The Form 8-K12G3 Files Dataset is a per-accession archive of every Form 8-K12G3 and Form 8-K12G3/A submission filed to EDGAR from April 1996 to the present. Each record represents one EDGAR submission in which a successor issuer notifies the Commission that its class of securities is deemed registered under Section 12(g) of the Securities Exchange Act of 1934 by operation of Rule 12g-3, following a merger, consolidation, holding-company reorganization, or similar succession transaction. Records are filed by the successor entity — typically a newly formed holding company, a redomesticated entity, a merger survivor, or a reorganized issuer emerging from restructuring — and bundle a normalized JSON metadata header with the original filing documents (HTML body, exhibits, and any TXT, PDF, or XFD attachments), with image binaries deliberately omitted. The dataset is distributed as monthly ZIP containers and covers both the original 8-K12G3 form and its amendment variant 8-K12G3/A across the entire EDGAR-era population of Rule 12g-3 succession notices.
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The dataset captures every EDGAR submission of Form 8-K12G3 and its amendment Form 8-K12G3/A from April 1996 through the present, materialized as self-contained per-accession folders. Form 8-K12G3 is a succession-by-operation-of-law notification filed under Rule 12g-3 of the Securities Exchange Act of 1934. When a successor issuer assumes the obligations of a predecessor through a merger, consolidation, holding-company reorganization, or similar transaction, the successor's class of securities is deemed registered under Section 12(g) automatically, without a fresh Form 10 or other registration statement. Form 8-K12G3 is the EDGAR vehicle by which the successor notifies the Commission that this automatic registration has occurred and identifies the predecessor whose Section 12 registration it has inherited. Form 8-K12G3/A is the amendment variant, used to correct the original filing, attach an omitted exhibit, or update the description of the transaction.
The filing is short and event-specific rather than periodic. It is not a recurring disclosure document like a 10-K or 10-Q; it is a one-time notice that establishes the successor's reporting status. The body is dominated by a narrative paragraph identifying the predecessor, the successor, the triggering transaction, and the rule under which registration is deemed to occur, followed by a signature block and any exhibits the registrant chooses to attach (most commonly press releases, merger agreements, articles of merger, or charter documents of the successor). The dataset is delivered as monthly ZIP containers; included document file types are TXT, JSON, HTML, PDF, and XFD, with image binaries excluded by design.
One record in the Form 8-K12G3 Files Dataset is a single EDGAR submission of Form 8-K12G3 or its amendment Form 8-K12G3/A, materialized as a self-contained per-accession folder. The folder bundles a normalized JSON header (metadata.json) with the original filing documents from the EDGAR submission — typically the primary HTML body of the 8-K12G3 plus any attached exhibits — with image binaries deliberately omitted. The EDGAR accession number is the natural key: each record corresponds one-to-one to an accession (for example 0001104659-25-123527), and the on-disk folder name is the same accession with the dashes stripped (000110465925123527).
The dataset is distributed as monthly ZIP archives at <dataset>/<year>/<year>-<month>.zip. After decompression, each month folder contains one subdirectory per accession number, and each accession subdirectory holds the metadata document and the unpacked submission documents:
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2025-12.zip
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└── 2025-12/
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└── 000110465925123527/
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├── metadata.json
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└── tm2534073d1_8k12g3.htm
Filing document names are preserved from the original EDGAR submission. The primary 8-K12G3 body uses the registrant or filing agent's internal slug suffixed with the form code, lowercased and underscore-separated (for example tm2534073d1_8k12g3.htm). Months without 8-K12G3 activity may not be represented; months with succession activity range from a single accession folder to several dozen, reflecting the irregular cadence of corporate reorganizations across the broader market.
