What are SEC Periodic Reporting Requirements? Securities Lawyer 101

Companies become subject to the SEC’s periodic reporting requirements in several 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’s periodic reporting rules 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 serve as a platform for issuers to provide shareholders with transparency by sharing their stories. However, it’s important to note that companies that provide materially false or misleading statements or omit material information necessary to render a report not misleading in their periodic reports can face serious liabilities under federal and state securities laws. Investors can access a company’s Form 10-K, Form 10-Q and Form 8-K filings on the SEC’s EDGAR database to ensure they are well-informed.

Form 10-K

SEC reporting companies must file a 10-K report with the SEC annually. Form 10-K reports differ from the annual reports 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.

Form 10-Q

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 the 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.

Form 8-K

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 this securities law blog, please contact Brenda Hamilton, Securities Attorney, at 200 E. Palmetto Park Rd, Suite 103, Boca Raton, Florida, (561) 416-8956, or by email at [email protected]. This securities law blog post is provided as a general informational service to clients and friends of Hamilton & Associates Law Group 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 the prior results discussed herein do not guarantee similar outcomes.

Hamilton & Associates | Securities Attorneys
Brenda Hamilton, Securities Attorney
200 E. Palmetto Park Rd., Suite 103
Boca Raton, Florida 33432
Telephone: (561) 416-8956
Facsimile: (561) 416-2855
www.SecuritiesLawyer101.com

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What are SEC Periodic Reporting Requirements? Securities Lawyer 101

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