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A simple list
for the retail investor
Foundation for Job Creation

A simple list for the retail investor

Understanding SEC codes

Companies file by code, not by name. Nothing about the codes tells you what is inside them — a 10-Q is quarterly, an 8-K is whatever just happened, and there is no way to guess that. Sixty-five of them below, one line each. All free at sec.gov/edgar/search.

Shaded rows are the ones that matter most here.

Periodic reports — what a company must file on a schedule
10-KAnnual reportThe whole year. Audited numbers, the business, the risks.
10-QQuarterly reportThree months, unaudited. Share count on the cover, warrants in the notes.
8-KCurrent reportSomething big happened. Four business days to say so.
8-K/AAmended current reportA fix or an addition to an 8-K already filed.
10-K/A · 10-Q/AAmended reportA fix to a report already filed.
NT 10-K · NT 10-QLate filing noticeWe cannot file on time, and here is why.
11-KEmployee plan reportThe annual accounts of a company 401(k) or stock purchase plan.
ARSAnnual report to shareholdersThe mailed version, with pictures.
20-FAnnual report, foreignThe 10-K, for a foreign company.
6-KCurrent report, foreignThe 8-K, for a foreign company.
40-FAnnual report, CanadianThe annual report, for a Canadian company.
NT 20-FLate filing notice, foreignA foreign company saying it will be late.
Registration and offering — how new shares get sold
S-1Registration statementAsking permission to sell new shares.
S-1/A · S-3/AAmended registrationThe same request, revised after the SEC asked questions.
S-3Shelf registrationPermission granted in advance, to sell later without asking again.
EFFECTNotice of effectivenessThe SEC saying yes. Selling can start.
RWRegistration withdrawalNever mind. Pulling the request.
424B1 · 424B2ProspectusThe offering document, filed once the deal is done.
424B3Resale prospectusLets someone resell shares they bought privately.
424B4Final prospectusThe final terms after an offering prices.
424B5Prospectus supplementThe actual deal. Price, shares, warrant terms, who got paid what.
FWPFree writing prospectusMarketing material sent to investors during an offering.
POS AMPost-effective amendmentAn update to permission already granted.
S-8Employee plan sharesShares set aside for employees. No SEC review.
S-4Merger registrationShares used to pay for a merger.
DExempt offering noticeWe sold shares privately. Here is how much.
1-A · 1-KRegulation A offeringA smaller public raise, with lighter rules.
C · C-ARCrowdfundingA very small raise through a funding portal.
F-1 · F-3 · F-4Foreign equivalentsThe same three forms, for foreign companies.
144Notice of proposed saleAn insider is about to sell restricted stock.
8-A12BExchange registrationListing a class of shares on an exchange.
CERTExchange certificationThe exchange confirming the listing.
Ownership — who holds what
SC 13DBeneficial ownership, activeI own more than 5 percent and I may want a say.
SC 13GBeneficial ownership, passiveI own more than 5 percent and I am just holding.
SC 13D/A · SC 13G/AAmended ownership reportMy position or my intentions changed.
3Initial insider reportI just became an insider. Here is what I hold.
4Insider transactionAn insider bought, sold, or was granted something. Two days to report.
5Annual insider statementThe year-end cleanup of anything an insider missed.
3/A · 4/A · 5/AAmended insider reportA correction to an insider filing.
13FInstitutional holdingsA big manager listing what it owned at quarter end.
13HLarge trader registrationA registration for anyone who trades a lot.
SC TO-I · SC TO-TTender offerAn offer to buy your shares.
SC 14D9Response to a tender offerThe board telling you whether to take it.
SC 13E3Going privateInsiders buying out the public and taking the company off the market.
Proxy — what shareholders are asked to vote on
DEF 14ADefinitive proxyWhat you are being asked to vote on, and why.
PRE 14APreliminary proxyThe draft of that, before the SEC sees it.
PRER14ARevised preliminary proxyThe draft again, after the SEC commented.
DEFA14AAdditional proxy materialExtra material sent after the proxy went out.
DEFR14ARevised definitive proxyA corrected proxy.
DEFM14A · PREM14AMerger proxyA proxy about a merger. Contains the fairness opinion.
DEFC14AContested proxySomeone is running against the board.
DEF 14CInformation statementA vote already happened without you. This is the notice.
N-PXHow a fund votedA fund reporting the proxy votes it cast.
Correspondence, listing, and other
CORRESPLetter to the SECA company answering SEC questions. Signed by its lawyer.
UPLOADLetter from the SECThe SEC asking those questions.
CT ORDERConfidential treatmentPermission to keep part of a contract out of the public file.
25 · 25-NSEDelistingTaking a stock off the exchange.
15-12B · 15-12GDeregistrationWe are done filing reports.
SDConflict mineralsWhere certain metals in the products came from.
X-17A-5Broker-dealer reportA broker-dealer showing its own books.
T-3 · 305B2Debt indenturePaperwork for a bond issue and its trustee.
MAMunicipal advisorRegistration for advisers to state and local governments.
10-D · ABS-EEAsset-backed reportsMonthly reporting on pools of loans.
497 · N-2Fund prospectusThe offering document for a mutual fund or closed-end fund.
N-PORT · N-CSRFund reportsWhat a mutual fund or ETF owns, and its annual accounts.

One that is not on EDGAR. Form ADV is what an investment adviser files about itself — who owns it, how much it manages, and any disciplinary history. It lives at adviserinfo.sec.gov, not EDGAR. Worth knowing when a fund appears in a filing and you want to know who is behind it.


Where to start

If you only read three

Three forms carry nearly everything about a company's capital structure.

10-Q — what exists now

Share count on the cover. Warrants and options in the notes. Cash and any going-concern language in the liquidity section. Filed four times a year.

424B5 — what was sold, and on what terms

Price, share count, warrant exercise price and term, who placed it, and what they were paid. Read them in order and you can watch the terms get worse.

DEF 14A — what you are being asked to approve

The proposals, the board's reasons, insider ownership, and the quorum rule. If a company wants more authorized shares, it has to tell you what that does to yours.

Finding them

  1. Go to sec.gov/edgar/search.
  2. Type a company name or ticker.
  3. Or search a phrase in quotes — "warrant inducement" — to find every company that used those words.
  4. Filing category on the left narrows to one form type. Filed date range narrows to a period.
  5. Search covers 2001 onward. For older filings, browse the company's own history instead.