Two artifact classes appear inside each accession folder:
metadata.json — always present. A flat JSON object that normalizes the EDGAR submission header.*_8k12g3.htm); richer succession events may carry additional exhibits as separate files. The file-types found in the dataset are TXT, JSON, HTML, PDF, and XFD; image binaries are excluded by design. The full SGML-wrapped submission text file (<accession>.txt) is not unpacked into the folder but is reachable via a URL recorded inside metadata.json.metadata.json fieldsmetadata.json is a flat JSON object that normalizes the EDGAR submission header. The meaningful fields are:
formType — either "8-K12G3" or "8-K12G3/A".accessionNo — canonical dashed accession number (e.g. "0001104659-25-123527").linkToFilingDetails — URL to the primary filing document on EDGAR.linkToTxt — URL to the full SGML/text submission wrapper (<accession>.txt).linkToHtml — URL to the EDGAR filing index page (...-index.htm).linkToXbrl — URL to associated XBRL when present; for 8-K12G3 this field is typically empty.description — a one-line human-readable summary, e.g. "Form 8-K12G3 - Notification of securities of successor issuers deemed to registered [Section 12] - Item 8.01".filedAt — ISO-8601 timestamp with time-zone offset of EDGAR acceptance, e.g. "2025-12-22T09:00:20-05:00".periodOfReport — date-only field marking the report period, typically the consummation date of the succession transaction.items — array of 8-K item labels claimed on the filing, e.g. ["Item 8.01: Other Events"]. Many 8-K12G3 filings cite Item 8.01 (Other Events); some additionally cite Item 2.01 (Completion of Acquisition or Disposition of Assets) or Item 3.03 (Material Modification to Rights of Security Holders) when the succession transaction is also reportable under those items.documentFormatFiles — array describing every document in the EDGAR submission. Each entry exposes sequence, size (bytes, encoded as a string), documentUrl, description, and type. The primary 8-K12G3 document occupies sequence "1"; the complete-submission .txt wrapper appears as a tail entry with empty sequence and type, which extractors should expect and ignore when iterating the actual filing documents.dataFiles — array of structured data files (XBRL, etc.); typically empty for 8-K12G3.seriesAndClassesContractsInformation — array reserved for investment-company series/class metadata; empty for ordinary corporate succession filings.entities — array of the filer and subject entities recorded on the EDGAR header. Each entity object carries companyName (with role appended in parentheses, e.g. "Geely Automobile Holdings Ltd (Filer)"), cik, irsNo ("000000000" when not disclosed), fileNo, filmNo, stateOfIncorporation (EDGAR two-character code, e.g. "E9" for Cayman Islands, "DE" for Delaware), fiscalYearEnd (MMDD), act ("34" for the Securities Exchange Act of 1934), and type (form designator).id — dataset-internal record identifier.Predecessor / successor relationships are not modelled as discrete metadata fields. The entities array generally tags only the successor as the filer; the predecessor is identified inside the narrative HTML body, and downstream consumers must parse the prose to recover the linkage.
Each filing document is an HTML body wrapped in the standard EDGAR SGML envelope. The outer frame uses <DOCUMENT> / <TYPE> / <SEQUENCE> / <FILENAME> / <DESCRIPTION> / <TEXT> tags, with the HTML payload sitting inside <TEXT>...</TEXT>:
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<DOCUMENT>
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<TYPE>8-K12G3
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<SEQUENCE>1
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<FILENAME>tm2534073d1_8k12g3.htm
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<DESCRIPTION>8-K12G3
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<TEXT>
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<HTML>
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<HEAD>...</HEAD>
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<BODY>... full HTML body of the filing ...</BODY>
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</HTML>
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</TEXT>
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</DOCUMENT>
The body of a Form 8-K12G3 follows a recognizable cover-page-and-narrative pattern, with these blocks appearing in order:
UNITED STATES / SECURITIES AND EXCHANGE COMMISSION / Washington, D.C. 20549) followed by the form designator. Foreign private issuers that simultaneously furnish a Form 6-K frequently render FORM 6-K and the foreign-private-issuer caption (REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16) inside this block while still using EDGAR Form 8-K12G3 as the submission type. The registrant name appears in a (Registrant's Name) stanza followed by the principal-office address.INFORMATION CONTAINED IN THIS FORM 6-K REPORT for foreign-private-issuer filings, otherwise simply forming the body of the 8-K — that ties the filing to Rule 12g-3 and identifies the corporate event. This is where predecessor and successor identities, the underlying transaction (merger, consolidation, holding-company