Form 1-K Files Dataset

The Form 1-K Files Dataset is a complete, monthly-refreshed archive of Form 1-K and Form 1-K/A submissions to EDGAR — the annual reports mandated by Rule 257(b)(1) of Regulation A for Tier 2 issuers under the Securities Act of 1933. Each record reproduces one EDGAR accession in its original structure: a JSON metadata sidecar, the canonical onekfiler XML cover, its XSL-rendered XHTML twin, and the narrative and exhibit HTML documents that make up the filing body. Filers are Tier 2 Regulation A issuers themselves, submitting under their own CIK following SEC qualification of a Form 1-A offering statement. The dataset begins in April 2016 — shortly after the first fiscal cycles under the 2015 Regulation A+ overhaul produced the first 1-K filings — and extends through the current monthly refresh, covering both original 1-K filings and 1-K/A amendments (including the Special Financial Report variant that shares the 1-K submission type).

Dataset APIs

Dataset Files

What This Dataset Contains

The Form 1-K Files Dataset packages every Form 1-K and Form 1-K/A submission made to EDGAR since April 2016. Each record in the dataset corresponds to a single EDGAR accession — one Regulation A Tier 2 issuer's annual report for one fiscal year, or a single amendment to such a disclosure. Records live inside monthly ZIP containers at the path <YYYY>-<MM>/<accession-number-no-dashes>/, and each accession folder carries one metadata.json alongside the machine-readable cover, its rendered XHTML twin, and the narrative and exhibit HTML documents that make up the filing body. Inline image attachments are deliberately omitted from the packaged copy.

The underlying Form 1-K is the annual report mandated by Rule 257(b)(1) of Regulation A under the Securities Act of 1933. It is the ongoing-reporting counterpart to the Form 1-A offering statement, required of issuers that have conducted a Tier 2 offering (capped at $75 million in a rolling 12-month window under the 2021-amended rules, originally $50 million). The form must be filed within 120 calendar days after the issuer's fiscal year-end and plays a role broadly analogous to Form 10-K for Exchange Act reporters, but under the Regulation A disclosure regime rather than the Exchange Act periodic-reporting regime. Form 1-K combines a structured EDGAR cover — offering-qualification dates, securities sold, auditor and legal fees, net proceeds — with a narrative annual report in Part II and a directors/officers/compensation block in Part III, plus two years of audited financial statements and a defined set of exhibits. Form 1-K/A is the amendment, carrying the same internal structure but restating or correcting a previously filed 1-K. A "Special Financial Report" variant exists for issuers that qualified a Tier 2 offering shortly before their fiscal year-end and must file abbreviated financial statements to bridge the gap; this variant travels on the same 1-K submission type and is distinguished only by a cover-page indicator on the structured form, not by a separate form code.

The dataset is distributed as monthly ZIP containers. The file types present in the dataset are XML (the two primary-doc files), HTML (narrative body and exhibits, with the SGML wrapper), JSON (metadata.json), and TXT (referenced by URL for the SGML submission text, with the primary HTML content preserved in decomposed form inside the folder).

Content Structure of a Single Record

A single accession folder contains four overlapping content layers:

1. A JSON metadata sidecar (metadata.json) derived from the EDGAR submission header, which describes the filing, the filer(s), and itemizes every document that was part of the original submission — including items deliberately not packaged, such as inline images and the concatenated SGML submission text file.
2. A canonical machine-readable form cover (primary_doc.xml) conforming to EDGAR's onekfiler XML schema under the namespace http://www.sec.gov/edgar/rega/onekfiler. It carries the structured header (submission type, CIK, flags, reporting period) and structured form data (issuer identification, fiscal year, offering summary with dollar and share counts).
3. A stylesheet-rendered XHTML view of the same cover at xsl1-K_X01/primary_doc.xml, produced by applying EDGAR's /css/REGA_1K_print.css print stylesheet to the canonical XML. This is the human-readable rendering that EDGAR's viewer returns for the "Filing Details" link.
4. One or more narrative HTML documents carrying the substantive annual report content — typically a single .htm document typed PART II, or a single combined document typed PART II AND III — plus zero or more exhibit HTML files. Every non-primary_doc.xml document preserves EDGAR's legacy SGML <DOCUMENT> wrapper around the HTML body, with <TYPE>, <SEQUENCE>, <FILENAME>, <DESCRIPTION>, and <TEXT> leader lines.

The concatenated SGML submission text file (<accession>.txt) that EDGAR assembles from all parts is referenced in metadata.json by URL but not included in the folder, and neither are the submission's image attachments (typically GRAPHIC .jpg or .png files used inline by the narrative).

metadata.json

The metadata sidecar is a flat JSON object with a small set of scalar header fields plus four arrays.

Scalar header fields identify the submission and link back to EDGAR:

• formType — "1-K" for an original annual report or "1-K/A" for an amendment.
• accessionNo — the canonical dashed accession number, e.g. 0001096906-25-001945.
• filedAt — ISO-8601 filing timestamp with timezone offset, normally US Eastern.
• periodOfReport — the fiscal year-end covered by the annual report, as an ISO date.
• description — the short EDGAR description string (commonly "Form 1-K -").
• linkToFilingDetails — URL to the XSL-rendered primary doc on sec.gov.
• linkToHtml — URL to the EDGAR index page for the accession.
• linkToTxt — URL to the complete SGML submission text file.
• linkToXbrl — URL to an XBRL archive if any; Form 1-K is not an XBRL-bearing form, so this is typically empty.
• id — a 32-character hex content identifier.

