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Form 13-D The Schedule 13D is a form that must be filed with the SEC under Rule 13D. The form is required when a person or group acquires more than 5% of any class of a company's shares. This information must be disclosed within 10 days of the transaction. Rule 13D requires the owner to also disclose any other person who has voting power or the power to sell the security. Read more: Schedule 13D Definition | Investopedia Follow us: Investopedia on Facebook Form 13-G Institutional investors can file this in lieu of a 13D if the investment is for investment purposes only. Form 8-K Major developments that investors should know about are described in the 10-K or 10-Q, but if those developments don't make the two filings in time, they are presented in the 8-K. This unscheduled document addresses specific events and provides further detail and exhibits, such as data tables and press releases. Events that lead to the filing of the 8-K include a bankruptcy or receivership, material impairments, completion of acquisition or disposition of assets, departures or appointments of executives and other events of importance to the investor. Read more: SEC Filings: Forms You Need To Know | Investopedia Follow us: Investopedia on Facebook Form 10-K The 10-K provides investors with a comprehensive analysis of the company. It's similar to a prospectus and contains more information than an annual report. For instance, the financial statements are more detailed. Companies have to submit this lengthy annual filing within 90 days of the end of their fiscal year. The 10-K is comprised of several parts: The "business summary" describes the company's operations (including those that are international), business segments, history, real estate, marketing, research and development, competition and employees. The management discussion and analysis (MD&A) provides a good explanation of the company's operations and financial outlook. Financial statements can include the balance sheet, the income statement and the cash flow statement. Other sections discuss the company's management team and legal proceedings. Read more: SEC Filings: Forms You Need To Know | Investopedia Follow us: Investopedia on Facebook Form 10-Q A truncated version of the 10-K is the 10-Q. The 10-Q is provided within 45 days of the end of each of the first three quarters of the company's fiscal year. It details the company's latest developments and provides a preview of the direction it plans to take. Major differences from the 10-K include unaudited financial statements and less detailed reports. Read more: SEC Filings: Forms You Need To Know | Investopedia Follow us: Investopedia on Facebook Form 144 With Form 144, investors get clues to a corporate insider's pattern of selling securities and pressure to sell. It's a notice of the intent to sell restricted stock, typically acquired by corporate insiders or affiliates in a transaction not involving a public offering. The stock is restricted because it must meet certain conditions before becoming transferable. The transaction, or at least part of it, is made within 90 days of filing. Form 144 is required when the amount sold during any three-month period exceeds certain sales thresholds. Read more: SEC Filings: Forms You Need To Know | Investopedia Follow us: Investopedia on Facebook Form 3 US Securities and Exchange Commission to indicate a preliminary insider transaction by an officer, director, or beneficial (10%) owner of the company's securities. These are typically seen after a company IPOs when insiders make their first transactions. Form 4 A Form 4 is a document that must be filed with the Securities and Exchange Commission (SEC) whenever there is a material change in the holdings of company insiders. Insiders required to submit a Form 4 include directors and officers of the company as well as any shareholders owning 10% or more of the company's outstanding stock. Read more: Form 4 Definition | Investopedia Follow us: Investopedia on Facebook Form 5 is an annual summary of Form 4 and includes any information that should have been reported. Form 10 Details of spinoff Schedule 13E-3 and 13E-4 13E-3 is for going private. 13E-4 is for tender offer from the company to buy back its own shares. These are extensive and detailed. Schedule 14D-1 Tender offer filed by an outside party. Lots of useful info. Form S1, S2, S3, S4 S1 to S3 are for companies issuing new securities. S4 is for securities distributed through mergers, exchange offer, recapitalization or restructuring. S4s are detailed and informative. Form S-1/F-1 Registration statement for US/Foreign companies Form 11-K Employee benefit plans 20-F and 40-F Similar to 10K except for foreign issuers. "F" for foreign. May follow U.S. GAAP or IFRS. May also follow other comprehensive body of accounting principles besides U.S. GAAP or IFRS but must provide reconciliation to U.S. GAAP Form 6-K Only for foreign issuers. Similar to U.S. 10-Q (the quarterly report) except it does not have to be issued quarterly, just semi annually.


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