reorganization), the merger counterparty, the date of the Agreement and Plan of Merger, and the consummation date are stated. A representative passage reads: "This Form 6-K is furnished by Geely Automobile Holdings Limited ("Geely") to the Securities and Exchange Commission ... using EDGAR Form 8-K12G3 as successor to ZEEKR Intelligent Technology Holding Ltd ("Zeekr") pursuant to Rule 12g-3 under the Securities Exchange Act of 1934 ... as required by Rule 12g-3(f) under the Exchange Act." Follow-up paragraphs typically describe the merger mechanics (e.g., merger of the predecessor with a wholly-owned subsidiary of the successor) and may flag the registrant's intent to file Form 15 or Form 15F to terminate the predecessor's Section 13(a)/15(d) reporting obligation.entities array of metadata.json./s/ Gui Sheng Yue), the printed name (Name: Gui Sheng Yue), and the title (Title: Director). Foreign-private-issuer filings often caption the page [Signature Page to 8-K12G3 (on Form 6-K)].documentFormatFiles in metadata.json, with its sequence number, byte size, EDGAR URL, description, and type recorded there.Each record includes the normalized metadata.json, the primary 8-K12G3 (or 8-K12G3/A) HTML document with its full SGML envelope, and any non-image exhibits attached to the EDGAR submission. The metadata exposes durable URLs to the EDGAR index page, the full submission text file, and any XBRL package, so a downstream consumer can always fetch what is not bundled. All filings from April 1996 through the present are in scope, encompassing both the original 8-K12G3 form and its amendment variant 8-K12G3/A.
Image files (typically signature scans, registrant logos, and embedded graphics) are explicitly omitted from each accession folder; references to them inside the HTML body may therefore resolve to missing assets in a fully offline view. The full SGML-wrapped submission text file (<accession>.txt) is not unpacked into the folder but is reachable via metadata.linkToTxt. Predecessor / successor relationships, the class of securities deemed registered, and the underlying merger or consolidation mechanics are not lifted into structured metadata fields; they remain inside the narrative HTML body and require text extraction to be consumed programmatically. Closely related succession notices filed on different EDGAR codes — Form 8-K15D5 (assumption of Section 15(d) reporting by a successor) and Form 8-K12B (the Section 12(b) succession analog for exchange-listed securities) — are out of scope for this dataset.
Several nuances matter when interpreting or extracting these records.
First, the substantive disclosure obligations of Form 8-K12G3 are governed by Rule 12g-3 itself rather than by a long, item-numbered instruction set comparable to Form 8-K's Items 1.01 through 9.01. As a result, the filing's structure has been remarkably stable since EDGAR began accepting 8-K12G3 submissions in April 1996: a cover page, a short narrative grounding the filing in Rule 12g-3, identification of predecessor and successor, identification of the registered class, a signature block, and optional exhibits. What has changed materially over time is presentation rather than content. Early filings were submitted as plain ASCII / SGML text inside the <TEXT> envelope; from the late 1990s onward filers progressively migrated to HTML bodies inside the same SGML wrapper, which is the dominant format across the modern dataset. PDF attachments and EDGAR XFD form-data attachments occasionally appear among the filing documents for filers that lodged supplementary materials in those formats.
Second, foreign-private-issuer filers occasionally place an 8-K12G3 cover on what is substantively a Form 6-K report. These filings advertise both forms on the cover page, and treating the EDGAR formType (always 8-K12G3 or 8-K12G3/A in this dataset) as authoritative is safer than relying on the cover-page banner.
Third, the items field is informative but not standardized for 8-K12G3 — many filings simply tag Item 8.01 (Other Events) even though the substantive disclosure is the Rule 12g-3 succession itself.
Fourth, predecessor and successor identities are only reliably available by parsing the HTML narrative; the entities array generally lists only the filer (the successor), so studies of succession networks must extract the predecessor name from body text. The same applies to the merger counterparty (often a transitory shell subsidiary), the Agreement and Plan of Merger date, and the consummation date.
Fifth, exhibits are sparse: the typical record is a single short HTML document, and bulk text extraction therefore yields a compact corpus with high signal density per record.
Sixth, the documentFormatFiles array always includes a tail entry for the complete-submission text file with empty sequence and type, which extractors should expect and skip when iterating the real filing documents.
Seventh, entities[].stateOfIncorporation uses EDGAR's two-character jurisdiction codes (e.g., E9 for Cayman Islands, D8 for Delaware corporations issued under that legacy code, DE for Delaware in current encoding); consumers should map these codes to canonical jurisdiction names before any geographic analysis.
