Form 10-K SEC Annual Report Filing + Example

what is a form 10k

Additionally, companies often provide links to their 10-K filings on their investor relations websites. The government requires companies to publish 10-K forms so investors have fundamental repaying the first information about companies so they can make informed investment decisions. This form gives a clearer picture of everything a company does and what kinds of risks it faces. Part III focuses on corporate governance issues like executive compensation.

Annual Report

Once you’ve found the company you’re looking for, EDGAR shows search results in chronological order and identifies the filing by form type. This part of the document describes any risks the company may be facing that investors should know about. However, the general rule is that the risk factors go in order of importance. “It is the story of their business operations over the past 12 months,” says Glenn Davis, a certified public accountant and director of risk advisory services at Kaufman Rossin.

They usually are founders of the company or large mutual fund companies, and because of how much stock they own, they usually have access to the board of directors of the company and hold significant sway over the company. Requires the company to explain certain comments it has received from the SEC staff on previously filed reports that have not been resolved after an extended period of time. Check here to see whether the SEC has raised any questions about the company’s statements that have not been resolved.

what is a form 10k

Companies with a float between $75 million and $700 million have 75 days, while companies with less than $75 million in their float have 90 days. But for those looking for a more detailed explanation of all sections (e.g. corporate governance, executive compensation), the SEC provides a guide titled “How to Read a 10-K/10-Q“. The comprehensive 10-K aims to provide investors with all the necessary information regarding a company to make informed decisions (e.g. purchasing or selling shares). The 10-K report probably gets its name from Regulation S-K, a set of SEC rules that set out the detailed disclosure requirements for companies, as mandated by sections 13 or 15(d) of the Securities Exchange Act of 1934. Regulation S-K is part of the Code of Federal Regulations—17 CFR Part 229 to be exact. It is a professionally bound but flexible publication, often resembling a printed magazine.

Our team of reviewers are established professionals with decades of experience in areas of personal finance and hold many advanced degrees and certifications. Existing regulations also require companies to publish their bylaws, list subsidiaries, and include copies of their material contracts in this section. This means that companies can choose to report line items that may not be recognized under GAAP. An example of a non-GAAP measure that is commonly reported by companies is EBITDA (Earnings Before Interest, Taxes, Depreciation, and Amortization).

The design and the intent of the annual report are distinctly separate from the 10-K. The annual report is more of a glossy and user-friendly publication, intended for the layperson to understand—and, hopefully. While it is officially filed with the SEC, it is also available to the public. As part of this section, the company usually dedicates several pages to certain risk factors to consider when evaluating the company’s business. Form 10-K/A is compiled and filed when the company makes an amendment to the Form 10-K after it has been published.

It allows them to study the specific ways a company operates and makes its money. It also explains where the company operates and any risks the company faces, including any current and pending lawsuits. Form 10-Ks are usually over 100 hundred pages of information about the filing company, but they are most useful because the 10-K contains audited financial statements and discussions about a company’s business. Company-specific qualitative information is also discussed, including legal proceedings specific to the company as well as to the industry. Generally, a competitive analysis is also provided; typically the names of all competitors are discussed.

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  1. Imagine that you are considering buying stock in a washing machine manufacturer.
  2. They provide information about the board of directors, executive compensation, corporate governance policies, and any significant legal proceedings involving the company.
  3. Part III focuses on corporate governance issues like executive compensation.
  4. The proxy statement, which also includes information on corporate elections, is generally filed a month or two after the 10-K.
  5. If the auditor thinks the company could face imminent demise, you might see the auditor referencing a question as to the company’s ability to “continue as a going concern” or something similar.

On the softer side of the consequences, late or incomplete filings can erode investor confidence and trust in the company’s management. Investors may perceive delayed filings as a red flag indicating potential financial problems, lack of transparency, or poor internal controls. There’s little reason for a Form 10-K to be filed late, and investors may (and probably should) be curious about the reasons behind any non-compliance.

what is a form 10k

Written by True Tamplin, BSc, CEPF®

In addition to the 10-K, which is filed annually, a company is also required to file quarterly reports on Form 10-Q. Information for the final quarter of a firm’s fiscal year is included in the annual 10-K, so only three 10-Q filings are made each year. In the period between these filings, and in case of a significant event, such as a CEO departing, material cybersecurity incident or bankruptcy, a Form 8-K must be filed in order to provide up to date information. The Form 10-K is an annual business disclosure report all publicly traded companies are legally required to file with the Securities and Exchange Commission and make available to investors.

In this section of the 10-K, companies will provide a description of the business, including what the company does, its different business lines and customers, competitors, and where it operates, among other things. Form 10-K is a required annual filing for companies that are subject to United States Securities and Exchange Commission (SEC) regulations. Form 10-K is somewhat analogous to an service department definition Annual Report and much of the contents overlap one another. The SEC’s EDGAR database offers access to 10-K forms, as do many corporate websites and also websites that offer financial information. While the SEC monitors the filings, they don’t come from a completely objective, outside perspective.

Part 2: Your Current Nest Egg

Form 10-K is a comprehensive report filed annually by a publicly traded company about its financial performance and is required by the U.S. Form 10-K is a comprehensive annual report filed by publicly traded companies with the U.S. This form is required by the SEC to ensure transparency and provide investors with essential information to make informed decisions. Backing up this material are notes, explaining the accounting methodology, and the Auditor’s Report—a statement from the outside accounting firm that reviews the documents, and attests to their accuracy. Securities and Exchange Commission (SEC), that gives a comprehensive summary of a company’s financial performance.

They can both serve as key resources for investors, analysts, and other stakeholders who want to know about a company’s performance and make informed decisions. Generally, 10-Ks are found on the SEC website, while the annual report should be available on the company’s website—usually under the investor relations section. Where an annual report may include company information, financials, and a letter from the CEO, the 10-K will include various risks and a detailed discussion of operations. Company fundamentals, prospects for new businesses or products and risks as well as a comparison to the previous two years’ financial outcomes are provided.

The goal is to give as complete a picture as possible, but not everything can be predicted. Understanding exactly how a business operates can be crucial in adding context to the rest of the document. For example, it wouldn’t be an immediate area of concern to read that a hotel lost money or had low profits during the pandemic in 2020. On the other hand, if a company that makes surgical masks experienced financial problems in 2020, that might raise some red flags. So knowing what the business offers and how it works will be integral to interpreting other sections of the document correctly. A financial professional will offer guidance based on the information provided and offer a no-obligation call to better understand your situation.

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