The following is a list of the 490 most common SEC EDGAR form types with their respective descriptions and filing exhibits, covering over 800,000 EDGAR filers from 1993 to the present.
Common EDGAR form types with their respective descriptions
All EDGAR filings from 1993 to present can be searched using any of the following form types. Examples of various filing type searches are available in the sandbox.
Form Type | Description |
1 | National Securities Exchange Registration Application |
1-A | Offering Statement 1-A, Offering Statement [Regulation A], 1A, A-1 |
1-A POS | Form 1-A Amendment, Post-effective amendment to Form 1-A filing |
1-A-W | Withdrawl of Form 1-A, Statement of withdrawl of a Form 1-A filing |
1-E | Notification under Regulation E by small business investment companies and business development companies |
1-E AD | Sales material filed pursuant to Rule 607 under Regulation E. |
1-K | Annual Report, Annual Report Persuant to Regulation A of the Securites Act of 1933 |
1-SA | Semiannual report |
1-U | Current report |
1-Z | Exit report |
1-Z-W | Withdrawl of Form 1-Z, Statement of withdrawl of a Form 1-Z filing |
10-12B | Initial general form for registration of a class of securities pursuant to section 12(b) |
10-12G | Initial general form for registration of a class of securities pursuant to section 12(g) |
10-C | Securities Issuer Report |
10-D | Asset-Backed Issuer Distribution |
10-K | Annual Report |
10-K/A | Amended Annual Report |
10-K405 | Annual Report S-K Item 405 |
10-K405/A | Amended Annual Report (Regulation S-K, item 405) |
10-KSB | Annual Report |
10-KSB/A | Amended Annual Report |
10-KT | Transition report pursuant to Rule 13a-10 or 15d-10 |
10-KT/A | Amended Transition report pursuant to Rule 13a-10 or 15d-10 |
10-Q | Quarterly Report |
10-Q/A | Amended Quarterly Report |
10-QSB | Quarterly Report for Small Business, Form 10QSB is an alternative name for Form 10QSB |
10-QT | Quarterly Report |
10-QT/A | Amended Quarterly Report |
10KSB | Annual Report |
10KSB/A | Amended Annual Report |
10KSB40 | Annual and Transition Reports |
10KSB40/A | Amended Annual and Transition Reports |
10KT405 | Annual Transition Report |
10KT405/A | Amended Annual Transition Report |
10QSB | Quarterly/Transition Report [Small Business], Optional form for quarterly and transition reports of small business issuers |
10QSB/A | Amended Quarterly/Transition Report [Small Business], Optional form for quarterly and transition reports of small business issuers |
10SB12B | Registration of securities for small business [Section 12(b)] |
10SB12G | Registration of securities for small business [Section 12(g)]: [Amend] |
11-K | Employee Stock Plan Annual Report, Annual report of employee stock purchase, savings and similar plans |
11-KT | Transition report pursuant to Rule 13a-10 or 15d-10 |
12G3-2B | Exemptions for American Depository Receipts and Certain Foreign Securities |
12G32BR | Exemptions for American Depository Receipts and Certain Foreign Securities |
13F-E | Quarterly reports filed by institutional managers, Amend |
13F-HR | Quarterly Report, Quarterly report filed by institutional managers, Holdings |
13F-NT | Quarterly Report, 13F-NT - Quarterly report filed by institutional managers, Notice |
13FCONP | Quarterly report filed by institutional managers, Holdings |
144 | Proposed Sale of Securities - Rule 144 Filing, NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933 |
15-12B | Notice of termination of registration of a class of securities under Section 12(b) |
15-12G | Notice of termination of registration of a class of securities under Section 12(g) |
15-15D | SEC Registration Termination, Suspension of duty to report [Section 13 and 15(d)] |
15F-12B | Securities registration termination of foreign private issuers [Section 12(b)] |
15F-12G | Notice of termination of a foreign private issuer's registration of a class of securities under Section 12(g) |
15F-15D | Notice of a foreign private issuers suspension of duty to file reports pursuant to Section 13 and 15(d) of the Act |
18-12B | Registration of securities [Section 12(b)] |
18-K | Annual report for foreign governments |
19B-4E | Information required of an SRO Listing and Trading a New Directive Securities Product [Rule 19b-4(e)] |
2-A | Registration statement for closed-end investment companies: [Amend] |
2-AF | Final Report of Sales of Securities [Rule 260] |
2-E | Sales material filed pursuant to Rule 609 under Regulation E. |
20-F | Annual/Transition Report, Annual and transition report of foreign private issuers [Sections 13 or 15(d)] |
20-F/A | Amended Annual/Transition Report, Annual and transition report of foreign private issuers [Sections 13 or 15(d)] |
20FR12B | Form for initial registration of a class of securities of foreign private issuers pursuant to section 12(b) |
20FR12G | Form for initial registration of a class of securities of foreign private issuers pursuant to section 12(g) |
24F-1 | Registration of securities by certain investment companies [Rule 24F-1]. Notification of election. |
24F-2EL | Registration of securities by certain investment companies [Rule 24F-2]. Declaration of election. |
24F-2NT | Annual Securities Sale Report, Annual Notice of Securities Sold |
24F-2TM | Registration of securities by certain investment companies [Rule 24F-2]. Termination of Declaration of election. |
25 | Securities Removal Notice |
25-NSE | Delisting, Notice of stock delisting from an exchange |
253G1 | |
253G2 | |
253G3 | |
253G4 | |
3 | Security Ownership Statement, Initial statement of beneficial ownership of securities |
305B2 | Application for designation of a new trustee under the Trust Indenture Act |
34-12H | Application for Exemption [Section 12(g)] or from filing certain reports [Section 13(a)] |
35-APP | Statement on proposed transaction where no application is prescribed [Rule 20(e)] |
35-CERT | Certificate, terms and conditions [Rule 24] |
39-304D | |
39-310B | |
4 | Security Sale/Purchase Record, Statement of changes in beneficial ownership of securities |
40-17F1 | |
40-17F2 | Initial certificate of accounting of securities and similar investments in the custody of management investment companies |
40-17G | Fidelity bond |
40-17GCS | |
40-202A | |
40-203A | |
40-205E | |
40-206A | |
40-24B2 | Filing of sales literature |
40-33 | All stockholder derivative actions filed with a court against an investment company or an affiliate |
40-6B | The Investment Company Act Excemption Application |
40-6C | Application for exemption and other relief [Section 6(c)]: [Amend] |
40-8B25 | Document or Report |
40-8F-2 | Initial application for de-registration pursuant to Investment Company Act Rule 0-2 |
40-8F-A | Application for deregistration, abandonment of registration |
40-8F-B | |
40-8F-L | |
40-8F-M | |
40-8FC | |
40-APP | Exemption Application, 40-APP - Application for exemption and other relief filed under the Investment Company Act of 1940 |
