A 10-Q is a report that publicly traded companies are required to file with the Securities and Exchange Commission on a quarterly basis. Similar to a 10-K but based on reviewed, not audited numbers and financials, this report provides insight to investors and potential investors regarding the company’s financial position and performance. Although Form 10-Q is not an audited statement, it must be reviewed by the company’s independent auditors.
What Information Does a 10-Q Disclose?
Form 10-Q provides critical information regarding a reporting company’s performance and operations during each quarter. These filings offer an ongoing view into the company’s financial health and can be viewed by investors on the SEC’s EDGAR database. 10-Qs allow investors to compare previous periods to the company’s current financial condition and track its performance. Investors may also use 10-Qs to evaluate legal and financial risks faced by a company.
The 10-Q contains two distinct sections and requires disclosure of the following information:
- Financial statements
- Management discussion and analysis of financial condition and results of operations
- Quantitative and qualitative disclosures about market risk
- Internal controls and procedures
- Legal proceedings
- Unregistered sales of equity securities and use of proceeds
While each Form 10-Q only covers the financial data of the prior fiscal quarter, they can be vital for investors who seek to learn more about the changes over that quarter in a company in order to predict long-term outcomes. Form 10-Q often provides crucial insight into a company’s changes before they are reflected in the annual, audited earnings figures. By reviewing a company’s 10-Q, an investor may see early warning signs regarding inventory turnover, credit issues, and cash reserves shortages.
What Companies Are Required to File a 10-Q?
A public company subject to Section 12, 13, or 15(d) of the Securities Exchange Act of 1934 is required to file a Form 10-Q. Also referred to as “reporting companies,” these companies are those listed on a public exchange. They may also be unlisted, but trade publicly. In addition to filing a 10-Q each quarter, reporting companies must also file an annual 10-K and disclose specific events as they occur by filing a Form 8-K.
When is a 10-Q Filed?
Reporting companies must file this report for each of the first three quarters of the fiscal year. For the fourth quarter of the fiscal year, the annual Form 10-K is filed in place of the quarterly 10-Q. The due date to file a 10-Q is either 40 or 45 days from the close of the quarter, depending upon the size of the reporting company.
Companies that are unable to submit their Form 10-Q by the deadline are permitted to request an extension by filing an NT 10-Q. The SEC allows late filings within a specific time period if there is a reasonable explanation for the delay.
A reporting company must ensure compliance to avoid a 12-K suspension or 12-J revocation of registration. Untimely financial report filings may also raise a red flag with potential investors or analysts — particularly if the reason for late filing concerns accounting issues or litigation.
Contact a Skilled New York Business Attorney to Learn More
If you’ve been wondering, “what is a 10-Q?” and whether your company must file one, it is essential to consult with an experienced business attorney who can advise you regarding corporate and securities compliance matters. Brinen & Associates is committed to guiding clients through the process of completing and filing 10-Q forms and helping them ensure they are compliant with the SEC’s regulations. Call (212) 330-8151 or send us a message to learn how we can assist you.