Recent financial scandals have once again highlighted the importance of corporate transparency and the need for companies to provide accurate and complete financial reporting.  In the United States, public companies are required by law to electronically submit filings to the United States Securities and Exchange Commission’s Electronic Data Gathering, Analysis, and Retrieval (EDGAR) system.  Also subject to filing requirements are

• American Depository Receipts (ADRs) – Non-US firms that are listed on US exchanges (e.g. Vodafone and SAP).
• Relevant Shareholders – Officers, directors and owners of at least 5 percent of an equity class
• Investment Companies – Investment vehicles such as mutual funds and investment trusts.

Although the Securities and Exchange Commission (SEC) has required filings since the 1930’s, electronic submissions to EDGAR began in 1995.  Defunct and merged company filings are also available.  ADRs were not required to file electronically until November 2002. 

Submission time frames vary by form.  For example, 10-K forms (annual reports) must be submitted within 90 days of the fiscal year end, but 10-Q forms (quarterly reports) are due within 45 days (10-K submissions are audited but 10-Q filings are not).  Larger firms are subject to accelerated 10-K filing rules of either 60 or 75 days.

Key Filings

Dozens of form types have been defined by the SEC. Key forms include the following:

• 10-K      Annual Report
• 10-Q     Quarterly Report
• 20-F      Foreign Issuers’ Annual Report
• 8-K       Current (“Material Changes”) Report covering bankruptcies, mergers,  changes in auditors, asset sales beyond ordinary business events, etc.
• 6-K       Foreign Issuers’ Current Report
• 14A       Proxy Statements detailing normal events in a company along with mergers & acquisitions, contested solicitations, and special meetings
• S           Registration Form
• 3/4/5   Security ownership and transaction reports filed by corporate insiders
• 144       Notice of proposed sale of restricted securities

Searching EDGAR

EDGAR filings are available directly from the EDGAR website or from several EDGAR vendors.  The EDGAR website provides limited filing search by company name, ticker, or CIK (EDGAR identifiers).  Full text searching is also available.

EDGAR Full Text Searching

More advanced searching and screening tools are available through commercial services.  These services also provide filings in alternate formats (e.g. Word, Excel, PDF), superior result display (e.g. individual filer names on insider trading forms, 8-K Event Types, etc.) and extracted content reports (e.g. shareholders and company profiles).  They have even begun to provide XBRL filing formats for corporate financials.

Advanced EDGAR Screening in OneSource Business Browser (via 10k Wizard)

Tags: 10-K, EDGAR, SEC