40-F | Annual Report / Registration, SEC Form 40-F includes Annual Reports [Section 13(a)/15(d)] or Registration Statements [Section 12] |
40-F/A | Amended Annual Report / Registration, SEC Form 40-F includes Annual Reports [Section 13(a)/15(d)] or Registration Statements [Section 12] |
40-OIP | Applications under the Investment Company Act reviewed by Office of Insurance Products |
40-RPT | |
40FR12B | Registration of a class of securities of certain Canadian issuers |
40FR12G | Registration of a class of securities of certain Canadian issuers pursuant to Section 12(g) of the 1934 Act |
424A | Prospectus [Rule 424(a)] |
424B1 | Prospectus [Rule 424(b)(1)] |
424B2 | Prospectus [Rule 424(b)(2)] |
424B3 | Prospectus [Rule 424(b)(3)] |
424B4 | Prospectus [Rule 424(b)(4)] |
424B5 | Prospectus [Rule 424(b)(5)] |
424B7 | Prospectus [Rule 424(b)(7)] |
424B8 | Prospectus [Rule 424(b)(8)] |
424H | Asset Backed Notes Registration Statement, FILED PURSUANT TO RULE 424(h) |
425 | Merger Prospectus/Communication, Prospectuses and communications, business combinations |
485A24E | Post Effective Amendments |
485A24F | |
485APOS | Post-effective amendment |
485B24E | |
485B24F | |
485BPOS | Securities Registration Amendment N-1A, Post-effective amendment [Rule 485(b)] |
485BXT | Post-effective amendment |
485BXTF | |
486A24E | |
486APOS | Post-effective amendment |
486B24E | |
486BPOS | Post-effective amendment |
486BXT | |
487 | Pre-effective pricing amendment |
497 | Investment Prospectus, Prospectus |
497AD | Advertising Disclosure |
497H2 | Filings made pursuant to Rule 497(h)(2) |
497J | Certification of Filing, Certification of no change in definitive materials |
497K | Prospectus Summary |
497K1 | Profiles for certain open-end management investment companies |
497K2 | Profiles for certain open-end management investment companies |
497K3A | Profiles for certain open-end management investment companies |
497K3B | Profiles for certain open-end management investment companies |
497VPI | |
497VPU | |
5 | Annual Security Ownership Report, Annual statement of changes in beneficial ownership of securities |
6-K | Foreign Issuer Report, Report of foreign issuer [Rules 13a-16 and 15d-16] |
6-K/A | Amended Foreign Issuer Report, Report of foreign issuer [Rules 13a-16 and 15d-16] |
6B NTC | |
6B ORDR | |
8-A12B | Securities Registration |
8-A12G | Notification that a class of securities of successor issuer is deemed to be registered |
8-B12B | |
8-B12G | |
8-K | Current Report, Unscheduled Material Events |
8-K/A | Amended Current Report, Unscheduled Material Events |
8-K12B | Notification that a class of securities of successor issuer is deemed to be registered pursuant to Section 12(b) |
8-K12G3 | Notification that a class of securities of successor issuer is deemed to be registered pursuant to Section 12(g) |
8-K15D5 | Notification of assumption of duty to report by successor |
8-M | 8-M Filing |
8A12BEF | |
8A12BT | |
8F-2 NTC | |
8F-2 ORDR | |
9-M | 9-M Filing |
ABS-15G | Asset-Backed Securitizer Report, Asset-backed securitizer report pursuant to Section 15G, item 2.01 |
ABS-EE | Asset-Backed Securities Exhibits, FORM FOR SUBMISSION OF ELECTRONIC EXHIBITS FOR ASSET-BACKED SECURITIES |
ADB | |
ADN-MTL | ADN-MTL Filing |
ADV | |
ADV-E | ADV-E Filing |
ADV-H-C | |
ADV-H-T | |
ADV-NR | ADV-NR Filing |
ADVCO | |
ADVW | |
AFDB | |
ANNLRPT | Periodic Development Bank filing, submitted annually |
APP NTC | |
APP ORDR | |
APP WD | APP WD Filing |
APP WDG | |
ARS | Annual Report |
ATS-N | |
ATS-N-C | |
ATS-N-W | |
ATS-N/CA | |
ATS-N/MA | |
ATS-N/UA | |
AW | Application for Withdrawl, Form AW is a request to have the SEC withdraw a prior filing or amendment. |
AW WD | Withdrawal of a request for withdrawal of an amendment to a registration statement |
BDCO | |
BW-2 | |
BW-3 | |
C | Offering statement |
C-AR | Annual report, An annual report by the company that includes financial statements. |
C-AR-W | |
C-TR | Termination of reporting, If eligible, a filing by the company terminating its obligation to file annual reports. |
C-TR-W | |
C-U | Progress updates |
C-U-W | |
C-W | |
CANCELLATION-MA | |
CB | Certain tender offers, business combinations and rights offerings, in which the subject company is a foreign private issuer of which less than 10% of its securities are held by U.S. persons |
CERT | Certification |
CERTAMX | Filing CERTAMX |
CERTARCA | |
CERTBATS | |
CERTBSE | |
CERTCBO | |
CERTCSE | |
CERTNAS | Filing CERTNAS |
CERTNYS | NYSE Listing Certification, Certification by the New York Stock Exchange for Public Listing |
CERTPAC | Filing CERTPAC |
CERTPBS | |
CFPORTAL | |
CFPORTAL-W | |
CORRESP | S.E.C. Correspondence Letter, CORRESP documents are letters or requests filed by the SEC directed toward a company. |
CT ORDER | Confidential Treatment Order. |
D | Stock / Securites Offering |
DEF 14A | Definitive Proxy Statement, Other definitive proxy statements |
DEF 14C | Definitive information statements |
DEF-OC | |
DEF13E3 | Schedule (definitive) |
DEFA14A | Proxy Soliciting Materials, Additional definitive proxy soliciting materials and Rule 14(a)(12) material |
DEFA14C | Definitive additional information statement materials including Rule 14(a)(12) material |
DEFC14A | Definitive proxy statement in connection with contested solicitations |
DEFC14C | Definitive information statement - contested solicitations |
DEFM14A | Definitive proxy statement relating to a merger or acquisition |
DEFM14C | Definitive information statement relating to merger or acquisition |
DEFN14A | Definitive proxy statement filed by non management |
DEFR14A | Definitive revised proxy soliciting materials |
DEFR14C | Definitive revised information statement materials |
DEFS14A | Proxy Statement for Special Meeting, Definitive proxy statement for special meeting |
DEFS14C | Information Statement - Special Meeting (definitive) |
DEL AM | Separately filed delaying amendment |
DFAN14A | Proxy Soliciting Materials |
DFRN14A | Revised definitive proxy statement filed by non-management |
DOS | |
DOSLTR | |
DRS | Registration Statement [Draft] |
DRSLTR | Registration Statement [Draft] |
DSTRBRPT | Distribution of primary obligations Development Bank report |
EBRD | |
EFFECT | Notice of Effectiveness |
F-1 | Foreign Private Issuer Registration, Registration Statement For Certain Foreign Private Issuers |
F-10 | Registration statement for securities of certain Canadian issuers |
F-10EF | Auto effective registration statement for securities of certain Canadian issuer under the Securities Act of 1933 |
F-10POS | Post-effective amendment to a F-10EF registration |
F-1MEF | A new registration statement filed under Rule 462(b) to add securities to a prior related effective registration statement filed on Form F-1 |
F-2 | |
F-3 | Registration statement for specified transactions by certain foreign private issuers |
