Form 10K Explained + Best Practices For Successfully Completing It
Form 10-K is an annual financial report required by the U.S. Securities and Exchange Commission (SEC) for all publicly traded companies.
10-Q. 10-K. 8-K. 13D, at some point they might all start to sound like the same thing.
The Form 10-K provides a comprehensive overview of a company’s financial performance, business operations, and key risks, offering transparency to investors and regulators alike.
While the 10-K shares some similarities with a company’s Annual Report, it’s typically more detailed and regulated. Unlike the more investor-friendly Annual Report, which often includes marketing and narrative highlights, the 10-K is a technical document focused on factual, legal, and financial disclosure. It contains informations required for regulatory reporting.
A company’s Form 10-K must be submitted within a specific window following the end of its fiscal year:
- Large Accelerated Filers (public float > $700 million): within 60 days
- Accelerated Filers (public float between $75 million and $700 million): within 75 days
- Non-Accelerated Filers (public float < $75 million): within 90 days
The form is filed through the SEC’s EDGAR (Electronic Data Gathering, Analysis, and Retrieval) system, where it becomes accessible to the public and potential investors. This transparency allows investors to make informed decisions based on standardized and audited information.
To validate its accuracy, the 10-K must be signed by the company’s CEO, CFO, and either the controller or chief accounting officer (CAO).
What is included in a Form 10-K?
Form 10-K is organized into four key parts, each providing different types of information required by the SEC to ensure full transparency and consistency across public companies.
Part 1: Business Overview and Risk Factors
Part I gives a comprehensive overview of the company’s core operations, markets, and legal standing. It includes:
- A description of the company’s business model, including products, services, and any subsidiaries
- The principal markets in which the company operates
- A discussion of the major risk factors the company faces
- Information about physical properties owned or leased
- Any ongoing legal proceedings involving the company
- Unresolved comments or questions previously raised by the SEC on earlier filings
This section is designed to give investors a foundational understanding of what the business does and the major challenges it faces.
Part 2: Financial Data and Analysis
Part II focuses on the company’s financial condition and results of operations. It contains:
- Market information, including data on the company’s equity securities, dividends, and number of shareholders
- Selected financial data from the past five years
- Management’s discussion and analysis (MD&A) of financial results
- Quantitative and qualitative disclosures about market risks
- Audited financial statements with footnotes and written explanations
- A discussion of disclosure controls and internal procedures related to financial reporting
This part provides investors with both historical financial performance and insights into the company’s financial controls.
Part 3: Corporate Governance and Executive Compensation
Part III shifts focus to the people running the business and their relationship with the company. It includes:
- Biographical information on directors and executive officers
- A description of the company’s code of ethics
- Executive compensation policies and amounts paid to key personnel
- Details on share ownership by insiders, such as officers and directors
- Information on any related-party transactions involving management or their family members
This section is important for assessing how leadership is structured and incentivized, and whether any conflicts of interest might exist.
Part 4: Exhibits and Financial Statements
The final part of the 10-K includes:
- All required exhibits, such as material contracts, certifications, and other relevant documents
- The complete set of audited financial statements, including the balance sheet, income statement, cash flow statement, and notes
Part IV serves as the repository for the formal documentation backing the financial and operational disclosures made throughout the filing.
Best Practices for Completing Form 10-K
While the Form 10-K follows strict SEC guidelines, the way it is prepared and presented can influence how investors perceive your company. Below are three best practices to ensure your filing is clear, accurate, and investor-focused.
Consider It Through an Investor’s Eyes
The main audience for the 10-K is the investor. Each section, especially the management commentary, should be crafted with their perspective in mind. The purpose is to provide a transparent and thorough view of the business, including risks, financial trends, and strategic direction.
Even though the format is regulated, the narrative sections give companies a chance to explain context around the numbers. Use that space to address potential concerns, clarify uncertainties, and describe how the company is managing its risks. This builds trust and gives investors the information they need to make informed decisions.
Pay Close Attention to How Your Business Has Changed
Many companies begin drafting their 10-K by referring to the previous year's version. While this can save time, it is essential to review how the business has evolved during the year. Operational shifts, acquisitions, divestitures, changes in financing, or significant market developments should all be reflected in the new filing.
Framing the story around those changes helps explain year-over-year differences and provides clarity around business performance. This approach gives investors a clearer understanding of your company’s trajectory and the reasons behind key developments.
Take a Team Approach
Preparing a complete and accurate 10-K requires collaboration across multiple departments. While the finance team typically leads the process, inputs are also needed from accounting policy teams, legal counsel, internal and external auditors, and operational leaders.
Technology can assist by centralizing data and managing version control, but human collaboration remains critical. Clearly defined roles, structured timelines, and strong communication help ensure the report is accurate and nothing is overlooked. A coordinated effort across teams increases efficiency and improves the quality of the final submission.
Checks, Balances, and Compliance Tips
Accuracy and completeness are essential when preparing a Form 10-K.
Given the level of scrutiny from both regulators and investors, companies need to establish clear controls and review processes to ensure the information they submit meets all compliance requirements.
One of the most important steps is a thorough review by both the accounting and legal teams. These stakeholders should assess the report for consistency, accuracy, and alignment with SEC rules. A formal review process helps identify any errors or omissions early, reducing the risk of issues after filing.
Maintaining an internal checklist that aligns with current SEC guidelines can also help teams stay organized and compliant. Regulations may change year to year, and staying up to date is necessary to avoid outdated disclosures or formatting errors.
Technology plays a supporting role by making it easier to gather, track, and validate information.
FP&A tools that centralize financial data, manage version control, and track document changes can simplify collaboration and reduce manual errors. These systems also help ensure that the most current data is used across all sections of the filing.
Checks and balances are not just about meeting regulatory expectations, they also protect the company’s credibility and reputation in the eyes of investors. A well-prepared 10-K signals that the business is disciplined, transparent, and well-managed.
How the Form 10-K Fits Into Broader SEC Reporting
The Form 10-K is just one of several filings required by the SEC, but it serves as a cornerstone of a company’s financial disclosure. It provides a detailed annual snapshot of the company’s performance, operations, and risks, setting the foundation for other filings throughout the year.
Other key SEC filings include:
- Form 10-Q, which provides quarterly updates on financial performance
- Form 8-K, which is used to report unscheduled material events or corporate changes
- Schedule 13D, which discloses beneficial ownership of more than 5 percent of a company's stock
Each of these filings plays a specific role, but the 10-K often serves as a reference point for them. For example, data compiled for the 10-K can be repurposed or built upon when preparing the 10-Q or Annual Report. This makes the 10-K not only a regulatory requirement but also a valuable internal resource for financial planning and communication.
Because of its level of detail and standardization, the 10-K is also one of the most important tools investors use to evaluate the financial health of a company. A strong 10-K reinforces investor confidence and supports the overall narrative the company is presenting across all reporting channels.
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