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Form 8-K

Public companies are required by federal securities laws to disclose certain information from time to time. These disclosures are made on various forms prescribed by the Securities and Exchange Commission (SEC) and filed with the SEC on its online filing portal called Edgar. The information required to be disclosed is set forth in a complex set of rules prescribed by the SEC.

Companies are required to disclose certain current events related to the company on Form 8-K. A Form 8-K must be filed within a relatively short time (usually, four business days) following the occurrence of the event being reported. Various events trigger the requirement to file a Form 8-K, from entering into a material agreement to a change in auditors, directors or officers, and many others. The information required to be included in a Form 8-K varies wildly depending on the event being reported.

Because the variety of events that may trigger a Form 8-K filing and the specificity of the information that must be included in the filing dependent upon the triggering event, a Form 8-K can be the most complex filing a public company is required to make. We assist our public company clients by educating them on the events that trigger a filing requirement and maintaining open lines of communication to identify when such a filing requirement has been triggered (which is often not as clear as one would expect). Additionally, we assist in analyzing, identifying and coordinating the information that is required to be included in the filing, also creating filing plans with the company and all of its advisors as required by a particular Form 8-K filing. Our goal is always to work efficiently with our client to make a fair disclosures n a timely filing.

A blank copy of the actual Form 8-K and instructions can be found here and you can search for a public company’s SEC filings on the Edgar site.