SEC Form PRE 14A

What Is SEC Form PRE 14A?

SEC Form PRE 14A, otherwise called a preliminary proxy statement, is a form that must be filed with the Securities and Exchange Commission (SEC) by or in the interest of a registrant when a shareholder vote is required on an issue not connected with a challenged matter or consolidation/procurement.

How SEC Form PRE 14A Works

Companies file SEC Form PRE 14A in circumstances that require a shareholder vote. The SEC, an independent central government agency responsible for controlling the securities markets and protecting investors, requires the form to furnish an organization's equity holders with adequate information to permit them to make an informed vote at an impending meeting or to approve a proxy to vote shares for their sake.

SEC Form PRE 14A incorporates information about: the date, time, and place of the meeting of stockholders; the revocability of proxy; a [dissenter's right](/nonconformists rights) of examination; the people making the sales; the direct or indirect interest of certain people in issues to be acted upon; the modification or exchange of securities; financial statements; voting strategies; and different subtleties.

Form PRE 14A, otherwise called a "preliminary proxy statement not connected with a challenged matter or consolidation/securing," is required under Section 14(a) of the Securities Exchange Act of 1934.

The form is filed with the SEC when a preliminary proxy statement is given to shareholders and assists the regulatory agency with guaranteeing that shareholders' rights are maintained. Companies or different filers, like shareholders, must uncover all significant subtleties connected with the issues being put forward for a shareholder vote.

When Is SEC Form PRE 14A Used?

Instances of arranged actions that would trigger a Form PRE 14A filing remember choices for stock issuance, changes to an organization's articles of incorporation, shareholder proposals, board compensation, and restricted stock awards.

Matters including votes on just a single issue, for example, a shareholder proposal or selection of a independent auditor, don't need PRE Form 14A filings.

Requirements for SEC Form PRE 14A

For certain exemptions, planned by the SEC to "to let registrants and the Commission free from superfluous administrative weights," registrants must file five duplicates of preliminary proxy statements with the SEC no less than 10 calendar days before they send proxy materials to securities holders.

Sometimes, SEC staff might comment and request explanations or revisions to preliminary proxy filings. Should this be the case, filers will be advised in 10 days or less.

There are no filing fees for proxy filings connected with certain types of entries, including those unsettling an organization's annual general meeting (AGM).

Genuine Example of SEC Form PRE 14A

On March 21, 2018, PACCAR Inc. sent stockholders a notice of an invitation to its annual shareholders' meeting on May 1 in Bellvue, Washington. North of 40 pages long, it depicted plan things to be tended to during the get-together — including the election of several directors — and contained proxy statement forms to be returned.

Features

• Announcement of annual meetings, election of directors, issuance of stock, changes to an organization's articles of incorporation, shareholder proposals, and board compensation are matters that would require the filing of Form PRE 14A.
• SEC Form PRE 14A is required for all corporations that hold shareholder votes.
• Otherwise called a preliminary proxy statement, it uncovers all significant subtleties connected with the issues being put forward for a shareholder vote.