The Form DEF 14C Files dataset is a complete EDGAR archive of definitive information statements filed under Section 14(c) of the Securities Exchange Act of 1934 and Regulation 14C. Each record corresponds to one EDGAR submission of a Schedule 14C information statement — the document an issuer mails to security holders when a corporate action has already been approved by written consent of a majority of the outstanding voting securities, eliminating the need for a proxy solicitation and shareholder meeting. Records are filed by domestic operating companies and registered investment companies with a class of securities registered under Section 12 of the Exchange Act, packaged as accession-number folders that bundle a structured metadata.json with the original HTML, TXT, and PDF document attachments. Coverage begins on January 1, 1994 — the start of mandatory EDGAR electronic filing — and extends through the most recent monthly archive, distributed in monthly ZIP containers.
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Dataset Index JSON API
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The dataset captures every definitive information statement on Form DEF 14C accepted by EDGAR since January 1994. Form DEF 14C is the definitive information statement filed under Section 14(c) of the Securities Exchange Act of 1934 and Regulation 14C (Rules 14c-1 through 14c-7). It is used when a corporate action that would otherwise require a shareholder vote has already been approved by written consent of holders of a majority of the outstanding voting securities, eliminating the need for a proxy solicitation and a meeting. Because shareholder action has already occurred, the filing is a one-way disclosure: it tells holders what was approved, by whom, when it becomes effective, and what the consequences are. Under Rule 14c-2 the issuer must mail the definitive statement at least 20 calendar days before the action takes effect.
The substantive content is governed by Schedule 14C, which by its own terms incorporates the disclosure items of Schedule 14A that are relevant to the matter being acted upon, while omitting Schedule 14A's proxy-card mechanics, solicitation rules, and meeting logistics. Typical actions disclosed on DEF 14C include charter amendments (name changes, increases or decreases in authorized capital, reclassifications), forward and reverse stock splits, sales of substantially all assets, mergers and reorganizations, election or removal of directors by written consent, equity-compensation-plan adoptions or amendments, going-private transactions (which add Rule 13e-3 disclosures), and — for registered investment companies — fund mergers, plan-of-reorganization approvals, sub-adviser or manager-of-managers changes, and changes to fundamental investment policies affecting specific series and share classes.
For every accession, the dataset captures the structured metadata.json plus all non-image documents originally submitted to EDGAR under that accession, preserved in their SGML-wrapped form. The file types found in the dataset are TXT, JSON, HTML, and PDF: HTML for the information statement and most exhibits, occasional TXT for legacy submissions or wrapper text, occasional PDF for scanned exhibits or fairness opinions delivered as image-bearing documents, and JSON for the per-folder metadata file. Accession folders are grouped into monthly ZIP archives keyed by EDGAR filing month.
One record is a single EDGAR submission of a definitive information statement on Form DEF 14C, identified by its accession number. On disk the record is a folder named after the accession number with dashes stripped (for example 000119312525149124, corresponding to accession 0001193125-25-149124). Each folder contains a metadata.json describing the submission in structured form plus the original document attachments the registrant filed under that accession — typically a single primary HTML information statement, occasionally with one or more exhibits. Accession folders are grouped into monthly ZIP archives keyed by EDGAR filing month, but the unit of analysis remains the individual accession.
A record is composed of three nested layers:
metadata.json — a structured, machine-readable descriptor of the submission, the filer entities, the contained documents, and (for fund filings) the series/class structure.<DOCUMENT> envelope that wraps an HTML, plain-text, or PDF payload. The primary attachment (<SEQUENCE>1) is the Schedule 14C information statement; subsequent attachments are exhibits, annexes, or wrapper text.Image binaries referenced by the HTML body (logos, signature scans, charts) are intentionally omitted from the ZIPs, but their entries remain enumerated inside metadata.json so the original document inventory is fully recoverable from the structured metadata even though the bytes are not shipped.
