Glossary
Form 10-K
The annual report US public companies file with the SEC, with audited financial statements, risk factors and management discussion.
Form 10-K is the comprehensive annual report that US public companies must file with the SEC after each fiscal year. It contains audited financial statements, a description of the business, the risks management considers material, and management's own explanation of the results. For anyone researching a company, it is the single most complete and legally accountable source; officers certify it, and misstatements carry liability.
What is inside
The form follows a fixed item structure. The parts most readers use:
- Item 1, Business: products, segments, customers, competition and employees.
- Item 1A, Risk factors: the company's list of what could go wrong.
- Item 7, Management's discussion and analysis (MD&A): why revenue, margins and cash flow moved, and liquidity plans.
- Item 7A: exposure to interest-rate, currency and commodity risk.
- Item 8, Financial statements: the income statement, balance sheet, cash flow statement, notes and the auditor's report.
Deadlines
Filing deadlines depend on company size: 60 days after year-end for large accelerated filers, 75 days for accelerated filers and 90 days for everyone else.
10-K versus the glossy annual report
Many companies also mail shareholders a designed annual report with a letter from the CEO. It often wraps the 10-K but adds marketing material. The 10-K itself is free on the SEC's EDGAR database.
Related terms
Sources and further reading
- SEC — Form 10-K general instructions (filing deadlines by filer status)