documentFormatFiles enumerates every document in the original EDGAR submission, including those intentionally excluded from the packaged folder. Each entry carries a sequence (1-based, with sequence "1" reserved for the form primary document and a blank sequence used for the complete-submission .txt), a type code drawn from EDGAR's Regulation A vocabulary (for example 1-K, PART II, PART III, PART II AND III, EX1K-2, EX1K-6 MAT CTRCT, EX1K-11, GRAPHIC, and blank for the submission .txt), a free-text description provided by the filer, a documentUrl pointing to the public sec.gov copy, and a size string in bytes. The canonical primary_doc.xml and its XSL-rendered sibling both appear with sequence: "1" and type: "1-K"; the XSL copy's size field is blank because EDGAR does not report one.

dataFiles is reserved for ancillary structured data files and is empty for Form 1-K submissions. seriesAndClassesContractsInformation is reserved for investment-company series/class metadata and is empty for operating-company issuers, which account for essentially all Regulation A Tier 2 filers.

entities describes each filer or co-filer on the submission — almost always a single operating-company issuer for a 1-K. Per-entity fields include companyName suffixed with a role tag such as "(Filer)", the unpadded cik, the submission type ("1-K"), the act under which the filing is made ("33", reflecting Regulation A's Securities Act basis), the Regulation A fileNo in the 24R-NNNNNN series, the EDGAR filmNo, irsNo, two-letter stateOfIncorporation, fiscalYearEnd as a four-character MMDD string, and a combined sic field pairing the four-digit code with its textual description.

primary_doc.xml (canonical)

The canonical primary document is a compact XML cover-page filing conforming to the EDGAR onekfiler schema. Its two top-level branches are headerData and formData.

headerData contains the submissionType (1-K or 1-K/A) and a filerInfo block with a liveTestFlag (LIVE in production filings, TEST in EDGAR test submissions), the zero-padded 10-digit cik at filer/issuerCredentials/cik, a set of boolean flags (shellCompanyFlag, confirmingCopyFlag, successorFilingFlag, returnCopyFlag, overrideInternetFlag, rendered as Y/N or true/false), and a reportingPeriod date formatted as MM-DD-YYYY.

formData carries the substantive cover-page items:

• item1 — issuer cover information. Indicates whether the filing is an Annual Report or a Special Financial Report, plus fiscal year-end, principal executive office address, telephone number, and the title of the securities reported on.
• item1Info — structured issuer identification: issuerName, cik, jurisdictionOrganization, irsNum.
• item2.regArule257 — a boolean capturing whether the filing is made as a successor filing under Rule 257(b)(5) (relevant when a Regulation A issuer's reporting obligations are assumed by a successor in a business combination).
• summaryInfo — optional but common for issuers that sold securities in the reporting period. Fields capture offering-level economics: commissionFileNumber, offeringQualificationDate, offeringCommenceDate, qualifiedSecuritiesSold (period count), offeringSecuritiesSold (cumulative count), pricePerSecurity, aggregrateOfferingPrice (EDGAR's original misspelling preserved), aggregrateOfferingPriceHolders, auditor/legal/blue-sky service-provider names and fees (auditorSpName/auditorFees, legalSpName/legalFees, blueSkySpName/blueSkyFees), issuerNetProceeds, and a clarificationResponses free-text block for narrative clarifications attached to the summary.

xsl1-K_X01/primary_doc.xml (rendered)

The XSL-rendered sibling is an XHTML document produced by applying EDGAR's Regulation A 1-K print stylesheet to the canonical XML. It starts with an XHTML doctype, links to /css/REGA_1K_print.css, and lays out the Form 1-K cover page exactly as EDGAR's viewer displays it. It is semantically redundant with the canonical XML but useful for human review and for consumers that prefer to render the cover without implementing the schema themselves.

Part II (and Part III) narrative documents

The substantive annual-report content arrives as one or more HTML files carrying the narrative body. The dataset shows two common patterns: a single <issuer>_1k.htm typed PART II containing the full annual report (often including Part III content merged into the tail of Part II), or a single combined document such as partiiandiii.htm typed to span both parts. Each such file is prefixed by EDGAR's SGML wrapper:

          1
          <DOCUMENT>
        

          2
          <TYPE>PART II
        

          3
          <SEQUENCE>2
        

          4
          <FILENAME>gatc_1k.htm
        

          5
          <DESCRIPTION>PART II
        

          6
          <TEXT>
        

          7
          <HTML>... body ...</HTML>
        

          8
          </TEXT>
        

          9
          </DOCUMENT>
        

The HTML body carries the items required by Form 1-K Part II and, when merged, Part III:

• Item 1 — Business. Description of the issuer's business, history, principal products or services, markets, competition, intellectual property, employees, and regulatory environment. Mirrors the scope (if not the length) of Item 1 of Form 10-K, scaled to the smaller Regulation A issuer.
• Item 2 — Management's Discussion and Analysis of Financial Condition and Results of Operations. Narrative discussion of operating results, liquidity, capital resources, trends, known uncertainties, and off-balance-sheet arrangements, covering the two most recent fiscal years.
• Item 3 — Directors and Officers. Identification of each director and executive officer, with biographical data, terms of office, and significant employees. (Part III of the form; frequently folded into the same document as Part II in practice.)
• Item 4 — Compensation of Directors and Executive Officers. Compensation disclosure that Regulation A permits on an aggregate basis for smaller issuers, with named individual disclosure required for the three most highly compensated executive officers.
• Item 5 — Security Ownership of Management and Certain Securityholders. Beneficial-ownership table for executive officers and directors as a group, and for holders of more than 10% of any class of voting securities.
• Item 6 — Interest of Management and Others in Certain Transactions. Related-party transaction disclosure.
• Item 7 — Other Information. Catch-all for material information not captured elsewhere, and for disclosures equivalent in substance to Form 8-K items that arose during the reporting period.
• Item 8 — Financial Statements. Two years of audited financial statements — balance sheets as of the two most recent fiscal year-ends; statements of operations, changes in stockholders' equity, and cash flows for each of the two most recent fiscal years — with accompanying notes and the independent auditor's report. Special Financial Reports narrow this scope (typically audited financial statements for the most recent fiscal year only). Auditor reports are embedded inline; there is no separate auditor-report document.
• Item 9 — Index to Exhibits. A brief exhibit index mirroring the separately attached exhibit files. Often rendered at the end of the narrative document and followed by the officer and director signature block required by the form.

