Wednesday, April 17, 2019 1:47:19 PM
Examples of 8-K Disclosures
The SEC requires disclosure for numerous changes relating to a registrant's business and operations. This includes changes to a material definitive agreement or the bankruptcy of an entity.
Key Takeaways:
The SEC requires companies to file an 8-K to announce major events relevant to shareholders.
Companies have four business days to file an 8-K for most specified items.
Unlike the annual reporting of Form 10-K and the quarterly reporting of Form 10-Q, public companies use Form 8-K as needed.
Financial information disclosure requirements include the completion of an acquisition, changes in the financial condition of an entity, disposal activities, and material impairments. The SEC mandates filing an 8-K for delisting of stock, failure to meet listing standards, unregistered sales of securities, and material modifications to shareholder rights.
An 8-K is required when a business changes accounting firms used for certification. Changes in corporate governance such as control of the registrant, amendments to the articles of incorporation or bylaws, changes in the fiscal year, and amendments to the registrant's code of ethics are also required to be disclosed.
The SEC also requires a report upon the election, appointment, or departure of a director or certain officers. The use of Form 8-K is required to report changes related to asset-backed securities. Regulation FD requirements are also required.
Form 8-K reports may be issued based on other events up to the company's discretion that the registrant considers to be of importance to shareholders.
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