When Do 10-Ks Come Out? SEC Filing Deadlines

The 10-K report stands as a foundational document in the financial world, serving as a comprehensive annual financial filing for public companies. It plays a significant role in promoting transparency by offering a detailed overview of a company’s financial performance and overall business operations. This report is a crucial resource for investors, analysts, and the public to understand a company’s health and future prospects.

Understanding the 10-K

The 10-K report is an annual report that publicly traded companies are required to file with the U.S. Securities and Exchange Commission (SEC). Its purpose is to provide a comprehensive summary of a company’s financial performance and business activities over the past fiscal year.

A 10-K typically includes audited financial statements, such as the balance sheet, income statement, and cash flow statement, offering a clear picture of the company’s financial position. It also contains a detailed description of the business, information on risk factors, and management’s discussion and analysis (MD&A) of financial condition and results of operations. This report provides a deeper dive into a company’s status than the more commonly known annual report to shareholders, which often has a more marketing-oriented focus.

Key Filing Deadlines

The specific due dates for 10-K reports vary depending on a company’s filer status, which is primarily determined by its public float. Public float refers to the aggregate market value of a company’s common shares held by non-affiliates. These deadlines are calculated from the company’s fiscal year-end, not the calendar year-end.

Large Accelerated Filers (public float of $700 million or more) must submit their 10-K reports within 60 days after their fiscal year-end. Accelerated Filers (public float between $75 million and less than $700 million) have 75 days following their fiscal year-end. Non-Accelerated Filers (public float of less than $75 million) are granted 90 days after their fiscal year-end. Smaller Reporting Companies, generally those with a public float under $250 million or meeting specific revenue criteria, typically follow the non-accelerated filer deadlines.

If a company cannot file on time, it can file Form 12b-25, known as a Notification of Late Filing, with the SEC. This form must be submitted within one business day after the original due date. Filing Form 12b-25 grants an automatic 15-calendar-day extension for the 10-K report. The form requires the company to provide a detailed explanation for the delay and to state whether any significant changes in financial results are anticipated.

Accessing 10-K Reports

Once filed, 10-K reports are public documents, making them readily available for review. The primary and most comprehensive resource for accessing these reports is the SEC’s EDGAR (Electronic Data Gathering, Analysis, and Retrieval) database. EDGAR serves as the official online repository for all SEC filings and is freely accessible to the public.

To find a specific 10-K report on EDGAR, users can navigate to the SEC’s website, sec.gov, and utilize the company search function. Searching by company name or ticker symbol will display a list of all filings for that entity, from which the 10-K can be selected. Many companies also provide direct access to their 10-K reports within the investor relations section of their corporate websites, offering another convenient way to obtain these financial disclosures.