When a separate Part III document is present, it typically carries items 3–7 and the exhibit index; small Regulation A issuers often combine all of Part II and Part III into a single HTML document for filing convenience.

Exhibits

Exhibits are delivered as additional .htm files (one per exhibit), each wrapped in its own SGML <DOCUMENT> block with a Regulation A exhibit <TYPE> code. Form 1-K's exhibit taxonomy (Part III, Item 17 of the form instructions) assigns a numeric slot to each category:

• EX1K-1 — Underwriting agreement. Uncommon for Regulation A Tier 2 issuers, which frequently self-offer.
• EX1K-2 — Charter and bylaws (including amendments).
• EX1K-3 — Instruments defining the rights of securityholders (indentures, specimen certificates, etc.).
• EX1K-4 — Subscription agreement.
• EX1K-5 — Voting trust agreement.
• EX1K-6 MAT CTRCT — Material contracts. The most common exhibit category in practice; examples include license agreements, employment or consulting agreements, distribution agreements, and termination agreements.
• EX1K-7 — Plan of acquisition, reorganization, arrangement, liquidation, or succession.
• EX1K-8 — Escrow agreements.
• EX1K-9 — Letter regarding change in certifying accountant.
• EX1K-10 — Power of attorney.
• EX1K-11 — Consent of auditor (and, where applicable, consents of other named experts).
• EX1K-12 — Opinion regarding legality.
• EX1K-13 — "Testing the waters" materials used by the issuer prior to qualification.
• EX1K-14 — Consent to service of process (Form F-X equivalent) for foreign issuers.
• EX1K-15 — Additional exhibits — a catch-all slot used for anything not fitting the numbered categories above.

Each exhibit file preserves its SGML wrapper ahead of the HTML body. The filer-chosen filename (for example gatc_ex6z31.htm) has no semantic meaning beyond what <TYPE> and <DESCRIPTION> record. The <DESCRIPTION> line commonly carries rich context such as the counterparties and effective date of a material contract, which is often the most efficient way to triage exhibits without parsing the HTML body.

The SGML submission wrapper

EDGAR assembles the complete submission into a single SGML text file conventionally named <accession>.txt, in which each constituent document appears inside a <DOCUMENT>...</DOCUMENT> block. The packaged record preserves this wrapper on every HTML document (but not on the XML primary docs, which are pure XML). Consumers that want clean HTML must strip everything before the first <HTML> tag and the trailing </TEXT></DOCUMENT> footer; consumers that want exhibit-type and description metadata without parsing the inner HTML can read <TYPE>, <SEQUENCE>, <FILENAME>, and <DESCRIPTION> directly from the leading SGML lines.

What the packaged record includes

For each accession, the packaged folder contains:

• metadata.json — always one per folder.
• primary_doc.xml — the canonical EDGAR 1-K cover XML.
• xsl1-K_X01/primary_doc.xml — the XSL-rendered XHTML form view.
• All Part II and Part III (or combined Part II-and-III) narrative HTML documents, with the SGML <DOCUMENT> wrapper preserved.
• All exhibit HTML documents, likewise with the SGML wrapper preserved.

What is excluded or referenced but not packaged

Two categories of content from the original EDGAR submission are referenced in metadata.json but not placed inside the accession folder:

• Image attachments. GRAPHIC-type entries (.jpg, .png) used inline by the narrative or cover are enumerated in documentFormatFiles with their sec.gov URLs and sizes but are not copied into the ZIP. Narrative HTML that references these images by relative filename will therefore render with broken image links when viewed from the folder alone; canonical copies remain fetchable from the documentUrl values.
• The complete SGML submission .txt file. EDGAR's concatenated submission text carrying every document in a single SGML stream is referenced by URL (linkToTxt) but not included, because its content is already present in decomposed form across the individual XML and HTML files in the folder.

Form 1-K is not an XBRL-bearing form, so linkToXbrl is empty and no XBRL taxonomy or instance files appear in the folder.

Structural consistency and evolution

Form 1-K was introduced as part of the SEC's 2015 Regulation A+ overhaul (effective June 19, 2015), which split Regulation A into Tier 1 and Tier 2 and created the ongoing-reporting regime for Tier 2 issuers. The dataset begins in April 2016, shortly after the first fiscal cycles under that regime produced the first 1-K filings. The Part II item structure, the EX1K-1 through EX1K-15 exhibit taxonomy, and the onekfiler XML schema for the structured cover have been substantially stable across the dataset's coverage window; the record anatomy described above applies uniformly from April 2016 forward.

Two regulatory refinements affect values inside the summaryInfo block without changing the structural layout:

• The 2021 Regulation A amendments raised the Tier 2 offering ceiling from $50 million to $75 million in any rolling 12-month period. This is reflected in the dollar figures reported under aggregrateOfferingPrice and related fields for issuers qualified under the revised cap, but no new XML elements were introduced.
• Rule 257(b)(5) successor-filing treatment is captured by the successorFilingFlag in headerData and the item2.regArule257 boolean in formData; these are stable elements that distinguish successor filings from ordinary 1-Ks without altering the overall record shape.

Issuer-level variation is significant. Some filers split Part II, Part III, financial statements, and the auditor's report across multiple HTML documents with distinct <TYPE> codes. Others, particularly smaller issuers using common filing-agent templates, deliver a single combined narrative document covering the entire form. Exhibit counts range from zero to many, with EX1K-6 MAT CTRCT being by far the most frequently encountered type.

