The Form 10-Q is a quarterly financial performance report that all publicly listed companies are required to file and submit to the Securities and Exchange Commission (SEC) quarterly. The report provides investors and the general public with a comprehensive overview of a company's business operations over the past quarter and their current financial position. The report includes unaudited financial statements and other disclosures relevant to the company's operations.
What's Included in a 10-Q Filing?
The 10-Q filing contains all relevant information on a company's operations for a fiscal quarter (3 months). The report consists of a financial overview of the company, including a discussion on the company's operations ("management discussion and analysis") and applicable disclosures, as well as financial statements from the previous quarter including the income statement, balance sheet, and cash flow statement.
The report also includes non-financial information for the company including legal disclosures, information on securities sales, share buybacks, and any other information pertinent to an investor.
Financial Information
The 10-Q filing contains a financial overview of a company and starts with a financial overview of the company. This section starts with unaudited financial statements for the most recent quarter such as the income statement, balance sheet, cash flow statement, and statement of shareholder's equity. The statements will commonly present the company's performance from the previous quarter or year for comparison.
Following the financial statements, there is typically a management discussion and analysis of the financial health and performance of the company, and then additional qualitative risk disclosures.
Legal Information
In addition to financial information, a Form 10-Q contains legal information on the company such as:
- Legal proceedings
- Outstanding litigation
- Risk factors
- Recent equity or debt sales
- Other pertinent non-financial information
10-Q Filing Deadline
The Securities And Exchange Commission (SEC) requires companies to file their Form 10-Q in a timely manner at the end of each fiscal quarter for the first three quarters of the year. The 10-K form replaces the 10-Q following the end of the last quarter of a fiscal year. Since fiscal years can vary across companies, the actual 10-Q filing dates for a company depend on each organization's fiscal year.
Regardless of fiscal year, after a company's quarter ends, the SEC requires them to file their 10-Q within a specific timeframe. The timeframe varies based on the size of the company, which is determined by the company's public float. Depending on the size of public float, a company will be classified as either an accelerated filer or a non-accelerated filer.
1. Accelerated Filers
Publicly listed companies with over $700mn of public float are classified as Large Accelerated Filers. These companies are required to submit their SEC Form 10-Q within 40 days of their fiscal quarter end.
Companies with public float of at least $75mn, but less than $700mn, are considered Accelerated Filers and also required to submit their SEC Form 10-Q within 40 days of their fiscal quarter end.
2. Non-Accelerated Filers
Companies with less than $75mn of public float are considered Non-Accelerated Filers and are required to file their Form 10-Q within 45 days of the end of their fiscal quarter end.
Identified (public float) Form 10-Q Filing Deadline (days after quarter end) Large Accelerated Filer ($700 million or more) 40 days Accelerated Filer (between $75 million & $700 million) 40 days Non-accelerated Filer (less than $75 million) 45 days
Importance of the 10-Q Report for Investors
The 10-Q filing provides investors with a detailed look into the operations of a company. The information in the report is typically used by investors to:
- Assess the financial health of the company
- Make comparisons to previous quarters
- Compare the performance of a company to its competitors
- Help make investment decisions pertaining to the company
- Build and update financial and valuation models for a company
Form 10-Q vs. Form 10-K
Similar to Form 10-Q requirements, publicly listed companies must file a Form 10-K once a year after their final fiscal quarter. The Form 10-K is a more detailed and comprehensive version of the Form 10-Q and includes all the information found in a 10-Q as well as:
- Historical information on the company
- An overview of the company's legal and corporate structure
- Financial data for previous quarters and years
- Information on current and pending litigation
- Material risk factors for the business operations
Another important distinction in a 10-K is the requirement that financial statements within a 10-K are audited.
10-K Components
The information contained in a 10-K is divided across five key components:
- Business
- Risk factors
- Financial data
- Management's discussion and analysis
- Financial statements and supplementary data
10-K Filing Deadline
The Form 10-K is required to be filed after a company's final fiscal quarter of the year (i.e., fourth quarter). Similar to the 10-Q, the filing deadline is based upon the size of the company, determined by their public float.
Identified (public float) Form 10-K Filing Deadline (days after quarter end) Large Accelerated Filer ($700 million or more) 60 days Accelerated Filer (between $75 million & $700 million) 75 days Non-accelerated Filer (less than $75 million) 90 days
Form 8-K
An 8-K report is filed by a company when it has material information to disclose to investors and the general public. Companies are typically required to file a Form 8-K within four business days after a material event has occurred. The report does not have a specific structure or information requirement and only requires that a company provide the necessary material information to investors and the public.
Common reasons a company will file an 8-K include:
- Merger and acquisitions announcements
- Key executive changes
- Significant asset sales
- Material differences in financial performance vs. forecast
Quarterly Conference Call
At the end of each fiscal quarter, companies typically host a conference call for investors (known as an earnings call) to discuss the company's recent financial performance. The conference call occurs during earnings season and coincides with the company's earnings report release, but before the release of the company's Form 10-Q.
Management teams use the call as an opportunity to update investors on the performance of the company, the company's financial health, and provide an updated outlook for the company. At the end of the call, there is typically an open Q&A between sell-side analysts and management teams.
On the conference call, management will often disclose some of the pertinent information that will later be included in their Form 10-Q. During, and after these calls, company stock may react to the announcements made.
Where To Find A Company's 10-Q
- On Seeking Alpha, company 10-Q filings are available in the "SEC Filings" section (e.g., Apple SEC Filings).
- A company's 10-Q is freely available to the public through the SEC's EDGAR Database.
- Most companies will post a copy of their 10-Q on their website within the "Investor Relations" section.
Bottom Line
A 10-Q provides investors with detailed insights into the performance and financial health of a company and if the business is performing as management expected. Investors can use the information contained to monitor the financial health of a company, compare it against peers, and perform fundamental analysis to help make investment decisions.
Analyst’s Disclosure: I/we have no stock, option or similar derivative position in any of the companies mentioned, and no plans to initiate any such positions within the next 72 hours. I wrote this article myself, and it expresses my own opinions. I am not receiving compensation for it. I have no business relationship with any company whose stock is mentioned in this article.
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