metadata.json blockmetadata.json is the structured anchor of every record. Top-level fields describe the submission as an EDGAR event:
formType — constant "DEF 14C".accessionNo — canonical accession number with dashes, e.g. "0001641172-25-017237".linkToFilingDetails — sec.gov URL of the primary HTML information statement.linkToTxt — URL of the full SGML submission text file (the .txt envelope that concatenates every <DOCUMENT> block for the accession).linkToHtml — URL of the EDGAR filing-index HTML page.linkToXbrl — present but empty for DEF 14C.description — short human-readable label, normally "Form DEF 14C - Other definitive information statements".filedAt — ISO 8601 timestamp with timezone offset capturing EDGAR's acceptance time.periodOfReport — reporting/effective date as YYYY-MM-DD.id — 32-character hex hash uniquely identifying the record.Three nested arrays carry the bulk of the structured payload:
documentFormatFiles enumerates every document attached to the submission. Each entry exposes sequence (the SGML <SEQUENCE> ordinal), size (bytes), documentUrl (sec.gov URL), description, and type. Common type values include "DEF 14C" for the primary information statement, "EX-99.1", "EX-2.1" and other EX-* codes for exhibits, "GRAPHIC" for embedded image references, and a blank string for the wrapper text submission. Image entries are listed here even though their binaries are excluded from the ZIP, which means the array is the authoritative inventory of what EDGAR received.dataFiles — normally empty for DEF 14C, since the form does not carry tagged financial data.seriesAndClassesContractsInformation — populated only for filings made on behalf of registered investment companies. Each item identifies a fund series (e.g. "S000008054") by name and lists its classesContracts as { name, classContract } pairs (e.g. { "name": "Class 1", "classContract": "C000021852" }). For operating-company filings the array is empty.The entities array carries one object per filer associated with the accession. Each entity object exposes:
cik — zero-stripped CIK.companyName — filer name with role suffix such as "(Filer)".irsNo — IRS EIN (zeros when absent).fileNo — SEC file number; the prefix encodes filer category (000- and 001- for Exchange Act registrants, 811- for registered investment companies, 333- for Securities Act registrants).filmNo — EDGAR-assigned film number.act — typically "34" for Exchange Act filings.stateOfIncorporation — two-letter state or territory code.fiscalYearEnd — MMDD.type — entity-level filing type, normally "DEF 14C".Operating-company entities additionally carry sic (the Standard Industrial Classification code with its textual description) and tickers (an array of trading symbols). Investment-company entities omit those two fields and instead surface their fund structure through the filing-level seriesAndClassesContractsInformation.
The primary attachment is the Schedule 14C definitive information statement, delivered as an HTML file inside EDGAR's SGML <DOCUMENT> envelope. The envelope header records the document TYPE (e.g. DEF 14C), SEQUENCE (1 for the primary), FILENAME, and DESCRIPTION; the HTML payload sits between <TEXT> markers and is itself wrapped in a standard <HTML> / <BODY> skeleton:
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<DOCUMENT>
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<TYPE>DEF 14C
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<SEQUENCE>1
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<FILENAME>formdef14c.htm
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<DESCRIPTION>DEF 14C
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<TEXT>
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<HTML>
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<HEAD><TITLE></TITLE></HEAD>
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<BODY ...>
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... full HTML content of the definitive information statement ...
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</BODY>
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</HTML>
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</TEXT>
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</DOCUMENT>
Note that EDGAR's <DOCUMENT> tags are not strict XML: opening tags such as <TYPE>, <SEQUENCE>, <FILENAME>, and <DESCRIPTION> are not closed; their values run to end-of-line. Parsers must tokenize line-by-line rather than treat the envelope as well-formed XML.
Inside the HTML body, a Schedule 14C information statement follows a conventional ordering:
<DOCUMENT> envelopes within the submission.For investment-company filings, the body additionally identifies the affected series and share classes (mirroring seriesAndClassesContractsInformation) and discloses the matter being approved on their behalf — for example a sub-adviser change, a plan of reorganization between funds, an Investment Company Act Section 15(a) approval of a new advisory agreement, or a change in fundamental investment policies under Section 13(a).
Image binaries referenced from the HTML body (JPG, GIF, PNG, and similar graphics) are intentionally omitted; their existence and metadata remain visible in documentFormatFiles as entries with type "GRAPHIC" and a documentUrl pointing back to EDGAR. DEF 14C itself does not carry XBRL data, so linkToXbrl is empty and dataFiles is unpopulated. Filings of related but distinct form types — PRE 14C (preliminary information statements), DEFA14C (additional definitive materials), and DEFR14C (revised definitive statements) — are not part of this dataset; only the definitive DEF 14C filing itself is captured. Reconstructing the full disclosure record for a transaction may therefore require joining across those neighboring form-type datasets.
