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If you want to follow or invest in a U.S. Public company, you can find a wealth of information in the company’s annual report on Form 10-K. Among other things, the 10-K offers a detailed picture of a company’s business, the risks it faces, and the operating and financial results for the fiscal year. Company management also discusses its perspective on the business results and what is driving them. Public companies are required to produce a 10-K each year and file it with the U.S. Securities and Exchange Commission (SEC).

Public companies usually file their annual reports with the SEC on different forms.) SEC rules require that 10-Ks follow a set order of topics. SEC rules also require companies to send an annual report to their shareholders when they are holding annual meetings to elect members of their boards of directors. There is a lot of overlap in the requirements for the 10-K and the annual report to shareholders, but there are also important differences. The 10-K typically includes more detailed information than the annual report to shareholders. The annual report to shareholders, unlike the 10-K, sometimes appears as a colorful, glossy publication. A number of companies, however, simply take their 10-K and send it as their annual report to shareholders. In those cases, the 10-K filed with the SEC and the annual report to shareholders are the same document.

The Roles of Companies and the SEC The company writes the 10-K and files it with the SEC. Revit furniture family downloads. Laws and regulations prohibit companies from making materially false or misleading statements in their 10-Ks.

Likewise, companies are prohibited from omitting material information that is needed to make the disclosure not misleading. In addition, the Sarbanes-Oxley Act requires a company’s CFO and CEO to certify the accuracy of the 10-K. The SEC neither writes the 10-K nor vouches for its accuracy. The SEC sets the disclosure requirements – the topics that all companies must cover in their 10-Ks, and how the information should be presented. The SEC staff reviews 10-Ks to monitor and enhance companies’ compliance with the requirements. Both the SEC and the staff also provide interpretive advice about the disclosure requirements.

The SEC staff reviews 10-Ks and may provide comments to a company where disclosures appear to be inconsistent with the disclosure requirements or deficient in explanation or clarity. The Sarbanes Oxley Act requires the SEC to review every public company’s financial statements at least once every three years. The SEC staff may review the 10-Ks of certain companies more frequently. All 10-Ks filed withSEC are available to the public on the SEC’s EDGAR website.

Most companies also post their 10-Ks on their own websites. Items in the Annual Report on Form 10-K Part I Item 1 “Business” requires a description of the company’s business, including its main products and services, what subsidiaries it owns, and what markets it operates in. This section may also include information about recent events, competition the company faces, regulations that apply to it, labor issues, special operating costs, or seasonal factors. This is a good place to start to understand how the company operates. Item 1A “Risk Factors” includes information about the most significant risks that apply to the company or to its securities. Companies generally list the risk factors in order of their importance.

In practice, this section focuses on the risks themselves, not how the company addresses those risks. Some risks may be true for the entire economy, some may apply only to the company’s industry sector or geographic region, and some may be unique to the company. Item 1B “Unresolved Staff Comments” 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. Item 2 “ Properties” includes information about the company’s significant properties, such as principal plants, mines and other materially important physical properties.

Item 3 “Legal Proceedings” requires the company to include information about significant pending lawsuits or other legal proceedings, other than ordinary litigation. Item 4 This item has no required information, but is reserved by the SEC for future rulemaking. Part II Item 5 “Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities” requires information about the company’s equity securities, including market information, the number of holders of the shares, dividends, stock repurchases by the company, and similar information. Item 6 “Selected Financial Data” provides certain financial information about the company for the last five years. You can find much more detailed financial information on the past three years in a separate section – Item 8, “Financial Statements and Supplementary Data.” Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” gives the company’s perspective on the business results of the past financial year.