Data format

Form 1-K has been an HTML-and-XML form since inception — it was introduced after EDGAR's HTML era was fully established, so there is no ASCII/text-only filing era in this dataset. Every record uses the same mixed-format layout: EDGAR's onekfiler XML schema for the structured cover, an XSL-rendered XHTML copy for human display, HTML for narrative and exhibits, and SGML <DOCUMENT> wrappers around each non-XML document. The principal practical format wrinkle is therefore the persistent SGML wrapper on HTML documents, which must be stripped by any consumer that wants to parse the inner HTML as a standard web document.

Interpretation notes

• Amendments. Form 1-K/A records share the full internal anatomy of original 1-K records; the formType field in metadata.json and the submissionType element in primary_doc.xml are the only authoritative indicators that a record is an amendment. Amendments may restate the entire annual report or target specific items, and the form does not require a machine-readable diff, so comparing an amendment to its predecessor requires document-level analysis.
• Special Financial Report vs. Annual Report. The item1 cover indicator in the canonical XML is the authoritative distinguisher, and the set of required financial statements differs (Special Financial Reports cover a shorter period, typically a single fiscal year).
• Successor filings. headerData.filerInfo.flags.successorFilingFlag and formData.item2.regArule257 both capture this case; the two should agree within a well-formed filing.
• Offering summary completeness. The summaryInfo block is populated when the issuer reports offering-level activity for the period. Its absence or sparseness does not indicate malformed data — it indicates that no qualified offering activity occurred in the period being reported on.
• XSL-rendered duplicate. xsl1-K_X01/primary_doc.xml is semantically redundant with the canonical primary_doc.xml. For machine extraction of cover-page data, prefer the canonical XML; the XSL rendering is retained for human viewing and parity with EDGAR's public display.
• Image breakage. Because GRAPHIC attachments are not packaged, narrative HTML that embeds images will render with broken image references when viewed from the folder. The image URLs remain resolvable via documentFormatFiles[].documentUrl on sec.gov.
• SGML wrapper on HTML documents. Parsers expecting strict HTML must either strip the leading SGML lines and trailing </TEXT></DOCUMENT> footer, or use an SGML-tolerant parser. The SGML header is the canonical source for <TYPE>, <SEQUENCE>, <FILENAME>, and <DESCRIPTION> on each document.
• Filer-assigned filenames. Filenames such as gatc_1k.htm or partiiandiii.htm reflect filer convention and filing-agent templates; they are not a reliable signal of content. Always use the SGML <TYPE> header or the documentFormatFiles[].type value in metadata.json to classify a document.
• Field-spelling quirks. The summaryInfo block uses EDGAR's original aggregrateOfferingPrice and aggregrateOfferingPriceHolders spellings; consumers should not normalize these keys away when parsing the XML.
• Part II and Part III coupling. Part III items (directors/officers, compensation, security ownership, related-party transactions, other information, exhibit index) may appear as their own <TYPE>PART III document, may be fully merged into the Part II document, or may arrive under the combined <TYPE>PART II AND III code. Consumers should not rely on item-level boundaries being exposed by document boundaries; section extraction from the rendered HTML is usually required.

Who Files or Publishes This Dataset, and When

Each record in the Form 1-K Files Dataset is an annual report filed on EDGAR by a Regulation A Tier 2 issuer that is subject to the ongoing reporting obligations of Rule 257 following SEC qualification of a Form 1-A offering statement. The filer is always the issuer itself, submitting under its own CIK. A single record corresponds to one Form 1-K, Form 1-K/A amendment, or Special Financial Report submission.

Filing population

The Form 1-K filer population consists of:

• Tier 2 Regulation A issuers that have qualified a Form 1-A under 17 CFR 230.251–230.263 and remain within the Rule 257 reporting window. This includes operating companies, early- and growth-stage companies, and real estate entities that elected Tier 2 rather than Tier 1 at qualification.
• Successor issuers under Rule 257(b)(5) that, by merger, consolidation, exchange, or similar transaction, have acquired substantially all the assets of a Tier 2 issuer and inherited the ongoing reporting obligation.
• Issuers continuing to report during the Rule 257 window even without new capital raised, so long as a Form 1-Z exit report has not been filed.

Entities outside the filer population:

• Tier 1 Regulation A issuers, who have no ongoing reporting obligation and file only a summary Form 1-Z; they do not file 1-K, 1-SA, or 1-U.
• Section 13(a) or 15(d) Exchange Act reporting companies, which file Form 10-K (or 20-F/40-F for foreign private issuers). A Tier 2 issuer that becomes a full Exchange Act reporter generally satisfies its Regulation A annual obligation through 10-K filings under Rule 257(b)(2)(iii).
• Registered investment companies, BDCs, and blank-check companies, which are ineligible for Regulation A.
• Rule 506 and Regulation Crowdfunding issuers, which use Form D or Form C-AR instead.

Triggering events and schedule

The Form 1-K obligation is periodic and calendar-driven, tied to the issuer's status as a Tier 2 reporter:

• Initial trigger: SEC offering qualification of a Tier 2 Form 1-A offering statement, which activates the Rule 257 ongoing reporting regime.
• Recurring trigger: the close of each fiscal year during which the Tier 2 reporting obligation remains in effect. Each fiscal year end creates one Form 1-K filing obligation under Rule 257(b)(1).

The form is not event-driven. Transactions and material developments are reported on Form 1-U (current report) and Form 1-SA (semiannual).