The skeletal items of Schedule 14C — identification of the action, voting securities, interests of insiders, and a description of the matter approved — have been stable since the rule's modern form took shape. Specific items incorporated by reference from Schedule 14A have evolved meaningfully and propagate into DEF 14C statements that trigger them:
DEF 14C filings tracked the broader EDGAR format progression. Early filings, particularly through the late 1990s, were submitted as plain ASCII inside the SGML envelope, with rudimentary section delimiters and tabular blocks rendered with whitespace. From roughly 2001–2002 onward, HTML became the dominant primary-document format, and modern filings are essentially always HTML with inline styling, structured tables, and image references. PDF appears occasionally for scanned exhibits or fairness opinions delivered as image-bearing documents. The SGML <DOCUMENT> envelope itself — with <TYPE>, <SEQUENCE>, <FILENAME>, <DESCRIPTION>, and <TEXT> markers — has remained constant across the entire 1994-to-present span and is preserved verbatim in the dataset.
Several aspects of the record warrant care during extraction and downstream interpretation:
000119312525149124); accessionNo inside metadata.json retains them ("0001193125-25-149124"). Joins across the two forms must canonicalize one or the other.entities array can contain more than one filer when an investment-company submission covers a multi-trust or related-registrant structure, or when an operating-company action involves co-registrants. Code should not assume a single entity.sic and tickers and leave seriesAndClassesContractsInformation empty; investment companies do the opposite. Both shapes are valid DEF 14C records and must be handled distinctly.formdef14c.htm to issuer-specific patterns such as armada-def14c_062625.htm, d943830ddef14c.htm, or nvitdef14cloomisstrmhy662025.htm. Identify the primary document via documentFormatFiles[].type == "DEF 14C" and sequence == 1, not by filename heuristics.<TYPE> and <FILENAME> are unclosed and their values terminate at end-of-line. Use a tolerant tokenizer or a dedicated EDGAR-aware parser.<DOCUMENT> blocks within the same submission. Full transaction reconstruction requires walking every entry in documentFormatFiles, not only sequence == 1.Each record is produced by a corporate issuer distributing a definitive information statement to its security holders in lieu of soliciting proxies. The issuer files on its own behalf under Section 14(c) of the Securities Exchange Act of 1934 and Regulation 14C (Rules 14c-1 through 14c-101). The submission to EDGAR comprises the information statement and any exhibits or supporting attachments.
Schedule 14C is required of issuers subject to the information-statement provisions of the Exchange Act:
Foreign private issuers are exempt from Sections 14(a), 14(b), 14(c), 14(f), and 16 under Rule 3a12-3 and disclose corporate actions through Form 6-K instead.
The legal filer is always the issuer. Consenting shareholders named in the information statement (controlling stockholders, sponsors, parent entities, insider groups holding majority voting power) are described as a substantive matter but are not themselves filers — the federal filing obligation rests with the issuer.
A DEF 14C is required when all three conditions are met:
Common matters disclosed:
The trigger is transactional and event-driven, not periodic. There is no calendar cadence.
Form types under Regulation 14C:
Two distinct timing rules govern when a DEF 14C appears on EDGAR.
1. The 10-day preliminary-vs-definitive window (Rule 14c-5(d)). Where preliminary filing is required, the PRE 14C must be filed with the Commission at least 10 calendar days before the definitive information statement is first sent or given to security holders. Routine matters (e.g., uncontested director elections or auditor ratification by a fully reporting company) are exempt from preliminary filing under Rule 14c-5(d), in which case the issuer goes directly to DEF 14C.
2. The 20-day pre-effectiveness mailing rule (Rule 14c-2). The issuer must send the definitive information statement to every holder entitled to consent or vote on the matter at least 20 calendar days before the earliest date on which the corporate action may be taken. The action cannot become effective until that 20-day holder-notice period elapses. The DEF 14C is typically filed on EDGAR on or shortly before the mailing date.
Combined effect: matters requiring preliminary review run through an approximate 10-day staff-review window followed by the 20-day shareholder-notice window before the action can be effective. Matters exempt from preliminary filing only run the 20-day Rule 14c-2 clock, with the DEF 14C filed contemporaneously with mailing.