Finally, records with form type 8-K12G3/A are amendments and should be linked to the underlying original by accession lineage when reconstructing the canonical version of a succession event. The dataset does not pre-resolve this lineage; amendments stand as independent accession folders and the join must be performed by the consumer using the registrant CIK, the period of report, and the narrative content.
Each record is a Form 8-K12G3 (or Form 8-K12G3/A amendment) submitted to EDGAR by a successor issuer that has just inherited the Section 12(g) registration of a predecessor through a corporate succession transaction. The filer is the new legal entity, not the predecessor. It typically files under a newly issued CIK established in EDGAR at the time of the succession, and uses the form to notify the Commission and the market that its securities are deemed registered under Section 12(g) by operation of Rule 12g-3, without any separate Securities Act or Exchange Act registration statement.
A Form 8-K12G3 filer is an entity that:
Typical filers include:
The successor signs and submits the form. The predecessor separately files a Form 15 to terminate its own Exchange Act reporting and may close out with final periodic reports.
The filing is event-driven, not periodic. The trigger is a corporate succession in which the successor inherits the predecessor's Section 12(g) registration. Operative events include:
The legal mechanism is Rule 12g-3 under the Exchange Act: when the successor's securities are issued in a succession transaction in exchange for securities of one or more predecessor issuers registered under Section 12, the successor's corresponding class is deemed registered by operation of law. The 8-K12G3 documents that automatic registration, identifies the predecessor and successor, and links the two CIKs in EDGAR.
Three layered sources govern the filing:
Form content is correspondingly narrow: identification of predecessor(s) and successor, description of the transaction, identification of the class deemed registered, and exhibits documenting the succession (commonly the merger agreement, plan of reorganization, charter, or bylaws).
Rule 12g-3(f) requires the successor to file the notice within the period specified for reports on Form 8-K, which under current instructions is generally four business days after the triggering succession event (the effective time of the merger, consolidation, holding-company reorganization, or other succession). In practice, filers submit on the effective date or shortly after, often paired with a substantive Form 8-K (for example, an Item 2.01 or Item 5.03) describing the broader transaction.
Because Rule 12g-3 produces deemed registration at the moment of succession by operation of law, the change in legal status does not depend on the 8-K12G3 being filed; the form is the public-notice and EDGAR-record instrument.
Form 8-K12G3/A is the amendment variant. The same successor issuer files it to correct or supplement a prior 8-K12G3, typically to fix identification details, correct the description of the deemed-registered class, add or replace exhibits (executed merger agreement, charter, bylaws, succession opinions), or clarify the legal mechanism. An amendment does not re-trigger registration; it modifies the existing notice. Each /A is a discrete EDGAR submission with its own accession number and is included in this dataset.
Form 8-K12G3 sits at the intersection of two regimes: 8-K-style current reporting and Rule 12g-3 succession of Section 12(g) registration. The most useful comparisons are to its sibling succession forms (8-K12B, 8-K15D5), the regular 8-K, the registration vehicles that often precede the same transaction (8-A, S-4), and the deregistration forms filed by the predecessor (Form 15, Form 25).
Form 8-K12B. The direct sibling. 8-K12B notifies succession when the predecessor's securities were registered under Section 12(b) (exchange-listed); 8-K12G3 covers the Section 12(g) branch (typically OTC or holder-threshold registration). Body, exhibits, and disclosure pattern are nearly identical; only the registration subsection differs. Any complete population of successor-registration events requires both datasets.
Form 8-K15D5. Notifies succession to Section 15(d) reporting obligations, which arise from an effective Securities Act registration where the securities are not Section 12-registered. Structurally similar to 8-K12G3 but produces a different consequence: continuation of periodic reporting rather than deemed Section 12 registration. The two are mutually exclusive for any given succession, determined by the predecessor's registration status.
Regular Form 8-K (notably Items 5.01, 2.01, 3.03). A regular 8-K is filed by an already-registered issuer to disclose a triggering event such as change in control, completed acquisition, or material modification of security holder rights. It does not register securities of a new entity. 8-K12G3 is narrower and structural: it evidences that the successor's securities are deemed registered by operation of Rule 12g-3. The same reorganization commonly produces both: a regular 8-K from the predecessor disclosing the event, and an 8-K12G3 from the successor establishing its registration.