Deadline logic

• Standard annual deadline: within 120 calendar days after fiscal year end under Rule 257(b)(1). The deadline is uniform across all Tier 2 filers. Unlike Form 10-K, Regulation A makes no distinction for accelerated filers, large accelerated, or non-accelerated filers, and there is no deadline tied to public float.
• Special Financial Report (Rule 257(b)(2)(i)(A)): a Form 1-K variant required within 120 days of offering-statement qualification when audited financial statements for the most recently completed fiscal year were not included in the offering circular. It is filed on Form 1-K and appears in the dataset alongside ordinary annual reports, but is triggered by qualification rather than a fiscal-year cycle. (A parallel 90-day semiannual Special Financial Report exists under Rule 257(b)(2)(i)(B) but is filed on Form 1-SA.)
• Form 1-K/A amendments: filed to correct, supplement, or update a previously submitted 1-K, typically to restate financials, add omitted exhibits, fix MD&A misstatements, or address staff comments. Amendments have no independent periodic deadline and carry the same fiscal-year linkage as the underlying 1-K.

Termination of the filing obligation

The Form 1-K obligation ends when the issuer files Form 1-Z under Rule 257(d) and meets its conditions: all required ongoing reports have been filed for the shorter of the reporting period or the most recent fiscal year, and the issuer is not subject to Section 13 or 15(d). Once Form 1-Z is effective, no further 1-K filings are required. An issuer that becomes subject to Exchange Act reporting transitions off the 1-K regime; its Tier 2 annual obligation is satisfied by Form 10-K under Rule 257(b)(2)(iii).

Important distinctions

• Tier 1 vs. Tier 2: only Tier 2 issuers file 1-K. The tier is locked in at Form 1-A qualification.
• Form 10-K vs. Form 1-K: full Exchange Act reporters file 10-K, not 1-K. Transition periods can briefly place an issuer in both regimes, but 10-K filings ultimately discharge the Regulation A annual obligation.
• Foreign private issuers: Regulation A is limited to issuers organized and principally based in the United States or Canada. FPIs outside this eligibility file Form 20-F or Form 40-F instead.
• Successor issuers: the filer CIK in the dataset may shift across a Rule 257(b)(5) succession event even though the reporting stream continues.
• Special Financial Report: structurally resembles an annual 1-K but is qualification-triggered, not fiscal-year-triggered. Uses the same form type code.
• Form 1-K/A: always tied to a prior 1-K from the same issuer (or successor); discharges a correction duty rather than creating a new obligation.
• Status-based, not activity-based: an issuer with no material activity still owes the 120-day filing so long as the Rule 257 obligation has not been terminated by Form 1-Z.

Regulatory framework

Form 1-K sits entirely within Regulation A under the Securities Act of 1933, codified at 17 CFR 230.251–230.263, with ongoing reporting under Rule 257. Rule 257(b)(1) establishes the annual 1-K; Rule 257(b)(3)–(b)(4) establish semiannual 1-SA and current 1-U; Rule 257(d) governs the Form 1-Z exit. Regulation A was rewritten under Section 401 of the JOBS Act of 2012, with the current Tier 1/Tier 2 structure and the Form 1-K requirement taking effect June 19, 2015 ("Regulation A+"). The Tier 2 offering cap was initially $50 million in a 12-month period and was raised to $75 million in March 2021. The earliest 1-K filings on EDGAR date to April 2016, following the first post-effectiveness fiscal-year cycle; no pre-EDGAR history exists because the form did not exist under the pre-2015 Regulation A regime.

How This Dataset Differs From Similar Datasets or Filings

Form 1-K sits inside the Regulation A ongoing-reporting family and is easily confused with adjacent disclosure regimes. The closest comparisons are the other Reg A forms (1-A, 1-SA, 1-U, 1-Z), its own amendments (1-K/A), the Exchange Act periodic reports (10-K, 10-Q), and the Regulation Crowdfunding annual report (C-AR). The sections below mark the boundaries so 1-K records are not silently pooled with filings that carry different legal weight, disclosure depth, or filer coverage.

Form 10-K (Exchange Act annual report)

10-K is the annual report of fully reporting Exchange Act registrants under Section 13 or 15(d). The confusion is structural: both are annual reports with overlapping section names (business, risk factors, MD&A, audited financials). The differences that matter:

• Regime. 10-K is Exchange Act reporting; 1-K is Reg A ongoing reporting under Rule 257(b)(1) for Tier 2 issuers.
• Disclosure depth. 10-K follows the full Regulation S-K package (Item 402 executive compensation, segment reporting, ICFR attestation for accelerated filers). 1-K follows Part II of Form 1-K, a scaled-down Reg A framework.
• Audit standard. 10-K financials require PCAOB audits. 1-K financials require audits but may be conducted under AICPA standards.
• Structured data. 10-K mandates Inline XBRL tagging of financials and cover data. 1-K has no comparable XBRL requirement; this dataset is XML, HTML, JSON, and TXT without financial tagging.
• Timing. 10-K is due 60 to 90 days after fiscal year end depending on filer status; 1-K is due within 120 calendar days.
• Population. 10-K covers thousands of filers across large-cap to smaller reporting companies. 1-K covers roughly a thousand Tier 2 Reg A filings per year.

10-K is not a substitute. Using 10-Ks to benchmark 1-K issuers will systematically overstate disclosure depth.

Form 1-A (Reg A offering statement)

1-A is the entry document that qualifies a Tier 1 or Tier 2 Reg A offering; 1-K is the annual report that follows Tier 2 qualification.

• Trigger. 1-A qualifies an offering. 1-K is triggered by fiscal year end after qualification.
• Orientation. 1-A is forward-looking (use of proceeds, plan of distribution, offering terms). 1-K is backward-looking (audited results, MD&A, material changes for the completed year).
• Cadence. 1-A is event-driven and filed once per offering with amendments; 1-K recurs annually while ongoing reporting applies.

1-A and 1-K are complements, not substitutes: 1-A sets the baseline, 1-Ks track performance against it.

Form 1-SA (Reg A semi-annual report)

1-SA is the semi-annual report under Rule 257(b)(3), due within 90 days after the first six months of the fiscal year.