Section 14(c) was added to the Exchange Act by the Securities Acts Amendments of 1964 (Pub. L. 88-467), which extended Section 14 to Section 12(g) issuers and created the information-statement regime. On EDGAR, Schedule 14C filings phased in for Exchange Act filers between 1993 and 1996. The earliest DEF 14C filings in this dataset are dated January 1994; pre-EDGAR filings exist only on paper in SEC historical files.
DEF 14C sits between two reporting families: the broader 14A/14C shareholder-communication universe and the corporate-action disclosure regime (8-K events, going-private schedules, fund-reorganization registrations). The most useful comparisons are with adjacent stages of the same Section 14(c) workflow, the parallel Section 14(a) proxy track, and neighboring forms that disclose the same underlying transactions through different procedural mechanisms.
Same disclosure document, earlier stage. PRE 14C is filed for staff review at least ten calendar days before the definitive version is mailed, unless the matters disclosed are exempt from preliminary filing. Content overlap with the subsequent DEF 14C is near-total: the same corporate action, consenting holders, and record dates appear in both. The differences are textual (post-comment revisions) and procedural (filed-with-SEC vs mailed-to-shareholders). Use PRE 14C with DEF 14C when studying staff-comment effects or filing-to-mailing timing; use DEF 14C alone for the operative shareholder-facing document.
Amendment-style filings that depend on a prior DEF 14C. DEFA14C carries supplemental materials filed after the original mailing — updated financials, supplemental disclosures, or shareholder correspondence addressing developments before the action takes effect. DEFR14C carries revisions when material corrections to the original DEF 14C are required. Neither stands alone. A complete record of a written-consent action requires combining DEF 14C with any DEFA14C/DEFR14C tied to the same accession lineage; treating DEF 14C in isolation can miss late-stage disclosures that materially change the picture.
The Section 14(a) counterpart, used when the action requires a shareholder meeting and the issuer is soliciting proxies. Disclosure architecture overlaps heavily — executive compensation, transaction terms, fairness opinions, pro forma financials. The defining distinction is procedural: DEF 14A asks shareholders to grant proxy authority for a vote that has not yet occurred; DEF 14C presupposes that a controlling block has already executed written consents, so no vote is solicited. DEF 14C therefore concentrates among controlled, closely held, or sponsor-majority issuers. A given corporate action almost never appears in both datasets — they are not substitutes.
Worth listing only because researchers who confuse the 14A and 14C tracks tend to confuse their preliminary stages too. The relevant distinction is not preliminary-vs-definitive but vote-vs-consent: PRE 14A is the preliminary stage of a meeting-and-vote process, while DEF 14C is the definitive stage of a written-consent process.
Complementary, not overlapping. When a going-private transaction is effectuated by controlling-shareholder written consent, a Schedule 13E-3 is typically filed alongside the DEF 14C covering the same deal. DEF 14C is the shareholder-communication document; Schedule 13E-3 carries the Rule 13e-3 fairness record — board fairness determinations, financial-advisor reports, and analysis of purpose, alternatives, and effects. Squeeze-outs, controlling-shareholder buyouts, and take-privates generally require both: DEF 14C for consent mechanics and the shareholder-facing narrative, 13E-3 for the granular fairness analysis.
Item 5.07 reports vote tallies within four business days of a shareholder meeting and presupposes that a meeting occurred. It is therefore largely inapplicable to written-consent actions and rarely accompanies DEF 14C. The 8-K items that do pair with DEF 14C transactions are event-driven: Item 1.01 (material agreements), Item 2.01 (completed acquisitions/dispositions), Item 3.03 (modification of security-holder rights), and Item 5.03 (charter/bylaw amendments), which document closing or effectiveness. Use 8-K for effective dates and closing confirmation; use DEF 14C for the disclosure document mailed to shareholders.
Different regulatory regime and filer population. Form N-14 is a Securities Act registration statement, filed by mutual funds, ETFs, and closed-end funds to register shares issued in fund mergers and reorganizations, and carries prospectus-level liability. DEF 14C is an Exchange Act information statement, filed overwhelmingly by operating companies, with a different liability framework. Investment-company shareholder communications about reorganizations live on N-14 and its proxy statement/prospectus exhibits, not on DEF 14C.
