In Beneficial Ownership Of Securities
Other
Other
Form D: Notice Of Sale Of Securities
Form 144: Notice Of Proposed Sale Of Securities (not to be confused with SEC Rule 144A)
See Also: largeshareholders.com
Registration Of Securities
Registration Of Securities
Form S-1: Registration Statement (new or initial securities including IPO)
Form 424A: Preliminary Prospectus
Form 424B1: Pricing Supplement
Form S-3: Registration Statement For Specified Transactions By Certain Issuers (S-3 is used for shelf registration statements)
Eligibility Minimum: Accelerated Filer (also Current & Not-In-Default)
Form S-4: Registration Of Securities, Business Combinations (additional shares – foreign = Form F-4)
Deregistration
Deregistration
Form 15: Certification And Notice Of Termination Of Registration
Form 25: Notification Of Removal From Listing And/Or Registration
Form 25-NSE: Filed By Exchange
See Also: officiallydelisted.com
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