• Same regime, different period. Same Tier 2 filer population and Reg A architecture; different reporting window.
• Depth. 1-SA carries unaudited interim financials and a lighter MD&A; 1-K carries audited annual financials and fuller narrative.
• Substitution. 1-SA cannot replace 1-K for year-end fundamentals: its financials are unaudited and narrower.

Form 1-U (Reg A current report)

1-U is the Reg A Tier 2 current-event form under Rule 257(b)(4), analogous to Form 8-K but with a shorter, Reg A-specific event list (fundamental changes, bankruptcy, auditor change, non-reliance on prior financials, change in control, departure of principal officers, unregistered equity sales).

• Event-driven vs periodic. 1-U is triggered by specified events and filed within four business days; 1-K is annual.
• Scope. 1-U is short and single-event; 1-K is comprehensive.
• Pairing. 1-Ks give the annual baseline; 1-Us capture interim events not yet reflected in the next 1-K.

Form 1-Z (Reg A exit report)

1-Z terminates Reg A reporting obligations or concludes a Tier 1 offering.

• Terminal vs continuing. 1-Z ends the reporting relationship; 1-K signals the issuer is still in scope.
• Scope. 1-Z is brief and administrative; 1-K is a full annual package.
• Panel construction. A 1-Z filing typically ends a filer's appearance in later 1-K vintages, making 1-Z a clean censoring signal.

Form 1-K/A (amendments)

1-K/A filings are included in this dataset alongside originals.

• Role. A 1-K/A restates, corrects, or supplements a previously filed 1-K under the same disclosure architecture.
• Deduplication. When aggregating annual values, select the latest effective filing per issuer-fiscal-year pair. Treating each 1-K and 1-K/A as independent will double-count restated issuers.

Form 10-Q (Exchange Act quarterly report)

Listed only to mark the boundary: Reg A issuers do not file Form 10-Qs. The finest regular Reg A cadence is semi-annual via 1-SA, supplemented by 1-U for events. No quarterly Reg A data exists. For Exchange Act quarterly data, see 10-Q filings.

Form C-AR (Reg Crowdfunding annual report)

C-AR is the closest structural analogue to 1-K outside Reg A: the annual report for issuers that raised capital under Section 4(a)(6) and Regulation CF.

• Exemption. C-AR issuers raised under Reg CF through a funding portal or registered broker-dealer, subject to a much lower offering cap than Reg A Tier 2. 1-K issuers qualified a Tier 2 Reg A offering.
• Audit. 1-K financials must be audited. C-AR financials may be certified, reviewed, or audited depending on the issuer's offering history, and audits are often not required.
• Populations. C-AR and 1-K filer populations are largely disjoint.
• Conflation risk. Pooling C-AR and 1-K into a single "small-issuer annual report" panel produces an inconsistent dataset because audit status, content scope, and legal regime all differ.

Tier 1 Reg A issuers (do not file 1-K)

Tier 1 issuers file 1-A and are subject to state blue-sky review, but they have no 1-K obligation; their post-qualification filings are limited to 1-Z. Any study framed as "all Reg A issuers" using 1-K alone will systematically exclude Tier 1 activity, which requires a 1-A dataset to observe.

Boundary summary

Form 1-K is the only SEC annual-report form used by Tier 2 Regulation A issuers. It is narrower than a 10-K, more substantive than a 1-SA, periodic rather than event-driven unlike 1-U, continuing rather than terminal unlike 1-Z, and built on a different exemption than C-AR. Its filer universe is Tier 2 Reg A issuers from April 2016 forward, and does not meaningfully overlap with Exchange Act registrants or Reg CF issuers. The other Reg A forms are complements; Exchange Act and Reg CF annual reports describe different populations under different rules.

Who Uses This Dataset

Form 1-K is the annual report for Reg A Tier 2 issuers, a segment dominated by small operating companies, early-stage real-estate vehicles, token-adjacent issuers, and companies that raised capital from retail investors on online platforms. Professional users of this dataset rarely overlap with the Form 10-K audience.

Private-markets and alternative-investment analysts

Build issuer coverage on Reg A names absent from mainstream feeds. They pull metadata.json and primary_doc.xml header fields (CIK, fiscal year end, jurisdiction, SIC, offering history) to assemble rosters, then extract Part II MD&A and Item 8 audited financials to compute revenue growth, cash burn, going-concern language, and capital-raise cadence. Output: coverage lists with standardized financial snapshots for allocator-facing research.

Crowdfunding-platform and growth-equity researchers

Track issuers that raised on online investment platforms, for which the 1-K is the only consistent post-offering disclosure. Focus on Part II business description, officer and director listings, related-party disclosure, and follow-on capital raised, reconciled against platform-side offering data. Supports survivorship analysis across crowdfunding vintages and detection of issuers graduating to Form S-1 or acquisition.

Securities lawyers and disclosure counsel

Benchmark peer drafting of Part II risk factors, MD&A liquidity and capital resources, related-party transactions, and smaller-reporting executive compensation. Review EX1K-2 (charter and bylaws), EX1K-3 (instruments defining security holder rights), EX1K-4 (subscription agreements), and EX1K-6 (material contracts) for recurring issues such as anti-dilution mechanics, token rights, and offering-circular amendments. Output: drafting precedent, completeness checklists, and Reg A eligibility advice.

Auditors and small-issuer accounting teams

Use 1-Ks as the primary public audited set for these issuers. Compare accounting policies, revenue recognition, and going-concern footnotes across peer filers; pull Item 8 statements and the auditor consent exhibit (EX1K-11) to track auditor turnover, qualified opinions, and restatements signaled by 1-K/A amendments. Supports peer review, inspection preparation, and engagement risk scoping.

In-house compliance and financial reporting staff at issuers

Calibrate their own 1-K against peers on MD&A depth, officer and director tables, executive compensation presentation, and exhibit indexes, then use metadata.json filing dates to manage the 120-day post-fiscal-year-end deadline. Supports filing calendars, exhibit checklists, and responses to staff comment letters.

