SEC Form 10-12G

What Is SEC Form 10-12G?

SEC Form 10-12G is a filing with the Securities and Exchange Commission (SEC), also known as the General Form for Registration of Securities. This form is required when a corporation wishes to register a class of securities as per Section 12(b) or (g) of the Securities Exchange Act of 1934. Filing a Form 10-12G paves the way for the securities to trade on U.S possibly. exchanges. A company must file Form 10-12G in the event that it has more than $10 million in total assets and at least 750 shareholders on record.

The form contains information about the number of shares issued, their par value, ownership information for key shareholders and executives, and specific information about the company's line of business. The form is a version of a group of related forms, all under the heading "Form 10."

Understanding SEC Form 10-12G

SEC Form 10-12G is less common than SEC Form S-1, the initial registration form for new securities, which is usually used regarding a initial public offering (IPO). SEC Form 10-12G Registration Statement just registers shares; it does not make free-trading shares. Unlike a Form S-1 filing, a Form 10-12G Registration Statement is consequently effective following 60 days. In the event that a company needs to revise its filing, it must file SEC Form 10-12G/A. In the wake of filing SEC Form 10-12G, companies are then required by the SEC to occasionally file Form 10-Q, Form 10-K, and Form 8-K.

SEC Form 10-Q is a quarterly report that includes a company's unaudited financial statements. The purpose of the 10-Q is to give the public continuous information about the company's financial wellbeing consistently. The company submits the report to the SEC for every one of its first 3/4 of the fiscal year.

SEC Form 10-K is an annual report that comprehensively details a company's performance. It includes the company's examined financial statements and information on the company's history, organizational structure, equity, holdings, subsidiaries, and other significant data.

A company must file a SEC Form 8-K to report current corporate events that shareholders and the SEC should know about. Examples of these material events incorporate acquisitions of another company, the resignation of a company director, news from an examiner's survey, or a bankruptcy filing.

Note that SEC Form 10-12B is used instead when a public company issues new stock through a spinoff.

Investors can quickly and helpfully research a company's filings, operations, and financial information through EDGAR, the SEC's online electronic filing system.

Special Considerations

SEC Form 10-12G is one of the starting points for anybody wishing to genuinely research a company's stock. Contained on this form is information that can give key insights into a management group's long-term bearing for a company and assessment of expected risks and opportunities in their industry.

Of extra interest to numerous investors is the fact that SEC Form 10-12G contains a breakdown of shares owned by company officers, giving insight into possible [conflicts of interest](/irreconcilable situation) underlying various executives' decisions.

Requirements of SEC Form 10-12G

The company filing a Form 10-12G must Indicate whether they are a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. The SEC defines a large accelerated filer as an issuer that has a public float of $700 at least million. An accelerated filer has a public float of $75 at least million, however less than $700 million. The current definitions of accelerated filers and large accelerated filers apply to annual report filings that were due on or after April 27, 2020, after the SEC adopted amendments in March 2020 to the original definitions.

Moreover, the company furnishes the accompanying information to the SEC:

• Business
• Risk Factors
• Financial Information
• Properties
• Security Ownership of Certain Beneficial Owners and Management
• Directors and Executive Officers
• Executive Compensation
• Certain Relationships and Related Transactions, and Director Independence
• Legal Proceedings
• Market Price of and Dividends on the Registrant's Common Equity and Related Stockholder Matters
• Recent Sales of Unregistered Securities
• Description of Registrant's Securities to be Registered
• Indemnification of Directors and Officers
• Financial Statements and Supplementary Data
• Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
• Financial Statements and Exhibits

Highlights

• SEC Form 10-12G must be completed by companies to register new shares of stock.
• The SEC requires companies that have filed a Form 10-12G to intermittently file Form 10-Q, Form 10-K, and Form 8-K.
• SEC Form 10-12G just registers the securities and does not make trading shares.