SEC Form 10-K405

What Was SEC Form 10-K405?

SEC Form 10-K405 was a form utilized by the Securities and Exchange Commission (SEC) prior to 2003. SEC Form 10-K405 was utilized to show that an officer or director of a company failed to file Form 4, or comparative insider trading disclosure forms, on time. Inability to file these forms means that the officers of the company didn't reveal their insider trading activities inside the required time period.

Grasping SEC Form 10-K405

SEC Form 10-K405 was dispensed with after it was resolved that the utilization of the form by companies was conflicting and temperamental. The form is not generally accepted by the SEC's Electronic Data Gathering, Analysis and Retrieval (EDGAR) filing system. All things considered, SEC Form 10-K is currently utilized. Form 10-K is the annual filing required for publicly traded companies and incorporates key information, for example, financials and the board's discussion of operations for the past year.

The main difference between Form 10-K and Form 10-K405 is regardless of whether the Rule 405 box is checked. Checking the container means there were no late filings.

Rules for reporting insider trading activity are covered under Section 16 of the Securities Exchange Act (SEA) of 1934. Section 16 says that any individual who can be classified as an insider must file specific forms (for example Forms 3, 4, or 5) with the SEC that unveil their equity interests.

Special Considerations

The main difference between a 10-K and a 10-K405 was a crate that the filer would either check or leave blank on page 1 of the 10-K. Assuming that container was checked, the 10-K filing turned into a 10-K405.

Here is the verbiage that was incorporated with the checkbox on 10-Ks prior to 2003:

"Demonstrate with a money order mark if disclosure of delinquent filers as per Item 405 of Regulation S-K isn't held back thus, and won't be held back, to the best of the Registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K."

Then, at that point, in the event that that case next to this statement were checked, the filing would be a 10-K405. Past that, there was no material difference between a Form 10-K filing and a Form 10-K405 filing. The case was left unchecked on the off chance that the filer accepted there were no delinquencies.

Features

• Form 10-K405 was the exact same as Form 10-K, with the exception of a case checked on the filing — which makes it a Form-10K405.
• Form 10-K405 was wiped out after it was resolved that the utilization of the form by companies was conflicting and inconsistent.
• Form 3 and Form 5 are forms additionally used to unveil insider trading activity.
• SEC Form 10-K405 was a form utilized by the Securities and Exchange Commission (SEC) prior to 2003.
• SEC Form 10-K405 was utilized to show that an officer or director of a company failed to file Form 4 on time — used to reveal any insider trading activity.