Academic researchers in securities regulation and entrepreneurial finance

Ingest the corpus from 2016 forward to study Reg A's effectiveness as a capital-formation tool. Parse metadata.json and Item 8 financials and link CIKs across Form 1-A, 1-K, 1-SA, and 1-U. Outputs include working papers on adoption rates, disclosure readability, offering-to-survival correlation, and retail-investor protection under Tier 2.

Investigative data journalists

Screen for warning signs: going-concern language, late filings, insider compensation outsized relative to revenue, related-party transactions, auditor changes, and 1-K/A restatements. Combine Part II narrative with EX1K-6 material contracts and the subsidiary list to build threads on specific issuers, including token issuers and real-estate sponsors.

Federal and state securities regulators

Monitor Tier 2 issuers that are preempted from state merit review but remain subject to antifraud authority. Screen metadata.json for missed 120-day deadlines, reconcile 1-A offering claims against 1-K results, and cluster issuers sharing officers, auditors, or promoters. Supports exam priorities, enforcement referrals, and rulemaking analysis.

Institutional investors and family offices in alternatives

Due-diligence direct Reg A investments, secondary purchases of Reg A securities, and funds holding Reg A paper. Pull Item 8 audited financials, MD&A liquidity, officer and director biographies, and EX1K-6 material contracts to verify that operations, governance, and capital position match offering-stage claims. Supports investment-committee memos and post-investment monitoring for illiquid positions.

Secondary market and ATS operators

Meet listing and continued-inclusion standards that require current Reg A reports. Use metadata.json to confirm timely 1-Ks, flag 1-K/A restatements, and extract share-count and capitalization data from Item 8 and exhibits for order-book reference. Supports listing eligibility, disclosure-driven trading halts, and issuer profile pages.

Credit analysts and specialty lenders

Underwrite small operators, real-estate sponsors, and revenue-based finance borrowers that lack ratings or full public filings. Focus on Item 8 balance sheet and cash flows, debt and lease footnotes, related-party transactions, and going-concern language, tied back to covenant packages. Supports credit memos, covenant checks, and watchlist escalation.

Data engineers and LLM/RAG teams

Build retrieval systems and entity graphs for the small-issuer segment. Parse primary_doc.xml for structured metadata, chunk Part II HTML by item, extract Item 8 financial tables, and index EX1K exhibits by type for retrieval over material contracts, organizational documents, and subsidiary lists. Outputs: entity-resolved Reg A databases, fine-tuned small-issuer models, and retrieval pipelines for analyst assistants.

Specific Use Cases

The workflows below show how practitioners put Form 1-K records to work. Each one ties to specific fields or document types inside the accession folder.

Tracking cumulative capital raised by Tier 2 Reg A issuers

Private-markets analysts and platform researchers pull formData/summaryInfo from primary_doc.xml across successive 1-K vintages for the same CIK, reading qualifiedSecuritiesSold, offeringSecuritiesSold, aggregrateOfferingPrice, and issuerNetProceeds to build a per-issuer time series of offering uptake. Joined with periodOfReport and filedAt from metadata.json, the output is an issuer-level panel of annual and cumulative dollars raised, cost of capital (auditor, legal, and blue-sky fees as a share of gross proceeds), and investor count — used to rank platforms, benchmark raise efficiency, and flag offerings that stall after qualification.

Benchmarking Part II risk-factor and going-concern language

Securities lawyers and disclosure counsel extract the PART II (or PART II AND III) HTML document, strip the SGML wrapper, and segment Items 1, 2, and 8 by heading. They compare peer Tier 2 issuers on risk-factor taxonomy, MD&A liquidity discussion, and auditor going-concern paragraphs embedded in Item 8. The output is a precedent library and drafting checklist keyed to SIC and jurisdiction, used when preparing a client's next 1-K or responding to SEC staff comments.

Building a material-contracts and charter corpus

Transactional attorneys and diligence teams walk documentFormatFiles in metadata.json, filtering for type values EX1K-2, EX1K-3, EX1K-4, and EX1K-6 MAT CTRCT, and use the <DESCRIPTION> SGML header on each exhibit to identify counterparties and effective dates before opening the body. The output is a searchable exhibit corpus — license agreements, employment contracts, subscription agreements, token instruments, indentures, and amended charters — used as drafting precedent for small-issuer deals where Reg A filings are the most accessible source of real-world templates.

Monitoring auditor turnover and restatement signals

Audit-firm inspection teams and investigative journalists combine three signals per issuer: presence of an EX1K-9 letter regarding change in certifying accountant, the auditorSpName field in summaryInfo, and any 1-K/A filings in formType. They diff auditor names year over year and link 1-K/A accessions back to the periodOfReport of the original 1-K to isolate restated periods. The output is a watchlist of Tier 2 issuers with auditor changes, withdrawn opinions, or material restatements within the 120-day window.

Enforcing listing and continued-inclusion rules on secondary venues

ATS and secondary-market operators use metadata.json fields formType, periodOfReport, and filedAt to verify that each listed issuer filed a 1-K within 120 days of fiscal year end, compute lateness, and flag any subsequent 1-K/A. They also parse Item 5 beneficial-ownership tables and Item 8 share counts from the Part II HTML to keep capitalization reference data current. The output feeds listing-eligibility decisions, disclosure-driven trading halts, and issuer profile pages.

Credit underwriting for unrated small operators and real-estate sponsors

Specialty lenders ingest Item 8 audited balance sheets, cash-flow statements, and debt and lease footnotes from the Part II HTML, together with Item 6 related-party transactions and any EX1K-6 MAT CTRCT financing or guarantee agreements. Combined with stateOfIncorporation, sic, and fiscalYearEnd from metadata.json.entities, the output is a credit memo template populated with leverage, liquidity, covenant-relevant disclosures, and counterparty concentration for borrowers that have no 10-K and no rating.