Foreign private issuers are generally exempt from Section 14 proxy and information-statement rules and rarely file DEF 14C. Their equivalent meeting circulars, written-resolution notices, and corporate-action communications are furnished as exhibits to Form 6-K. DEF 14C coverage is therefore effectively limited to U.S. domestic issuers; foreign-issuer shareholder communications must be sourced from 6-K data.
DEF 14C is distinct on three axes simultaneously:
Practical selection rule: for a corporate action approved by majority written consent at a U.S. domestic operating company, DEF 14C is the primary source, supplemented by DEFA14C/DEFR14C (late-stage updates), Schedule 13E-3 (going-private fairness), and Form 8-K (closing confirmation). If a meeting and vote occurred, DEF 14A plus Form 8-K Item 5.07 replace DEF 14C. If the issuer is a registered investment company, N-14 replaces DEF 14C. If the issuer is a foreign private issuer, Form 6-K replaces DEF 14C. These datasets complement each other across the transaction lifecycle but are not interchangeable for any specific action.
DEF 14C information statements document corporate actions already approved by written consent of a controlling or majority holder, not put to a vote. The dataset draws a specific set of users focused on controlled-company transactions, going-private mechanics, charter and capital-structure changes, reverse splits, and related-party approvals. Each role reads a different part of the statement.
Deal counsel use DEF 14C filings as a precedent library for consent-based mergers, asset sales, charter amendments, and recapitalizations. They focus on the action description, the recitation of statutory and charter authority, consenting-holder identification with ownership percentages, record and effective dates, the appraisal-rights notice, and exhibits such as merger agreements, certificates of amendment, and the written consents themselves. Outputs include drafting templates, structuring decisions on consent-versus-proxy, and timing analysis for the 20-day Rule 14c-2 mailing period.
Governance teams at controlled or concentrated-ownership registrants benchmark peer filings to calibrate consent disclosures. They focus on the cover page, the background of the action, director-and-officer-interest disclosures, and the "no vote required" boilerplate. Outputs are internal templates, board memoranda, and procedural checklists.
Both sides of fiduciary-duty and disclosure cases mine DEF 14C filings for freeze-out mergers, reverse splits used to cash out minority holders, and other controller-led actions. They focus on the fairness discussion, financial advisor opinions filed as exhibits, the negotiation-process narrative, related-party disclosures, and any pro forma financials. The dataset supports complaint drafting, class identification, and expert comparison of disclosure quality across similar transactions.
Special-situation desks treat DEF 14C as a signal feed for controlled-company actions that create asymmetric outcomes: forced conversions, pre-delisting reverse splits, authorization increases ahead of dilutive issuances, and squeeze-outs. They focus on the consenting-holder block, the effective-date window, the cash-out price or exchange ratio, and the appraisal-rights notice. Outputs include appraisal-arbitrage trades and minority-protection screens.
Workout counsel and distressed analysts track out-of-court recapitalizations, debt-for-equity exchanges, and new preferred-class authorizations approved by controllers. They focus on the description of new securities, treatment of existing classes, the consenting holder's relationship to creditor groups, and pro forma capitalization tables in exhibits. Used for borrower diligence and portfolio-company monitoring.
Custodians and corporate-action ops groups treat DEF 14C as a non-vote event with record-date, mailing, and effective-date impact on holdings. They focus on the cover page, record and effective dates, action description (reverse splits, name changes, ticker and CUSIP changes), and any exchange-affecting events. Used for corporate-action feed validation and client-reporting audit trails.
Researchers on controlled companies, dual-class structures, and the proxy-versus-consent substitution use the dataset as a structured corpus since 1994. They focus on consenting-holder identity and ownership level, action type, issuer financials, and the disclosure text itself. Supports event studies around filing dates and longitudinal disclosure-practice work.
Compensation consultants and proxy advisers examine DEF 14C filings for equity-plan approvals, plan amendments, share-reserve increases, and director compensation arrangements ratified by a controller. They focus on compensation disclosures, equity-plan exhibits, share counts, vesting and performance terms, and director-pay tables. Outputs feed plan-design benchmarking outside the annual-meeting cycle.
External auditors, internal audit, and compliance officers use DEF 14C as evidence of properly authorized actions affecting authorized capital, share-based compensation, and EPS computations. They focus on the action description, certificates of amendment exhibits, effective dates, and any Schedule 14C financial disclosures. Supports working-paper documentation and listing-authority inquiries.