F-3ASR | Automatic shelf registration statement of securities of well-known seasoned issuers |
F-3D | Registration statement for dividend or interest reinvestment plan securities of foreign private issuers |
F-3DPOS | Post-Effective amendment to a F-3D registration |
F-3MEF | |
F-4 | Merger Proposal Registration, Registration of securities, foreign private issuers, business combinations |
F-4 POS | Post-effective amendment to a F-4EF registration |
F-4EF | |
F-4MEF | |
F-6 | Registration statement for American Depositary Receipts representing securities of certain foreign private issuers |
F-6 POS | Post-effective amendment to a F-6EF registration |
F-6EF | Auto effective registration statement for American Depositary Receipts representing securities of certain foreign private issuers |
F-7 | Registration statement for securities of certain Canadian issuers offered for cash upon the exercise of rights granted to existing security holders |
F-7 POS | Post-effective amendment to a F-7 registration |
F-8 | Registration statement for securities of certain Canadian issuers to be issued in exchange offers or a business combination |
F-8 POS | |
F-80 | Registration of securities of certain Canadian issuers to be issued in exchange offers or a business combination under the Securities Act of 1933 |
F-80POS | |
F-9 | Securities Registration, Form F-9 is a securities registration filing. |
F-9 POS | |
F-9EF | |
F-N | Notification of the appointment of an agent for service by certain foreign institutions |
F-X | Service / Processing Agent Appointment |
FOCUSN | Annual Audit Report, Non-public annual audit reports filed by brokers or dealers |
FWP | Free Writing Prospectus, Filing under Securities Act Rules 163/433 of free writing prospectuses |
G-405 | G-405 Filing |
G-405N | |
G-FIN | G-FIN Filing |
G-FINW | |
IADB | |
ID-NEWCIK | |
IFC | |
IRANNOTICE | Exchange Act Annual Disclosure Report |
MA | Municipal Advisor Registration Application, Application for Municipal Advisor Registration for Business Entities |
MA-A | Annual Municipal Advisor Registration Update, APPLICATION FOR MUNICIPAL ADVISOR REGISTRATION, Annual Update |
MA-I | Municipal Advisor Registration Application, Application for Municipal Advisor Registration for Natural Persons |
MA-W | Municipal Advisor Withdrawl, Notice of Withdrawal from Registration as a Municipal Advisor |
MSD | |
MSDCO | |
MSDW | MSDW Filing |
N-1 | |
N-14 | Registration statement for fund mergers, Disclosure document includes information about a fund merger or other similar transaction. |
N-14 8C | Initial registration statement filed on Form N14 by closed-end investment company (business combinations) |
N-14AE | Filing N-14AE |
N-14MEF | |
N-18F1 | Initial notification of election pursuant to Rule 18f-1 filed on Form N-18F-1 |
N-1A | Registration statement (including a prospectus) |
N-1A EL | |
N-2 | Investment Company Registration, Registration statement for closed-end investment companies |
N-2 POSASR | |
N-23C-1 | |
N-23C-2 | Notice by closed-end investment companies of intention to call or redeem their own securities |
N-23C3A | Notification of periodic repurchase offer Filed pursuant to Rule 23c-3(b) only |
N-23C3B | Filing N-23C3B |
N-23C3C | |
N-27D-1 | |
N-2ASR | |
N-2MEF | |
N-3 | Initial registration statement on Form N-3 for separate accounts (management investment companies) |
N-3 EL | |
N-30B-2 | Periodic and interim reports mailed to investment company shareholders |
N-30D | Shareholder Report, Annual and semi-annual reports mailed to shareholders [Rule 30d-1] |
N-4 | Registration statement (including a prospectus) |
N-4 EL | |
N-5 | |
N-54A | Notification of election by business development companies |
N-54C | Notification of election by business development companies |
N-6 | Registration statement for separate accounts |
N-6F | Notice of intent by business development companies to elect to be subject to Sections 55 through 65 of the 1940 Act filed on Form N-6F |
N-8A | Initial notification of registration under section 8(a) filed on Form N-8A |
N-8B-2 | Initial registration statement for unit investment trusts |
N-8B-4 | |
N-8F | Application for deregistration made on Form N-8F |
N-8F NTC | Notice of Pending Investment Company Deregistration, Notice of Applications for Deregistration under Section 8(f) of the Investment Company Act of 1940 |
N-8F ORDR | Order Suspending Investment Company Registration |
N-CEN | Series/Class Registration Information Annual Report |
N-CR | |
N-CSR | Annual/semi-annual shareholder reports |
N-CSRS | Semi-Annual Certified Shareholder Report, Certified Shareholder Report, Semi-Annual |
N-MFP | Monthly Schedule Of Portfolio Holdings Of Money Market Funds |
N-MFP1 | Monthly Money Market Portfolio Report, MONTHLY SCHEDULE OF PORTFOLIO HOLDINGS OF MONEY MARKET FUNDS |
N-MFP2 | Monthly Schedule of Money Market Fund Holdings, MONTHLY SCHEDULE OF PORTFOLIO HOLDINGS OF MONEY MARKET FUNDS |
N-PX | Proxy Voting Annual Report, N-PX - Annual Report of proxy voting record of management investment companies |
N-Q | Quarterly Holding Report, Quarterly Schedule of portfolio holdings of management investment companies |
N-VP | |
N-VPFS | |
N14AE24 | |
N14EL24 | |
NO ACT | No Action Statement, A NO ACT filing is a statement or request for no action to be taken. |
NPORT-EX | Portfolio of Investments |
NPORT-P | Monthly Portfolio Investments Report |
NRSRO-CE | |
NRSRO-UPD | |
NSAR-A | Semi-Annual Report, Semi-annual report for management companies |
NSAR-AT | |
NSAR-B | Annual Report, Annual report for management companies |
NSAR-BT | Transitional annual report filed on Form NSAR |
NSAR-U | Annual report for unit investment trusts |
NT 10-D | |
NT 10-K | Notice of Late Annual Filing |
NT 10-K/A | Amended Notice of Late Annual Filing |
NT 10-Q | Notice of Late Quarterly Filing |
NT 10-Q/A | Amended Notice of Late Quarterly Filing |
NT 11-K | Notice under Rule 12b25 of inability to timely file all or part of a form 11-K |
NT 15D2 | |
NT 20-F | Notice under Rule 12b25 of inability to timely file all or part of an annual report of form 20-F |
NT N-CEN | |
NT N-MFP | |
NT N-MFP1 | |
NT N-MFP2 | |
NT NPORT-EX | |
NT NPORT-P | |
NT-NCEN | |
NT-NCSR | Notice under Exchange Act Rule 12b-25 of inability to timely file Form N-CSR (annual or semi-annual report) |
NT-NSAR | Notice under Exchange Act Rule 12b-25 of inability to timely file Form N-SAR |
NTFNCEN | |
NTFNCSR | |
NTFNSAR | |
NTN 10D | |
NTN 10K | Filing NTN 10K |
NTN 10Q | Filing NTN 10Q |
NTN 11K | |
NTN 20F | Filing NTN 20F |
NTN15D2 | |
OIP NTC | |
OIP ORDR | |
POS 8C | Post-effective amendment by closed-end investment companies |
POS AM | Post-Effective Filing Amendment, Form POS AM includes ammendments to any type of filing which has already taken effect. |
POS AMC | |
POS AMI | Post-effective amendment |
POS EX | Registration Statement Exhibits, POS EX - Post-effective amendment adding exhibits to registration statement [Rule 462(d)] |