Form 8-A. A short-form, voluntary registration statement used to affirmatively register a class under Section 12(b) or 12(g), typically at IPO listing or an OTC-to-exchange move. 8-K12G3, by contrast, records registration that arises automatically by force of Rule 12g-3, not by issuer election. Both end in Section 12 registration; the legal mechanism and filer population differ.
Form S-4. The Securities Act registration statement for securities issued in business combinations (mergers, exchange offers, holding-company reorganizations). It is the front-end, prospectus-style transactional disclosure, often hundreds of pages, with financial statements, fairness opinions, and risk factors. 8-K12G3 is the back-end structural notice filed by the successor after closing. The same merger frequently produces an S-4 before closing and an 8-K12G3 after; the filings differ radically in size, granularity, and purpose.
Form 15. Filed by an issuer to deregister a class and suspend reporting under Section 12(g) or 15(d). In a typical holding-company reorganization, the predecessor files Form 15 around the same time the successor files 8-K12G3. The pair is directionally opposite: 8-K12G3 marks inception of the successor's deemed registration; Form 15 marks termination of the predecessor's. Reconstructing a full succession event usually requires linking both across predecessor and successor CIKs.
Form 25. Notifies removal of a security from listing and registration on a national exchange, filed by the exchange or issuer. It is paired with the Section 12(b) deregistration side of a transaction and is therefore a more natural counterpart to 8-K12B than to 8-K12G3, since predecessors in a 12(g) succession are typically not exchange-listed.
Form 8-K12G3 is the form-of-record for one narrow event: a successor issuer acquiring Section 12(g) registration by operation of Rule 12g-3, without a new registration statement. It is not transactional disclosure (S-4, regular 8-K), not voluntary registration (8-A), not deregistration (Form 15, Form 25), and not the 12(b) or 15(d) succession variants (8-K12B, 8-K15D5). Filings are short, repetitive, and event-driven, but they are the definitive marker of continued reporting identity through a 12(g) succession. The dataset is best used alongside 8-K12B and 8-K15D5 for full succession coverage, S-4 or proxy filings for transactional substance, and Forms 15 and 25 for the predecessor-side deregistration record.
Form 8-K12G3 filings mark the moment a successor issuer inherits a predecessor's registered securities under Rule 12g-3. The dataset is used by professionals who need to track corporate identity changes, draft succession filings, maintain reference data, or research reorganization events.
Transactional and securities lawyers use the dataset as a precedent library for holding-company reorganizations, redomestications, top-hat insertions, and post-merger consolidations. They study the succession narrative, predecessor-successor identification, class-of-securities language, and the sequencing of the 8-K12G3 with related Form 15, Form 25, and Form 8-A filings to draft analogous filings and confirm a contemplated structure qualifies for automatic registration.
Paralegals preparing 8-K12G3 submissions mine the corpus for cover-page metadata, item layout, exhibit numbering, and standard recitals. The dataset supports template construction and quality-control review against conventions used by other registrants for similar succession events.
Fundamental and event-driven analysts use the predecessor-successor CIK linkage to rebuild continuous histories across legal-form changes, redomiciles, and parent reorganizations so valuation models, earnings histories, and peer sets are not broken by an apparent identity change. The narrative section signals whether the change is purely structural or has economic substance.
Banking coverage teams and curators of in-house deal libraries use the dataset to flag completed reorganizations that are not visible in headline merger filings, and to map predecessor and successor CIKs so league-table and precedent-transaction records remain joinable to the surviving entity.
Engineering teams maintaining CIK, CUSIP, ticker, and entity-identifier crosswalks treat the dataset as authoritative confirmation of succession events. The metadata plus named predecessor and successor support automated identifier propagation, retirement of stale records, and audit trails when subscribers question a change.
Index teams use the filings to decide whether a constituent's disappearance is a succession to be carried forward rather than a deletion. The class-of-securities and predecessor-successor fields drive index-membership inheritance, weight continuity, and corporate-action handling.
Transfer agents reconcile share-class status after reorganizations using the deemed-registered class list and the description of how predecessor securities were exchanged or converted. The dataset feeds record-keeping updates, certificate cancellation and reissuance, and holder communications.
