What is SEC Form 8-K?
What is SEC Form 8-K?
Form 8-K is the “current report” companies must file with the SEC to announce major events that shareholders should know about. The instructions for Form 8-K describe the types of events that trigger a public company’s obligation to file a current report, including any of the following : Section 1.
What triggers an 8K filing?
item is triggered when the company enters into an agreement enforceable against the company, whether or not subject to conditions, under which the equity securities are to be sold. If there is no such agreement, the company should file the Form 8-K within four business days after the closing of the transaction.
Is 8-K filed with SEC?
Key Takeaways. The SEC requires companies to file an 8-K to announce significant events relevant to shareholders. Companies have four business days to file an 8-K for most specified items. Public companies use Form 8-K as needed, unlike some other forms that must be filed annually or quarterly.
What is SEC Form 8 a used for?
SEC Form 8-A requires companies to register securities before they can be offered on an exchange. SEC Form 8-A requires a description of the type of securities offered, details of issuance, distribution date, and terms.
What does filing Form 8-K mean?
Form 8-K is known as a “current report” and it is the report that companies must file with the SEC to announce major events that shareholders should know about. Companies generally have four business days to file a Form 8-K for an event that triggers the filing requirement.
Is an 8 Ka press release?
Form 8-K: A Legal Requirement for “Material” Events In the most general terms, Form 8-K is an SEC disclosure vehicle used to provide the public with information deemed necessary to make an informed investment decision about a public company.
When must a company file an 8-K?
What is a Super 8-K?
A “Super 8-K” is an industry term used for an 8-K filed under Item 2.01 for the completion of a transaction and Item 5.06 of Form 8-K to report a change in shell status.
What’s an 8-K?
What is an 8-K? Form 8-K, also known as an 8K, is a form that is filed by public companies to notify their shareholders and the Securities and Exchange Commission (SEC) when an unscheduled material event takes place.
How long is s8 effective?
Failure To File Exchange Act Reports A condition to the use of a registration statement on Form S-8 is that the company has filed all reports required to be filed under Section 13 or 15(d) of the Exchange Act during the 12 months before filing.
How many days do you have to file an 8K?
How long do you have to file 8-K?
Except as described below, a Form 8-K must be filed within four business days after the occurrence of a reportable event. For purposes of counting, day one is the first business day after the day on which the reportable event occurs.
Do you need to file a press release with an 8-K?
To determine whether you need to submit an 8-K, your management team needs to ask itself this question: Does this event affect decisions made by investors, now or in the future? If you answer yes, then you need to file the 8-K.
What happens if you file an 8-K late?
Form 8-K Filed Late, SEC Action: Late filing will likely result in administrative action. The severity of the penalties depend on the reason for filing late and when the report was eventually filed. Fines are typical. For severe cases, a company’s Exchange Act registration may be revoked.
When Must Form 8-K be filed with the SEC quizlet?
Form 8-K must generally be submitted to the SEC within four days after the occurance of a significant event.
What is a SPAC Super 8 K?
Once the SPAC’s shareholders approve the transaction, the acquisition will close, and the combined company has four business days to file a special Form 8-K (“Super 8-K”) that includes all the information that would have been required if the target were filing an initial registration statement on Form 10.
When must a Super 8 K be filed?
within four Business Days
Each of the Company and the Parent shall use its Reasonable Best Efforts to cause the Super 8-K to be filed with the SEC within four Business Days after the Closing of the transactions contemplated by this Agreement and to otherwise comply with all requirements of applicable federal and state securities laws.
What is a 10-K SEC filing?
A 10-K is a comprehensive report filed annually by public companies about their financial performance. The report is required by the U.S. Securities and Exchange Commission (SEC) and is far more detailed than the annual report.
Is a Samsung Galaxy S8 an android?
The Samsung Galaxy S8 and Samsung Galaxy S8+ are Android smartphones produced by Samsung Electronics as the eighth generation of the Samsung Galaxy S series.
What is included in a Form 8-K?
Form 8-K is used to notify investors of a current event. These types of events include: signing, amending or terminating material definitive agreements not made in the ordinary course of business, bankruptcies or receiverships. mine shutdowns or violations of mine health and safety laws.