POS462B | Post-effective amendment to Securities Act Rule 462(b) registration statement |
POS462C | Post-effective amendment to a registration statement filed under Rule 462(c) |
POSASR | Post-effective amendment to an automatic shelf registration statement on Form S-3ASR or Form F-3ASR |
PRE 14A | Preliminary Proxy Soliciting Materials, A preliminary DEF 14A / DEFA14A proxy soliciting material filing for SEC records or approval. |
PRE 14C | Preliminary information statement not related to a contested matter or merger/acquisition |
PRE13E3 | Initial statement (preliminary) |
PREA14A | |
PREA14C | |
PREC14A | Preliminary proxy statement in connection with contested solicitations |
PREC14C | Preliminary information statements - contested solicitations |
PREM14A | Preliminary proxy statement relating to a merger or acquisition |
PREM14C | Preliminary information statements relating to merger or acquisition |
PREN14A | Preliminary proxy statement filed by non-management |
PRER14A | Preliminary revised proxy soliciting materials |
PRER14C | Preliminary revised information statements |
PRES14A | Preliminary Proxy Statement/Special Meeting |
PRES14C | Information Statement - Special Meeting (preliminary) |
PRRN14A | Revised preliminary proxy statement filed by non-management |
PX14A6G | Shareholder Solicitation by 3rd Party, Exempt Solicitation Pursuant to rules 14a-6(g) (1) and 14a-103 |
PX14A6N | |
QRTLYRPT | Periodic Development Bank filing, submitted quarterly |
QUALIF | Notice of Qualification |
REG-NR | REG-NR Filing |
REGDEX | Scanned Paper Filing, A REGDEX is a scanned paper filing that may be any form. |
REVOCATION-MA | |
REVOKED | Revocation of Securities |
RW | Registration Withdrawal Request |
RW WD | Withdrawal of a Registration Withdrawal Request |
S-1 | IPO Investment Prospectus |
S-11 | Registration statement for securities to be issued by real estate companies |
S-11MEF | A new registration statement filed under Rule 462(b) to add securities to a prior related effective registration statement filed on Form S 11 |
S-1MEF | Registration of Securities Addition, Registration adding securities to prior Form S-1 registration [Rule 462(b)] |
S-2 | Securities Registration Statement |
S-20 | |
S-2MEF | |
S-3 | Security Offering and Investment Prospectus |
S-3ASR | Securities Registration, Automatic shelf registration statement of securities of well-known seasoned issuers |
S-3D | Automatically effective registration statement for securities issued pursuant to dividend or interest reinvestment plans |
S-3DPOS | Post-effective amendment to a S-3D registration statement |
S-3MEF | A new registration statement filed under Rule 462(b) to add securities to a prior related effective registration statement filed on Form S 3 |
S-4 | Business Securities Merger/Acquisition Registration, Registration of securities, business combinations |
S-4 POS | Post-effective amendment to a S-4EF registration statement |
S-4EF | |
S-4MEF | A new registration statement filed under Rule 462(b) to add securities to a prior related effective registration statement filed on Form S-4 |
S-6 | Securities Registration Statement [Investment Trust], Registration statement for unit investment trusts |
S-6EL24 | |
S-8 | Employee Benefit Plan Security Offering, Securities to be offered to employees in employee benefit plans, post-effective amendments |
S-8 POS | Employee Benefit Plan Security Offering, Securities to be offered to employees in employee benefit plans, post-effective amendments |
S-B | Registration statement for securities of foreign governments and subdivisions |
S-BMEF | A new registration statement filed under Rule 462(b) to add securities to a prior related effective registration statement filed on Form SB-1 |
SB-1 | |
SB-1MEF | |
SB-2 | Small Business Stock Registration, Optional form for registration of securities to be sold to the public by small business issuers |
SB-2MEF | |
SBSE | |
SBSE-A | |
SBSE-BD | |
SBSE-C | |
SC 13D | Acquisition Statement, General statement of acquisition of beneficial ownership |
SC 13E1 | |
SC 13E3 | Privatization Statement, Going private transaction by certain issuers |
SC 13E4 | |
SC 13G | Ownership Acquisition Statement, Statement of acquisition of beneficial ownership by individuals |
SC 14D1 | |
SC 14D9 | Solicitation, Recommendation Statements, Solicitation, recommendation statements |
SC 14F1 | Majority Director Change Statement, Statement regarding change in majority of directors |
SC 14N | |
SC TO-C | Acquisition Statement, Notice statement of Solicitation, Acquisition, or Tender Offer |
SC TO-I | Tender Offer Acquisition Statement, Tender offer statement by Issuer |
SC TO-T | Tender Offer Acquisition Statement, Tender Offer Statement by Third Party |
SC13E4F | Issuer tender offer statement filed pursuant to Rule 13(e)(4) by foreign issuers |
SC14D1F | Third party tender offer statement filed pursuant to Rule 14d-1(b) by foreign issuers |
SC14D9C | Merger Offer Communication, Written communication relating to third party tender offer |
SC14D9F | |
SD | Specialized Disclosure Report |
SDR | APPLICATION OR AMENDMENT TO APPLICATION FOR REGISTRATION OR WITHDRAWAL FROM REGISTRATION AS SECURITY-BASED SWAP DATA REPOSITORY |
SE | SE Filing |
SEC ACTION | |
SEC STAFF ACTION | |
SEC STAFF LETTER | Letter from SEC Staff |
SF-1 | |
SF-3 | |
SL | |
SP 15D2 | |
STOP ORDER | |
SUPPL | Voluntary supplemental material filed pursuant to Section 11(a) of the Securities Act of 1933 by foreign issuers |
T-3 | Trust Indenture Qualification App, Application for qualification of trust indentures |
T-6 | |
TA-1 | Application for registration as a transfer agent filed pursuant to the Securities Exchange Act of 1934 |
TA-2 | Annual report of transfer agent activities filed pursuant to the Securities Exchange Act of 1934 |
TA-W | Notice of withdrawal from registration as transfer agent filed pursuant to the Securities Exchange Act of 1934 |
TACO | |
TH | |
TTW | TTW Filing |
U-1 | |
U-12-IA | |
U-12-IB | Public Utility Compensation Statement U-12(I)-B |
U-13-60 | |
U-13E-1 | |
U-33-S | |
U-3A-2 | |
U-3A3-1 | |
U-57 | |
U-6B-2 | Public Utility Certificate of Security Issuance |
U-7D | |
U-9C-3 | |
U5A | |
U5B | |
U5S | |
UNDER | |
UPLOAD | Securities Filing Public Response |
WDL-REQ | WDL-REQ Filing |
X-17A-5 | Annual Report, Annual Audited Focus Report Form X-17A-5 |
Common EDGAR filing exhibits with their respective descriptions and form types
The following table lists all exhibits of the most common EDGAR filing types, such as Form 10-K, 10-Q, S-1, etc. The exhibit identifiers can be used in combination with the filing search capabilities of the Query API to find filings that include specific exhibits.
A sample search query to locate Form 10-K filings that include Exhibit 21 (subsidiaries of the filer) can be performed in the sandbox here.