Solicitors supporting reorganization votes use the dataset to align post-closing notification language with the proxy statement materials that solicited approval, ensuring messaging to holders about converted securities is consistent.
In-house corporate development groups and external restructuring advisers planning bankruptcy emergence, spin-offs, or holding-company insertions use the exhibits and succession descriptions as templates for the post-closing securities-law steps that carry Exchange Act registration into the successor.
Compliance officers tracking insider and beneficial-ownership reporting use the filings to identify when a successor has assumed Section 12(g) registration, which resets Section 13 and Section 16 calendars and filer lists for the successor's insiders and large holders.
Researchers in corporate finance, corporate law, and securities regulation use the full 1996-onward population of 8-K12G3 and 8-K12G3/A accessions to study the frequency and structure of holding-company formations, redomiciliations, post-merger consolidations, and the use of Rule 12g-3 itself.
Teams building retrieval-augmented generation systems over SEC content use the dataset as a bounded, well-typed corpus of succession events. The mix of TXT, HTML, JSON metadata, and exhibits per accession supports parsing, chunking, and entity-linking pipelines that answer questions about what happened to a given predecessor and which successor inherited its registration.
The dataset's value concentrates in three places: the successor CIK in metadata.entities, the predecessor name and class-of-securities language in the HTML narrative, and the filedAt / periodOfReport timestamps that anchor the succession event in time. The use cases below are built on those fields.
Reference-data teams parse the successor CIK from metadata.entities and extract the predecessor name from the Rule 12g-3 narrative paragraph (typically phrased "as successor to [Predecessor Name]") to build a directed edge in an entity-mapping table. Joining to a name-to-CIK lookup yields a predecessor CIK, which then drives propagation of CUSIPs, tickers, and internal IDs from the retired predecessor record onto the surviving successor record, with accessionNo and filedAt serving as the audit trail.
Equity analysts and academic researchers use the predecessor-successor pairing to stitch pre- and post-reorganization filings into a single time series. Combined with the consummation date in periodOfReport, this lets earnings, price, and disclosure histories survive holding-company insertions and redomiciliations rather than truncating at the predecessor's last 10-K. The narrative is also screened to flag whether a succession is purely structural (top-hat, redomestication) or carries economic substance (post-merger consolidation), which determines whether peer comparisons should be carried across.
Securities counsel and corporate paralegals query the corpus for precedent recitals matching a contemplated structure (Cayman top-hat, Delaware reincorporation, post-merger holdco). They lift the Rule 12g-3 succession paragraph, the class-of-securities statement (e.g. "ordinary shares" vs. "common stock, par value $0.001 per share"), the Form 20-F/40-F check-mark stanza for foreign private issuers, and the signature-block layout, then check their draft against the dominant conventions for the same transaction type.
Compliance and index-operations teams monitor new 8-K12G3 accessions as they arrive, using filedAt, the successor CIK in entities, and the deemed-registered class identified in the body to reset Section 13 and Section 16 filer rosters onto the successor and to decide whether to carry an index constituent forward rather than delete it. The amendment variant 8-K12G3/A is handled by joining on registrant CIK plus periodOfReport to override the original.
Deal-database curators and restructuring advisers pair each 8-K12G3 with the predecessor's Form 15 (and, when relevant, sibling 8-K12B or 8-K15D5 successor notices) using the predecessor name extracted from the narrative and the consummation date in periodOfReport. This produces a complete succession event record covering both inception of the successor's deemed registration and termination of the predecessor's reporting obligation, suitable for league-table attribution and precedent libraries.
LLM teams use the full 1996-onward population as a small, high-signal corpus for question answering on succession mechanics. Per-accession folders are chunked on the cover-page, narrative, class-of-securities, and signature blocks identified in the record anatomy; metadata.json supplies entity, date, and item-tag facets; and the absence of XBRL plus the sparse exhibit set keeps ingestion uniform across the dataset.
