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Regulation S-K is a prescribed regulation under the US Securities Act of 1933 that lays out reporting requirements for various SEC filings used by public companies. Companies are also often called issuers (issuing or contemplating issuing shares), filers (entities that must file reports with the SEC) or registrants (entities that must register (usually shares) with the SEC).
Form 10-K405 is an SEC filing to the US Securities and Exchange Commission (SEC) that indicates that an officer or director of a public company failed to file a Form 4 (or related Form 3 or Form 5) on time, in violation of Section 16 - meaning that they did not disclose their insider trading activities within the required time period.
Regulation S is a "safe harbor" that defines when an offering of securities is deemed to be executed in another country and therefore not be subject to the registration requirement under Section 5 of the 1933 Act. [19] The regulation includes two safe harbor provisions: an issuer safe harbor and a resale safe harbor. In each case, the ...
Form 8-K covers special material events that occur between 10-K and 10-Q filings. A substantial number of firms filed their 10-K as a Form 10-K405 during the late 1990s and early 2000s (decade). A 10-K405 is a 10-K where the Regulation S-K Item 405 box on the cover page is checked. Due to confusion in its application, the 10-K405 was eliminated ...
The Sarbanes–Oxley Act of 2002 is a United States federal law that mandates certain practices in financial record keeping and reporting for corporations.The act, Pub. L. 107–204 (text), 116 Stat. 745, enacted July 30, 2002, also known as the "Public Company Accounting Reform and Investor Protection Act" (in the Senate) and "Corporate and Auditing Accountability, Responsibility, and ...
Regulation S-X and the Financial Reporting Releases (Staff Accounting Bulletins) set forth the form and content of and requirements for financial statements required to be filed as a part of (a) registration statements under the Securities Act of 1933 and (b) registration statements under section 12, [2] annual or other reports under sections 13 [3] and 15(d) [4] and proxy and information ...
Form S-1 is an SEC filing used by companies planning on going public to register their securities with the U.S. Securities and Exchange Commission (SEC) as the "registration statement by the Securities Act of 1933". The S-1 contains the basic business and financial information on an issuer with respect to a specific securities offering.
Form S-3 is the most simplified securities registration form used by the U.S. Securities and Exchange Commission.It may only be used by companies that have been required to report under the Securities Exchange Act of 1934 for a minimum of twelve months and have also timely filed all required reports (including annual forms 10-K, quarterly forms 10-Q and certain current forms 8-K) under the ...