Exhibit ID and Description | Securities act forms | Exchange act forms | ||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
S-1 | S-3 | SF-1 | SF-3 | S-41 | S-8 | S-11 | F-1 | F-3 | F-41 | 10 | 8-K2 | 10-D | 10-Q | 10-K | ABS-EE | |
(1) Underwriting agreement | X | X | X | X | X | X | X | X | X | X | ||||||
(2) Plan of acquisition, reorganization, arrangement, liquidation or succession | X | X | X | X | X | X | X | X | X | X | X | X | X | |||
(3) (i) Articles of incorporation | X | X | X | X | X | X | X | X | X | X | X | X | ||||
(ii) Bylaws | X | X | X | X | X | X | X | X | X | X | X | X | ||||
(4) Instruments defining the rights of securities holders, including indentures, (i) through (v) | X | X | X | X | X | X | X | X | X | X | X | X | X | X | X | |
(vi) Description of registrant's securities | X | |||||||||||||||
(5) Opinion re legality | X | X | X | X | X | X | X | X | X | X | ||||||
(6) [Reserved] | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A |
(7) Correspondence from an independent accountant regarding non-reliance on a previously issued audit report or completed interim review | X | |||||||||||||||
(8) Opinion re tax matters | X | X | X | X | X | X | X | X | X | |||||||
(9) Voting trust agreement | X | X | X | X | X | X | X | |||||||||
(10) Material contracts | X | X | X | X | X | X | X | X | X | X | X | |||||
(11)-(12) [Reserved] | ||||||||||||||||
(13) Annual report to security holders, Form 10-Q or quarterly report to security holders3 | X | X | X | |||||||||||||
(14) Code of Ethics | X | X | ||||||||||||||
(15) Letter re unaudited interim financial information | X | X | X | X | X | X | X | X | X | |||||||
(16) Letter re change in certifying accountant4 | X | X | X | X | X | X | ||||||||||
(17) Correspondence on departure of director | X | |||||||||||||||
(18) Letter re change in accounting principles | X | X | ||||||||||||||
(19) Insider trading policies and procedures | X | |||||||||||||||
(20) Other documents or statements to security holders | X | |||||||||||||||
(21) Subsidiaries of the registrant | X | X | X | X | X | X | X | X | X | |||||||
(22) Subsidiary guarantors and issuers of guaranteed securities and affiliates whose securities collateralize securities of the registrant | X | X | X | X | X | X | X | X | X | X | X | X | ||||
(23) Consents of experts and counsel | X | X | X | X | X | X | X | X | X | X | 5 X | 5 X | 5 X | 5 X | ||
(24) Power of attorney | X | X | X | X | X | X | X | X | X | X | X | X | X | X | ||
(25) Statement of eligibility of trustee | X | X | X | X | X | X | X | X | ||||||||
(26) through (30) [Reserved] | ||||||||||||||||
(31) (i) Rule 13a-14(a)/15d-14(a) Certifications | X | X | ||||||||||||||
(ii) Rule 13a-14/15d-14 Certifications | X | |||||||||||||||
(32) Section 1350 Certifications6 | X | X | ||||||||||||||
(33) Report on assessment of compliance with servicing criteria for asset-backed issuers | X | |||||||||||||||
(34) Attestation report on assessment of compliance with servicing criteria for asset-backed securities | X | |||||||||||||||
(35) Servicer compliance statement | X | |||||||||||||||
(36) Depositor Certification for shelf offerings of asset-backed securities | X | |||||||||||||||
(37) through (94) [Reserved] | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A |
(95) Mine Safety Disclosure Exhibit | X | X | ||||||||||||||
(96) Technical report summary7 | X | X | X | X | X | X | X | X | ||||||||
(97) Policy Relating to Recovery of Erroneously Awarded Compensation | X | |||||||||||||||
(98) Reports, opinions, or appraisals in de-SPAC transactions8 | X | X | X | X | ||||||||||||
(99) Additional exhibits | X | X | X | X | X | X | X | X | X | X | X | X | X | X | X | |
(100) [Reserved] | ||||||||||||||||
(101) Interactive Data File | X | X | X | X | X | X | X | X | X | X | ||||||
(102) Asset Data File | X | X | X | X | ||||||||||||
(103) Asset Related Documents | X | X | X | X | ||||||||||||
(104) Cover Page Interactive Data File | X | X | X | |||||||||||||
(105) [Reserved] | ||||||||||||||||
(106) Static Pool PDF | X | X | X | |||||||||||||
(107) Filing Fee Table | X | X | X | X | X | X | X | X | X | X | ||||||
1 An exhibit need not be provided about a company if: (1) With respect to such company an election has been made under Form S-4 or F-4 to provide information about such company at a level prescribed by Form S-3 or F-3; and (2) the form, the level of which has been elected under Form S-4 or F-4, would not require such company to provide such exhibit if it were registering a primary offering. | ||||||||||||||||
2 A Form 8-K exhibit is required only if relevant to the subject matter reported on the Form 8-K report. For example, if the Form 8-K pertains to the departure of a director, only the exhibit described in paragraph (b)(17) of this section need be filed. A required exhibit may be incorporated by reference from a previous filing. | ||||||||||||||||
3 Where incorporated by reference into the text of the prospectus and delivered to security holders along with the prospectus as permitted by the registration statement; or, in the case of the Form 10-K, where the annual report to security holders is incorporated by reference into the text of the Form 10-K. | ||||||||||||||||
4 If required pursuant to Item 304 of Regulation S-K. | ||||||||||||||||
5 Where the opinion of the expert or counsel has been incorporated by reference into a previously filed Securities Act registration statement. | ||||||||||||||||
6 Pursuant to §§ 240.13a-13(b)(3) and 240.15d-13(b)(3) of this chapter, asset-backed issuers are not required to file reports on Form 10-Q. | ||||||||||||||||
7 If required pursuant to § 229.1302 (Item 1302 of Regulation S-K). | ||||||||||||||||
8 If required pursuant to § 229.1607(c) (Item 1607(c) of Regulation S-K). |
Public companies listed on U.S. exchanges - both domestic, U.S.-based (e.g. Microsoft) and foreign, non-U.S. (e.g. Alibaba) - must file periodic reports with the SEC under the Securities Exchange Act of 1934. These reports disclose financial performance, corporate governance, and material events.
U.S.-headquartered public companies registered with the SEC and traded on U.S. exchanges must file 10-K, 10-Q, and 8-K reports.
Form Type | Who Files It? | Filing Frequency | Contents |
---|---|---|---|
Form 10-K | All U.S. public companies | Annually (due within 60, 75, or 90 days after fiscal year-end, depending on filer type) | Comprehensive annual report: audited financial statements, risk factors, management discussion (MD&A), executive compensation, and business overview. |
Form 10-Q | All U.S. public companies | Quarterly (due within 40 or 45 days of quarter-end, except Q4) | Quarterly financial report: unaudited financials, MD&A, market risks, legal proceedings. |
Form 8-K | All U.S. public companies | As needed (within 4 business days of a material event) | Material event disclosure: earnings releases, bankruptcy, M&A, executive changes, financial restatements. |
Schedule 14A, Proxy Statement (DEF 14A) | Public companies soliciting votes from shareholders | Annually (before shareholder meetings) | Proxy statement for shareholders: board elections, executive pay, corporate governance matters. |
Form SD | Companies required to disclose conflict minerals use | Annually (by May 31) | Reports use of conflict minerals (tin, tungsten, tantalum, gold) from certain regions. |
Public companies listed on U.S. exchanges that are headquartered outside the U.S., so called foreign private issuers (FPIs), must file 20-F or 40-F instead of 10-K and 6-K instead of 8-K.
Form Type | Who Files It? | Filing Frequency | Contents |
---|---|---|---|
Form 20-F | Foreign private issuers excluding Canadian issuers | Annually (due within 4 months of fiscal year-end) | Equivalent to 10-K: audited financials, risk factors, corporate governance, MD&A, executive pay (can use IFRS or U.S. GAAP). |
Form 40-F | Canadian issuers filing under MJDS | Annually (due within 3 months of fiscal year-end) | Equivalent to 10-K but filed by Canadian companies using their own reporting standards. |
Form 6-K | Foreign private issuers | As needed (ongoing basis) | Equivalent to 8-K: press releases, earnings reports, material events. |
Investment companies (mutual funds, ETFs, closed-end funds, variable annuities) and investment managers (institutional advisors, hedge funds) must file periodic reports with the SEC under the Investment Company Act of 1940 and the Investment Advisers Act of 1940.
Mutual funds, ETFs and closed-end funds must file annual, semi-annual, and quarterly reports to disclose their holdings, financials, and shareholder information.
