SEC Periodic Reports – Going Public Attorneys

Issuers become subject to the SEC’s periodic reporting requirements a number of ways including by filing a registration under the Securities Act of 1933, as amended or pursuant to the  Securities Exchange Act of 1934. The SEC rules that apply to periodic reports require that publicly traded companies disclose a wealth of information to the public. Periodic reporting also requires that these reports be written in plain English.  Understanding these reports helps investors make informed decisions regarding whether to buy, sell or hold a company’s securities.

Periodic reports provide issuers with the opportunity to provide shareholders with transparency by telling their story. Companies that provide materially false or misleading statements, or omit material information that is necessary to render a report not misleading in their periodic reports  are subject to liabilities arising under federal and state securities laws. Investors can obtain a company’s Form 10-K, Form 10-Q and Form 8-K filings on the SEC’s EDGAR database.

10-K Reports

SEC reporting companies must file a 10-K report with the SEC annually. Form 10-K reports are generally different from the annual reports that corporations provide to shareholders. Form 10-K requires specific line item disclosures. Some companies provide their 10-K report to shareholders instead of an annual report.

Form 10-K reports require a comprehensive picture of a company’s overall business and financial condition. 10-K reports also include at least two years of audited financial statements including a balance sheet, income statement, and statement of cash flow. 

10-Q Reports

SEC reporting companies are required to file quarterly reports on Form 10-Q within 45 days after the end of each of the first three quarters of their fiscal year. The purpose of Form 10-Q is to update information included in prior SEC filings and provide continuing disclosure including the company’s financial position during the year. Unlike Form 10-K’s requirements, financial statements contained in Form 10-Q do not have to be audited.

 8-K Reports

SEC reporting companies are required to file 8-K reports when material events occur such as a change in management, material agreement, bankruptcy, merger, or other important events. Companies are not allowed to wait until their next 10-K or 10-Q report is due and must file Form 8-K within four days of the event.

For further information about SEC periodic reports post, please contact Brenda Hamilton, Securities Attorney at 101 Plaza Real S, Suite 202 N, Boca Raton, Florida, (561) 416-8956, by email at [email protected] or visit  www.securitieslawyer101.com.  This securities law Q & A is provided as a general or informational service to clients and friends of Hamilton & Associates Law Group, P.A. and should not be construed as, and does not constitute legal advice on any specific matter, nor does this message create an attorney-client relationship.  Please note that prior results discussed herein do not guarantee similar outcomes.

Hamilton & Associates | Securities Lawyers
Brenda Hamilton, Going Public Attorney
101 Plaza Real South, Suite 202 North
Boca Raton, Florida 33432
Telephone: (561) 416-8956
Facsimile: (561) 416-2855
www.SecuritiesLawyer101.com