Data teams extract structured fields (CIK, registrant, action type, record and effective dates, consenting-holder identity, share counts) and ground retrieval systems on consent-based actions. The full text plus exhibits supports fine-tuning extraction models on action classification (reverse split, name change, merger, plan adoption, charter amendment) and question-answering over controlled-company disclosures.
The DEF 14C dataset is narrower than proxy-solicitation data but concentrated in transactions that matter for legal, governance, and event-driven work. Lawyers draft and litigate these actions, investors and credit teams trade and underwrite around them, governance and compensation specialists benchmark them, auditors verify authorization, and data teams structure the historical record. Each group reads a different section of the information statement, but together they make DEF 14C a standard reference for consent-based corporate actions since 1994.
The following workflows are representative of how DEF 14C filings are queried and processed. Each ties a concrete objective to specific parts of the record.
Deal counsel preparing a reverse stock split approved by written consent pull comparable DEF 14C filings to calibrate ratio rationale, fractional-share treatment, and the Rule 14c-2 mailing window. The query joins entities[].sic and stateOfIncorporation from metadata.json against the action-description and certificate-of-amendment exhibit in the primary HTML, filtered to filings where the action text contains reverse-split language. The output is a deduplicated set of analogous filings keyed by ratio range, sponsor type, and effective-date lag, used to seed drafting templates and timing memoranda.
Special-situation desks and plaintiffs' firms run a recurring screen for cash-out mergers and going-private transactions effectuated by majority written consent. The screen reads formType == "DEF 14C" and filedAt for recency, then parses the information-statement body for consenting-holder ownership percentages above a threshold, an appraisal-rights notice, and a stated cash-out price or exchange ratio. Hits feed appraisal-arbitrage candidate lists and complaint-drafting pipelines, often joined to any contemporaneous Schedule 13E-3 outside this dataset for the fairness opinion.
Fund administrators reconcile internal corporate-action feeds against the authoritative DEF 14C statement for events that affect holdings without a vote — name changes, ticker or CUSIP changes, reverse splits, and authorization increases. The pipeline keys on entities[].cik, entities[].tickers, periodOfReport, and the action-description text, and confirms the effective date stated in the notice-to-stockholders block. The output is a daily exception report flagging mismatches between the vendor feed and the filed effective date or ratio.
Compensation analysts and proxy advisers track equity-compensation-plan adoptions, amendments, and share-reserve increases approved by controllers between annual meetings. The query filters DEF 14C records where the primary document references Item 10 plan-information tables or attaches an equity-plan exhibit (type starting with EX-), then extracts share counts, vesting terms, and director-pay tables. Results feed plan-design benchmarking datasets that proxy-vote-only sources miss because the action never reached a meeting.
For registered investment companies, analysts use the populated seriesAndClassesContractsInformation array to identify which series and share classes were affected by a written-consent action and join that to the body's description of the matter approved (Section 15(a) advisory agreement, sub-adviser change, plan of reorganization, fundamental-policy change). The output is a longitudinal series-level table of governance events that complements N-14 registration data and supports fund-board diligence and academic work on adviser turnover.
Data teams building RAG and extraction systems use the dataset's stable SGML envelope plus structured metadata.json as labeled training fodder. They pair the primary HTML payload (identified via documentFormatFiles[].type == "DEF 14C" and sequence == 1) with weak labels derived from description, exhibit types, and keyword patterns to classify each filing into action categories — reverse split, name change, merger, charter amendment, plan adoption, going-private. The trained model then powers question-answering over consent-based corporate actions and grounds answers in cited paragraphs of the information statement.
Researchers and litigators assembling a complete record of a controlled-company transaction start from a DEF 14C accession and walk outward: PRE 14C for staff-comment differences, DEFA14C/DEFR14C for late-stage updates, Schedule 13E-3 for fairness analysis, and Form 8-K Items 1.01, 2.01, 3.03, and 5.03 for closing confirmation. Within this dataset the join keys are entities[].cik, periodOfReport, and the action description; the resulting cross-form timeline supports both fiduciary-duty case work and academic event studies on consent-versus-proxy substitution.