Form Type | Who Files It? | Filing Frequency | Contents |
---|---|---|---|
N-CSR | Registered investment companies (mutual funds, ETFs, closed-end funds) | Semi-Annually (within 60 days of fiscal year-end and half-year) | Includes financial statements, management discussion, and shareholder reports. |
N-CEN | Registered investment companies | Annually (within 75 days of fiscal year-end) | A census report that provides fund-specific data (e.g., fund structure, service providers, assets, and expenses). |
N-PORT (NPORT-P) | Registered investment companies (excluding small funds) | Monthly, but quarterly disclosed (filed within 60 days after the month-end) | A detailed portfolio holdings report, including risk metrics, investment exposures, and liquidity classification. |
N-PX | Mutual funds and ETFs | Annually (by August 31) | Reports proxy voting records, showing how the fund voted on shareholder proposals. |
N-1A | Mutual funds & ETFs | Initial registration & updates | Fund prospectus and Statement of Additional Information (SAI). Must be updated annually. |
N-2 | Closed-end funds & business development companies (BDCs) | Initial registration & updates | Similar to N-1A, includes fund details, risks, and financials. |
N-3, N-4, N-6 | Variable annuity/life insurance separate accounts | Initial registration & updates | Disclosures for variable annuity and variable life insurance products. |
Institutional investment managers, including hedge funds and financial advisors, must report regulatory and financial information to the SEC and investors.
Form Type | Who Files It? | Filing Frequency | Contents |
---|---|---|---|
Form ADV (Parts 1 & 2) | Registered investment advisers (RIAs) | Annually (within 90 days of fiscal year-end) | Part 1: General business details. Part 2: Fees, conflicts of interest, investment strategies. |
Form ADV-E | RIAs with custody of client assets | Annually (with surprise audit) | Filed by an independent auditor to verify client assets. |
Form PF | Hedge funds, private equity funds, and large liquidity funds | Quarterly or Annually, depending on assets under management (AUM) | Provides risk and leverage details to the SEC. Large firms file quarterly, smaller firms annually. |
Form 13F (13F-HR) | Institutional investment managers (≥$100M in equities) | Quarterly (due within 45 days after quarter-end) | Discloses public stock holdings in U.S. equities. |
Form 13H | Large traders (≥2 million shares/day or $20M in trades/day) | Annually (by January 31) and updates as needed | Registers high-frequency and large-scale traders with the SEC. |
Form 13D / 13G (SC 13D, SC 13G) | Investors owning ≥5% of a public company | Within 10 days of acquiring 5% ownership | Discloses activist investors’ holdings (13D = active investors, 13G = passive investors). |
Insider trading reports are filed under Section 16 of the Securities Exchange Act of 1934 and Rule 144 of the Securities Act of 1933. They track the buying, selling, and ownership of a company's stock by corporate insiders, executives, directors, and large shareholders.
Form | Who Files It? | Filing Frequency | Contents |
---|---|---|---|
Form 3 | Corporate insiders (executive officers, directors, 10%+ shareholders) | Within 10 days of becoming an insider | Initial disclosure of stock ownership (number and type of shares held) |
Form 4 | Corporate insiders who buy or sell company stock | Within 2 business days of the transaction | Details of stock transactions: amount, price, and nature (purchase, sale, options, gifts, etc.) |
Form 5 | Corporate insiders reporting transactions not required on Form 4 (e.g., small trades, gifts, inheritances) | Annually, by 45 days after fiscal year-end | Reports transactions exempt from Form 4 reporting |
Form 144 | Insiders and affiliates selling restricted or control securities under Rule 144 | Before or at the time of sale if selling >5,000 shares or>$50,000 in value in a 3-month period | Notice of intent to sell restricted/control securities, including the amount, timing, and selling method |
Proxy voting records are filed with the SEC by investment managers, mutual funds, and institutional investors to disclose how they voted on shareholder proposals. These filings are required under the Securities Exchange Act of 1934 and the Investment Company Act of 1940.
Form Type | Who Files It? | Purpose | Filing Deadline |
---|---|---|---|
N-PX | Mutual funds, ETFs, registered investment companies | Discloses how a fund voted on shareholder proposals (e.g., board elections, executive compensation, ESG issues) | Annually, by August 31 |
Schedule 14A (DEF 14A) | Public companies soliciting proxies | The definitive proxy statement sent to shareholders before annual meetings | Filed before the shareholder meeting |
Schedule 14C (DEF 14C) | Companies providing shareholder information (but not soliciting votes) | Used when a company does not solicit proxies, but still needs to inform shareholders | Filed before the shareholder meeting |
Schedule 14-N (SC 14N) | Shareholders nominating directors under proxy access rules | Used when a shareholder (or group) wants to nominate directors for election under proxy access | 60 days before the filing of the Definitive Proxy Statement |
Schedule 13E-3 (SC 13E3) | Companies going private | Discloses proxy voting actions related to a "going private" transaction | Filed before the transaction |
Schedule 14D-9 (SC 14D9) | Target companies responding to a tender offer | Discloses the board’s recommendation to shareholders regarding a tender offer | Filed after a Schedule TO (Tender Offer Statement) |
Schedule 14A, Preliminary Proxy (PRE 14A) | Public companies making significant changes | Used when major changes (e.g., mergers, major governance changes) require SEC review before proxy solicitation | Filed 10 days before the Definitive Proxy (DEF 14A) |
Registration statements filed on the EDGAR system, such as Forms S-1, S-4 and others, are used by companies and other entities to register new securities before they can be offered to the public. These forms provide detailed information about the issuer and the securities being offered. The main purpose of these registration statements is to provide potential investors with the necessary information to make informed investment decisions.
Issuer Type | Common Registration Forms | Examples of Securities Registered |
---|---|---|
Corporate Issuers (Public Companies) | S-1, S-3 | Common stock, preferred stock, corporate bonds, warrants, convertible securities |
Investment Companies (Mutual Funds, ETFs, Closed-End Funds) | N-1A, N-2, N-3, N-4, N-6 | Mutual fund shares, ETF shares, closed-end fund shares, variable annuity contracts, variable life insurance policies |
Real Estate Investment Trusts (REITs) | S-11 | REIT shares, mortgage-backed securities |
Foreign Issuers | F-1, F-3, F-4, F-6 | ADRs (American Depositary Receipts), foreign stock offerings |
Mergers & Acquisitions Transactions | S-4, F-4 | Exchange offers, securities issued in mergers, acquisitions, or business combinations |
Employee Benefit Plans | S-8 | Stock options, employee stock purchase plans (ESPP), restricted stock awards |
Small Business Investment Companies (SBICs) | N-5 | Small business investment securities |
These forms are used for the public offering of securities:
Form Type | Description |
---|---|
S-1 | Registration statement for new issuers conducting an IPO or unregistered offerings. It provides an overview of the company's business, financial statements, management, risks, and other relevant data. |
S-1MEF | Registration adding securities to prior Form S-1 registration. |
S-3 | Streamlined registration for seasoned issuers with at least 12 months of SEC filings. |
S-4 | Used for securities issued in mergers, acquisitions, and exchange offers. |
S-6 | For unit investment trusts (UITs) under the Investment Company Act of 1940. |
S-8 | Registers securities related to employee benefit plans, such as stock options and retirement plans. |
S-11 | Used by real estate investment trusts (REITs) and real estate companies issuing securities. |
SB-1* | Used by small business issuers to register securities for an aggregate offering price of up to $10 million. |
SB-2* | Used by small business issuers, allowing them to register securities without a limit on the aggregate offering price. |
For non-U.S. companies registering securities in the U.S.:
Form Type | Description |
---|---|
F-1 | Equivalent to Form S-1 for foreign private issuers. |
F-3 | Equivalent to Form S-3 for seasoned foreign issuers. |
F-4 | Equivalent to Form S-4 for mergers, acquisitions, or exchange offers involving foreign issuers. |
F-6 | Registers American Depositary Receipts (ADRs) representing foreign shares. |
F-7, F-8, F-9, F-10 | Registration forms for Canadian issuers under the Multijurisdictional Disclosure System (MJDS). |
F-80* | Used for exchange offers or business combinations by Canadian issuers under MJDS. |
For companies registering securities on a national exchange:
Form Type | Description |
---|---|
10-12B | Registers securities on a national exchange under the Securities Exchange Act of 1934. |
10-12G | Registers securities under the Exchange Act but not listed on an exchange. |
Registered investment companies, such as mutual funds, exchange-traded funds (ETFs), closed-end funds, and variable insurance products, file specific registration statements with the SEC under both the Securities Act of 1933 and the Investment Company Act of 1940.