Dataset Index JSON API: https://api.sec-api.io/datasets/form-8k12g3-files.json
The dataset index endpoint returns metadata describing the Form 8-K12G3 Files Dataset, including its name, description, last update timestamp, earliest sample date (1996-04-01), total record count and total size, the form types covered (8-K12G3, 8-K12G3/A), the container format (ZIP), and the included file types (TXT, JSON, XFD, HTML, PDF). It also provides the download URL for the full dataset archive and a list of all individual container files with per-container metadata such as size, record count, last updated timestamp, and direct download URL. This endpoint can be polled daily to detect which containers were modified in the most recent refresh run, enabling targeted incremental downloads instead of re-fetching the entire dataset. This endpoint does not require an API key.
Example response:
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{
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"datasetId": "1f13365b-9ae0-69b0-92ed-2891a90ea0df",
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"datasetDownloadUrl": "https://api.sec-api.io/datasets/form-8k12g3-files.zip",
4
"name": "Form 8-K12G3 Files Dataset",
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"updatedAt": "2026-04-15T12:11:11.401Z",
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"earliestSampleDate": "1996-04-01",
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"totalRecords": 3158,
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"totalSize": 47998729,
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"formTypes": ["8-K12G3", "8-K12G3/A"],
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"containerFormat": "ZIP",
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"fileTypes": ["TXT", "JSON", "XFD", "HTML", "PDF"],
12
"containers": [
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{
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"downloadUrl": "https://api.sec-api.io/datasets/form-8k12g3-files/2026/2026-03.zip",
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"key": "2026/2026-03.zip",
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"size": 1382877,
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"records": 12,
18
"updatedAt": "2026-04-15T12:11:11.401Z"
19
}
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]
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}
Download Entire Dataset: https://api.sec-api.io/datasets/form-8k12g3-files.zip?token=YOUR_API_KEY
This endpoint streams the complete Form 8-K12G3 Files Dataset as a single ZIP archive containing every container file. It is the simplest way to obtain a full local copy of the dataset in one request. This endpoint requires an API key.
Download Single Container: https://api.sec-api.io/datasets/form-8k12g3-files/2026/2026-03.zip?token=YOUR_API_KEY
Individual monthly container archives can be downloaded directly using the key returned by the dataset index API. This is useful for fetching only a specific time range or for retrieving just the containers that changed in the latest refresh. This endpoint requires an API key.
The dataset covers Form 8-K12G3 (the original Rule 12g-3 succession notice) and Form 8-K12G3/A (its amendment variant). Both form types are included as discrete EDGAR submissions with their own accession numbers.
One record is a single EDGAR submission of Form 8-K12G3 or 8-K12G3/A, materialized as a self-contained per-accession folder keyed by accession number. The folder bundles a normalized metadata.json header with the original filing documents — typically the primary HTML body and any non-image exhibits.
The successor issuer in a corporate succession files Form 8-K12G3 when its securities are deemed registered under Section 12(g) by operation of Rule 12g-3. Typical filers include newly formed holding companies in top-hat reorganizations, merger or consolidation survivors, redomesticated entities, and reorganized issuers emerging from bankruptcy or restructuring whose predecessor was a Section 12(g) registrant.
Rule 12g-3(f) requires the successor to file within the period specified for reports on Form 8-K, which under current instructions is generally four business days after the effective time of the succession transaction. Because Rule 12g-3 produces deemed registration by operation of law at the moment of succession, the legal change does not depend on the filing itself; the form is the public-notice and EDGAR-record instrument.
The dataset includes all Form 8-K12G3 and 8-K12G3/A filings submitted to EDGAR from April 1996 (the earliest sample date) through the present. Pre-EDGAR paper successions are not included.
The dataset is distributed as monthly ZIP containers organized as <dataset>/<year>/<year>-<month>.zip. Inside each container, every accession is a folder containing metadata.json plus the original EDGAR submission documents; included file types are TXT, JSON, HTML, PDF, and XFD, with image binaries excluded by design.
Form 8-K12B notifies succession when the predecessor's securities were registered under Section 12(b) (exchange-listed), while Form 8-K15D5 notifies succession to Section 15(d) reporting obligations arising from an effective Securities Act registration without Section 12 registration. Form 8-K12G3 covers only the Section 12(g) branch — typically OTC or holder-threshold registration — and the three forms are mutually exclusive for any given succession, determined by the predecessor's registration status. A complete population of successor-registration events therefore requires combining all three datasets.