How to Read a 10-K

Although learning how to read a report sounds daunting, you might be surprised at how much valuable information they offer.

PART IV

Item 15 - "Exhibits, Financial Statement Schedules" requires a list of the financial statements and exhibits included as part of the Form 10-K. Many exhibits are required, including documents such as the company's bylaws, copies of its material contracts, and a list of the company's subsidiaries.

 

Conclusion: The Roles of Companies and the SEC 

The company writes the 10-K and files it with the SEC. Laws and regulations prohibit companies from making materially false or misleading statements in their 10-Ks. Likewise, companies are prohibited from omitting material information that is needed to make the disclosure not misleading. In addition, as noted above, the Sarbanes-Oxley Act requires a company's CFO and CEO to certify the accuracy of the 10-K.

The SEC neither writes the 10-K nor vouches for its accuracy. The SEC sets the disclosure requirements and the SEC staff reviews 10-Ks to monitor and enhance companies' compliance with the requirements. Both the SEC and the staff also provide interpretive advice about the disclosure requirements. All 10-Ks filed with SEC are available to the public on the SEC's website.

More specifically: 

  • The SEC's rules set forth the disclosure requirements – the topics that all companies must cover in their 10-Ks, and how the information should be presented.
  • The SEC staff reviews 10-Ks and may provide comments to a company where disclosures appear to be inconsistent with the disclosure requirements or deficient in explanation or clarity. The Sarbanes Oxley Act requires the SEC to review every public company's financial statements at least once every three years. The SEC staff may review the 10-Ks of certain companies more frequently.
  • All 10-Ks are publicly available on the SEC's EDGAR website. You can find all 10-Ks by accessing this website. For more information on how to use EDGAR, see Researching Public Companies Through EDGAR: A Guide for Investors. Most companies also post their 10-Ks on their own websites.