Form Type | Description |
---|---|
N-1A | Used by open-end investment companies, including mutual funds and exchange-traded funds (ETFs), to register under both the Securities Act of 1933 and the Investment Company Act of 1940. |
N-2 | Used by closed-end investment companies, including closed-end funds (CEFs) and business development companies (BDCs). |
N-3 | Used by separate accounts offering variable annuity contracts , typically filed by insurance companies. |
N-4 | Used by separate accounts offering variable annuity contracts structured as unit investment trusts (UITs) . |
N-5* | Used by small business investment companies and business development companies to register under both the Securities Act of 1933 and the Investment Company Act of 1940. |
N-6 | Used by separate accounts offering variable life insurance contracts . |
SEC Rule 485 filings are used by mutual funds, exchange-traded funds (ETFs), and variable annuity separate accounts to amend or update their registration statements under the Investment Company Act of 1940. These filings ensure that fund prospectuses remain current and compliant.
Form Type | Who Files It? | Filing Frequency | Purpose |
---|---|---|---|
485APOS (Post-Effective Amendment) | Mutual funds, ETFs, variable annuities | After initial SEC review, to reflect changes before effectiveness | Used to finalize a new fund’s registration or update a previously filed 485A. |
485BPOS (Post-Effective Amendment) | Mutual funds, ETFs, variable annuities | Routine updates filed after the registration is effective | Amends the fund’s prospectus or SAI without resetting SEC review timelines. |
485BXT | Mutual funds, ETFs | Filed for expedited processing | Used when a fund wants automatic effectiveness within 30 days. |
SEC Rule 486 filings are used by separate accounts for variable annuity and variable life insurance products to amend or update their registration statements under the Investment Company Act of 1940. Rule 486 filings can also be used by real estate and income funds structured as separate accounts. These filings function similarly to 485 filings for mutual funds and ETFs.
Form Type | Who Files It? | Filing Frequency | Purpose |
---|---|---|---|
486APOS | Insurance companies offering variable annuities or life insurance | Before SEC review of a new product or major changes | Initial registration statement or major updates, including fee structures, investment risks, and fund options. |
486BPOS | Insurance companies offering variable annuities or life insurance | Annual or routine updates that do not require SEC review | Updates the prospectus, investment options, or administrative procedures without resetting SEC review timelines. |
486BXT | Insurance companies offering variable annuities or life insurance | Filed instead of 486BPOS when the issuer wants automatic effectiveness within 30 days | Update a prospectus with immediate effectiveness |
Form Type | Description |
---|---|
N-8B-2 | Used by unit investment trusts (UITs) to register under the Investment Company Act of 1940 (if they are not registering securities under the Securities Act of 1933). |
N-14 | Used for business combinations, mergers, and acquisitions involving investment companies. |
*) Form types are no longer used.
An EFFECT filing is an SEC-published notice that signifies that a registration statement (e.g., S-1, S-3, F-1, Form 10, etc.) has been declared effective by the SEC's Division of Corporation Finance. The company can now proceed with selling securities to the public (IPO, secondary offering, etc.), merging with another company, or completing a business combination. EFFECT filings appear on EDGAR when the SEC declares a registration statement effective, which can happen automatically (automatic shelf registration), after a review process (non-automatic registration), or upon request by the issuer (accelerated registration).
Form Type | Purpose |
---|---|
S-1 | IPO registration statement for U.S. companies. |
S-3, S-3ASR | Follow-on and shelf offerings for public companies. |
S-4 | Securities issued for M&A transactions. |
S-8 | Employee stock compensation plans registration. |
F-1 | IPO registration statement for foreign issuers. |
F-3, F-3ASR | Follow-on offerings for foreign issuers. |
F-4 | Cross-border M&A transactions. |
Form 10 | Registers a company as a public reporting entity (without an IPO). |
Prospectuses are filed with the SEC as part of a registration statement under the Securities Act of 1933. They provide essential information about an offering to investors. The specific prospectus form filed depends on the stage of the offering and the type of changes made to the original filing.
Form Type | Who Files It? | Purpose |
---|---|---|
424A | Issuers of registered securities | Preliminary prospectus with estimated offering terms (filed before final pricing). |
424B1 | Issuers in public offerings | Final prospectus with all material information, including final pricing, before securities are sold. |
424B2 | Issuers in structured or shelf offerings | Used when substantive changes (like pricing or security terms) are made to a prior prospectus. |
424B3 | Issuers updating or supplementing prior disclosures | Filed when a prospectus is revised due to new information, often related to business changes. |
424B4 | Issuers conducting an IPO | The primary prospectus filed when an IPO's final terms, including pricing and underwriting, are set. |
424B5 | Issuers in follow-on offerings (additional sales after IPO) | Used for additional offerings under shelf registrations (S-3 filings). |
424B7 | Issuers or selling shareholders | Filed when a secondary offering is conducted (existing shareholders selling shares, not the company). |
424B8 | Issuers in limited offerings | A rarely used form for additional prospectus amendments. |
SEC Rule 497 governs the filing of prospectus supplements and amendments for investment companies registered under the Investment Company Act of 1940. These filings are used to update information in mutual fund, ETF, and variable annuity prospectuses.
Form Type | Who Files It? | Filing Frequency | Contents |
---|---|---|---|
497 (General) | Mutual funds, ETFs, investment companies | Whenever a prospectus supplement or amendment is needed | General updates to a fund prospectus, including risk disclosures, fee changes, and investment policy updates. |
497K (Summary Prospectus) | Mutual funds, ETFs | Filed when issuing or updating a summary prospectus | A short-form summary prospectus, including investment objectives, fees, risks, and past performance. |
497J (Certification) | Investment companies | Filed instead of 497 when no material changes are made | Certifies that no changes were made to the prospectus that would require SEC review. |
497VPI (Variable Product Initial) | Insurance companies offering variable annuities or life insurance | Filed before distributing a variable insurance prospectus | Initial prospectus for variable annuity or life insurance contracts. |
497VPU (Variable Product Update) | Insurance companies | Filed when updating a variable product prospectus | Updates to a variable annuity or life insurance prospectus (e.g., new investment options, fee changes). |
Form Type | Who Files It? | Purpose |
---|---|---|
F-3ASR / F-3MEF | Foreign private issuers | Prospectuses filed for foreign issuers under Form F-3, often for shelf registrations. |
FWP (Free Writing Prospectus) | Issuers, underwriters, or investment banks | Used for marketing materials that supplement the prospectus (e.g., roadshow presentations). |
S-3ASR / S-3MEF | Large public issuers | Prospectus supplements under Form S-3 for automatic shelf registrations. |
Late filing notifications are filed with the SEC when a company is unable to submit a required periodic report on time. These notifications are filed under Rule 12b-25 of the Securities Exchange Act of 1934.