Dataset Index JSON API: https://api.sec-api.io/datasets/form-def-14c-files.json
This endpoint returns metadata describing the Form DEF 14C Files dataset, including the dataset name, description, last updated timestamp, earliest sample date, total record count, total size, covered form types, container format, and included file types. It also lists every container file with its individual size, record count, updated timestamp, and download URL. Use this endpoint to monitor which containers were refreshed in the latest run and to decide which monthly archives to download incrementally. No API key is required.
Example response:
1
{
2
"datasetId": "1f13365b-9ae0-6922-b211-164396cb8aad",
3
"datasetDownloadUrl": "https://api.sec-api.io/datasets/form-def-14c-files.zip",
4
"name": "Form DEF 14C Files Dataset",
5
"updatedAt": "2026-05-06T02:49:32.007Z",
6
"earliestSampleDate": "1994-01-01",
7
"totalRecords": 15105,
8
"totalSize": 410711491,
9
"formTypes": ["DEF 14C"],
10
"containerFormat": "ZIP",
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"fileTypes": ["TXT", "JSON", "HTML", "PDF"],
12
"containers": [
13
{
14
"downloadUrl": "https://api.sec-api.io/datasets/form-def-14c-files/2026/2026-05.zip",
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"key": "2026/2026-05.zip",
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"size": 2841120,
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"records": 18,
18
"updatedAt": "2026-05-06T02:49:32.007Z"
19
}
20
]
21
}
Download Entire Dataset: https://api.sec-api.io/datasets/form-def-14c-files.zip?token=YOUR_API_KEY
Downloads the complete Form DEF 14C Files dataset as a single ZIP archive covering all filings from January 1994 to the present. This endpoint requires an API key.
Download Single Container: https://api.sec-api.io/datasets/form-def-14c-files/2026/2026-05.zip?token=YOUR_API_KEY
Downloads one monthly container archive instead of the full dataset, which is useful for incremental syncs or fetching only newly refreshed months. This endpoint requires an API key.
One record is a single EDGAR submission of a definitive information statement on Form DEF 14C, identified by its accession number. On disk the record is a folder named after the accession number with dashes stripped, containing a metadata.json plus the original document attachments — typically a primary HTML information statement and any exhibits.
The filer is always the issuer. Schedule 14C is required of domestic operating companies and registered investment companies with a class of securities registered under Section 12 of the Exchange Act when they take a corporate action by written consent of a majority of voting securities and are not soliciting proxies. Foreign private issuers are exempt under Rule 3a12-3 and disclose corporate actions through Form 6-K instead.
The trigger is event-driven, not periodic. Under Rule 14c-2 the issuer must send the definitive information statement to every entitled holder at least 20 calendar days before the corporate action may be taken; the DEF 14C is typically filed on EDGAR on or shortly before the mailing date. Where a preliminary filing is required, Rule 14c-5(d) adds a separate 10-calendar-day staff-review window before the definitive version is mailed.
Coverage runs from January 1, 1994 — the start of mandatory EDGAR electronic filing — forward through the most recent monthly archive. The dataset is distributed as monthly ZIP containers, and the file types found inside are TXT, JSON, HTML, and PDF: HTML for the information statement and most exhibits, JSON for the per-folder metadata file, TXT for legacy submissions and SGML wrapper text, and PDF for occasional scanned exhibits or fairness opinions.
Schedule 14A applies whenever proxies, consents, or authorizations are being solicited for a shareholder meeting, while Schedule 14C applies only when the action has already been approved by written consent of a controlling block and no solicitation occurs. DEF 14C therefore concentrates among controlled, closely held, or sponsor-majority issuers, and a given corporate action almost never appears in both datasets — they are not substitutes.
Identify the primary document via documentFormatFiles[].type == "DEF 14C" and sequence == 1, not by filename heuristics. Filenames are not standardized — observed forms range from generic formdef14c.htm to issuer-specific patterns such as armada-def14c_062625.htm or d943830ddef14c.htm.
No. Only definitive DEF 14C filings are captured. PRE 14C (preliminary information statements), DEFA14C (additional definitive materials), DEFR14C (revised definitive statements), and Schedule 13E-3 (going-private fairness disclosure) are distinct form types in their own datasets. Reconstructing the full disclosure record for a controlled-company transaction often requires joining DEF 14C with those neighboring datasets via entities[].cik, periodOfReport, and the action description.