Linking 1-K data to Form 1-A offering-stage claims

Academic researchers and regulators join 1-K records to their predecessor 1-A offering statements on cik and commissionFileNumber (the 24R-NNNNNN series in summaryInfo). They reconcile forecast use-of-proceeds language in 1-A against realized issuerNetProceeds and MD&A narrative in 1-K, across multiple reporting years, to measure disclosure accuracy and survival. The output supports working papers on Reg A effectiveness, enforcement referrals where offering claims diverge sharply from results, and rulemaking analysis of the 2021 Tier 2 cap increase from $50 million to $75 million.

Dataset Access

The Form 1-K Files Dataset is available through three access methods: a JSON index API for metadata and container discovery, a full dataset archive download, and individual per-month container downloads. The dataset covers Form 1-K and 1-K/A filings from April 2016 onward, distributed as monthly ZIP containers with XML, HTML, JSON, and TXT file types.

Dataset Index JSON API: https://api.sec-api.io/datasets/form-1k-files.json

Returns dataset-level metadata (name, description, last updated timestamp, earliest sample date, total records, total size, form types, container format, and file types), the full dataset download URL, and the complete list of container files. Each container entry includes its key (e.g., 2025-11.zip), size, record count, updated timestamp, and individual download URL. This endpoint does not require an API key. Poll it to detect which monthly containers were updated in the most recent refresh run and download only those on a day-by-day basis.

          1
          {
        

          2
            "datasetId": "1f13365b-9ae0-697d-9110-51baafb4e7e6",
        

          3
            "datasetDownloadUrl": "https://api.sec-api.io/datasets/form-1k-files.zip",
        

          4
            "name": "Form 1-K Files Dataset",
        

          5
            "updatedAt": "2026-04-24T02:56:04.657Z",
        

          6
            "earliestSampleDate": "2016-04-01",
        

          7
            "totalRecords": 9393,
        

          8
            "totalSize": 155262480,
        

          9
            "formTypes": ["1-K", "1-K/A"],
        

          10
            "containerFormat": "ZIP",
        

          11
            "fileTypes": ["XML", "HTML", "JSON", "TXT"],
        

          12
            "containers": [
        

          13
              {
        

          14
                "downloadUrl": "https://api.sec-api.io/datasets/form-1k-files/2026/2026-04.zip",
        

          15
                "key": "2026/2026-04.zip",
        

          16
                "size": 4821334,
        

          17
                "records": 27,
        

          18
                "updatedAt": "2026-04-24T02:56:04.657Z"
        

          19
              }
        

          20
            ]
        

          21
          }
        

Download Entire Dataset: https://api.sec-api.io/datasets/form-1k-files.zip?token=YOUR_API_KEY

Downloads the complete archive containing every monthly container in a single ZIP file. This endpoint requires authentication via your API key passed as the token query parameter.

Download Single Container: https://api.sec-api.io/datasets/form-1k-files/2026/2026-03.zip?token=YOUR_API_KEY

Downloads one monthly container identified by its year and year-month key (e.g., 2025/2025-11.zip, 2024/2024-03.zip). Use the containers array returned by the index API to enumerate available keys. This endpoint requires authentication via your API key.

Frequently Asked Questions

What form does this dataset cover?

The dataset covers Form 1-K, the annual report mandated by Rule 257(b)(1) of Regulation A under the Securities Act of 1933, together with Form 1-K/A amendments. It also includes the Special Financial Report variant, which is filed on the same 1-K submission type but triggered by offering-statement qualification rather than a fiscal-year cycle.

What does one record in this dataset represent?

One record is a single Form 1-K or Form 1-K/A submission to EDGAR, identified by its 18-digit accession number and packaged as a folder that reproduces the original submission's document set. Each accession folder contains metadata.json, the canonical primary_doc.xml cover, its XSL-rendered XHTML twin, and the narrative and exhibit HTML documents that make up the filing body.

Who is required to file Form 1-K?

Tier 2 Regulation A issuers that have qualified a Form 1-A offering statement are required to file Form 1-K under Rule 257 so long as they remain within the ongoing reporting window and have not filed a Form 1-Z exit report. Tier 1 Regulation A issuers, Exchange Act reporting companies, registered investment companies, and Regulation Crowdfunding issuers do not file 1-K.

When is Form 1-K due?

Form 1-K must be filed within 120 calendar days after the issuer's fiscal year-end under Rule 257(b)(1). The deadline is uniform across all Tier 2 filers — unlike Form 10-K, Regulation A makes no distinction for accelerated, large accelerated, or non-accelerated filers.

What time period does the dataset cover?

The dataset begins with filings dated April 2016 — the first full fiscal-year cycle after the 2015 Regulation A+ overhaul — and extends through the most recent monthly refresh. No pre-2016 history exists because Form 1-K did not exist under the pre-2015 Regulation A regime.

What file format is the dataset distributed in?

The dataset is distributed as monthly ZIP containers. Inside each container, accession folders contain XML (the canonical primary_doc.xml and its XSL-rendered sibling), HTML (narrative and exhibit documents, each preserved inside its EDGAR SGML <DOCUMENT> wrapper), and JSON (metadata.json). The complete SGML submission .txt file is referenced by URL in metadata.json but not packaged, and GRAPHIC image attachments are likewise referenced but not included.

How does Form 1-K differ from Form 10-K?

Form 10-K is the Exchange Act annual report filed under Section 13 or 15(d) and follows the full Regulation S-K disclosure package with PCAOB-audited financials and Inline XBRL tagging. Form 1-K is a scaled-down Regulation A annual report with a 120-day deadline, no XBRL requirement, and audit standards that may be AICPA rather than PCAOB — so 10-K filings systematically carry deeper disclosure than 1-K filings and should not be pooled with them for peer benchmarking.