Form Type | Who Files It? | Purpose | Extension Period |
---|---|---|---|
NT 10-K | Public companies required to file Form 10-K | Notifies the SEC of a late annual report (10-K) and requests an extension | 15 days |
NT 10-Q | Public companies required to file Form 10-Q | Notifies the SEC of a late quarterly report (10-Q) and requests an extension | 5 days |
NT 20-F | Foreign private issuers required to file Form 20-F | Notifies the SEC of a late annual report (20-F) for foreign issuers | 15 days |
NT 11-K | Companies with employee benefit plans | Notifies the SEC of a late Form 11-K, which reports employee stock purchase plans & retirement plans | 15 days |
NT 10-D | Issuers of asset-backed securities (ABS) | Notifies the SEC of a late Form 10-D, which reports distributions and performance of ABS (e.g., mortgage-backed securities) | No set extension, must file ASAP |
NT 15D2 | Issuers with reporting obligations under Section 15(d) | Notifies the SEC of a late suspension of reporting obligations under Rule 15d-2 (typically applies to issuers who no longer meet reporting thresholds) | No set extension, must file ASAP |
NT N-CEN (NT-NCEN) | Registered investment companies | Notifies the SEC of a late Form N-CEN, which provides census-type data about funds | No set extension, must file ASAP |
NT N-CSR (NT-NCSR) | Registered investment companies | Notifies the SEC of a late Form N-CSR, which reports annual/semi-annual shareholder reports | No set extension, must file ASAP |
Form 8-K is used to disclose 30+ types of material events, such as acquisitions, executive changes, financial results, and notices of delistings. Companies must file an 8-K filing within 4 business days of the triggering event.
Item ID | Triggering Material Event | Content |
---|---|---|
Section 1 - Business and Operations | ||
1.01 | Entry into a Material Definitive Agreement | Details of major contracts (e.g., M&A agreements, joint ventures, credit facilities). |
1.02 | Termination of a Material Definitive Agreement | Reason for termination and its impact on the company. |
1.03 | Bankruptcy or Receivership | Bankruptcy filing, receivership appointment, court documents. |
1.04 | Mine Safety | Mine closures, safety violations, and patterns of violations. |
1.05 | Material Cybersecurity Incidents | Cybersecurity breaches or attacks. |
Section 2 - Financial Information | ||
2.01 | Completion of Acquisition or Disposition of Assets | Details of the acquisition or sale of major assets, including terms and financial impact. |
2.02 | Results of Operations and Financial Condition | Earnings releases or significant financial updates (not required if already included in a 10-Q or 10-K). |
2.03 | Creation of a Direct Financial Obligation | Disclosure of new loans, credit agreements, or other significant debt obligations. |
2.04 | Triggering Events that Accelerate Financial Obligations | Events causing a loan default, breach of contract, or acceleration of debt payments. |
2.05 | Costs Associated with Exit or Disposal Activities | Costs and effects of restructuring, layoffs, or facility closures. |
2.06 | Material Impairments | Large asset write-downs or impairments (e.g., goodwill, inventory). |
Section 3 - Securities and Trading Markets | ||
3.01 | Notice of Delisting or Failure to Satisfy Listing Rules | Company receiving a delisting notice from an exchange (NYSE, Nasdaq, etc.). |
3.02 | Unregistered Sales of Equity Securities | Sales of securities that were not registered under the Securities Act. |
3.03 | Material Modifications to Rights of Security Holders | Changes to shareholder rights, dividends, or voting power. |
Section 4 - Matters Related to Accountants and Financial Statements | ||
4.01 | Changes in Registrant’s Certifying Accountant | Resignation or dismissal of auditors, including disagreements. |
4.02 | Non-Reliance on Previously Issued Financial Statements | Notification that past financial statements should not be relied upon due to errors. |
Section 5 - Corporate Governance and Management | ||
5.01 | Changes in Control of Registrant | Disclosure of mergers, acquisitions, or major shareholder changes affecting control. |
5.02 | Departure or Appointment of Directors or Officers | CEO, CFO, or director resignations, terminations, or new appointments and changes to compensation plans. |
5.03 | Amendments to Articles of Incorporation or Bylaws | Changes to corporate governance documents (charter, bylaws). |
5.04 | Temporary Suspension of Trading Under Employee Benefit Plans | Notice of blackout periods for employee stock plans. |
5.05 | Amendments to Code of Ethics | Changes to corporate ethics policies for executives. |
5.06 | Change in Shell Company Status | Disclosure that a company is or is no longer a shell company. |
5.07 | Submission of Matters to a Vote of Security Holders | Results of shareholder votes at annual or special meetings. |
5.08 | Shareholder Director Nominations | Notice that a shareholder intends to nominate board members. |
Section 6 -Asset-Backed Securities | ||
6.01 | ABS Informational and Computational Material | For asset-backed securities (ABS) issuers reporting material computational data. |
6.02 | Change of Servicer or Trustee for ABS | Disclosure of changes to trustees or servicers managing ABS transactions. |
6.03 | Change in Credit Enhancement or Other Support for ABS | Material changes in credit support for ABS securities. |
6.04 | Failure to Make a Required Distribution for ABS | Failure to make required interest or principal payments on ABS. |
6.05 | Securities Act Updating Disclosure for ABS | Updates related to asset-backed securities filings. |
6.06 | Static Pool | Static pool information. |
Section 7 - Regulation FD | ||
7.01 | Regulation FD Disclosure | Public disclosures to comply with Regulation FD (Fair Disclosure Rule), such as earnings guidance, investor presentations, or conference call transcripts. |
Section 8 - Other Events | ||
8.01 | Other Events | Used for material events that don’t fit into other categories. |
Section 9 - Financial Statements and Exhibits | ||
9.01 | Financial Statements and Exhibits | Attachments of financial statements, exhibits, and related documents. |
Exhibit 99 (additional information) is often included in Form 8-K filings to provide more context or details about the material event disclosed. Examples of Exhibit 99 content in Form 8-K filings include:
Private companies and startups file with the SEC to raise capital through private placements, crowdfunding, or Regulation A offerings.
Form Type | Who Files It? | Content |
---|---|---|
Form D (Regulation D Private Offerings) | Private companies, venture capital firms, hedge funds, private equity firms. | - Issuer information (company details, industry, incorporation) - Offering details (amount raised, securities type) - Regulation exemption (Rule 506(b) or 506(c)) - Investor restrictions (accredited/non-accredited) - Minimum investment required - Use of proceeds - Executive and promoter details - Broker/compensation information |
Form C (Regulation Crowdfunding Offerings) | Startups and small businesses using crowdfunding platforms (e.g., Wefunder, Republic, StartEngine). | - Issuer information (company name, industry, location) - Offering terms (amount raised, share price, minimum investment) - Use of proceeds - Financial statements (self-certified, reviewed, or audited) - Ownership and capital structure - Investor limits (based on income/net worth) - Funding portal (intermediary platform details) - Risk factors |
Form 1-A (Regulation A Offerings) | Startups, small businesses, and companies raising capital (up to $75M) under Reg A (mini-IPO alternative). | - Part I: Notification (issuer details, offering type, amount raised) - Part II: Offering Circular (business overview, management, financial statements, risk factors, use of proceeds) - Part III: Exhibits (legal documents, material contracts, auditor’s opinion) - Tier 1 (up to $20M): Unaudited financials, SEC + state review - Tier 2 (up to $75M): Audited financials, SEC-only review, investor restrictions |
The SEC reviews registration statements, periodic reports, and other filings to ensure compliance with securities laws and regulations. When the SEC reviews a company's filing (e.g., S-1, 10-K, 10-Q, etc.), it communicates with the company via comment letters and receives responses from the company.
Filing Type | Who Files It? | Purpose |
---|---|---|
UPLOAD (LETTER) | SEC’s Division of Corporation Finance | SEC comment letter containing questions, requested clarifications, or revisions for a company’s filing. |
CORRESP | Company (Issuer, Legal Counsel, or Accounting Firm) | Company’s response to SEC’s UPLOAD, addressing comments, providing explanations, and submitting revised disclosures. |