The EDGAR system
SEC filing deadlines: 10-K, 10-Q, 8-K and Form 4
Updated
Every SEC form runs on a clock, and the clocks differ by form and by company size. Knowing the deadlines tells you when information must arrive, and makes a late filing, which is itself a disclosure event, immediately recognizable. Here is the schedule for the filings investors watch most.
Filer categories
Periodic report deadlines depend on the company’s filer category, set by public float, the market value of shares held by non-affiliates. Large accelerated filers have a float of $700 million or more; accelerated filers fall between $75 million and $700 million (with revenue tests at the margins); everyone else is a non-accelerated filer. Most household-name companies are large accelerated filers.
Periodic reports: 10-K and 10-Q
The annual 10-K is due 60 days after fiscal year end for large accelerated filers, 75 days for accelerated filers, and 90 days for non-accelerated filers. The quarterly 10-Q is due 40 days after quarter end for both accelerated categories and 45 days for everyone else. Miss a deadline and the company must file Form NT 10-K or NT 10-Q, which grants an automatic extension of 15 calendar days for a 10-K and 5 for a 10-Q, while flagging the delay publicly. Chronic lateness risks delisting and loss of shelf-registration eligibility.
Event-driven filings
The 8-K current report is due within four business days of most triggering events. Insider trades move fastest of all: a Form 4 must be filed before the end of the second business day after the transaction, with Form 3 due within 10 days of becoming an insider and Form 5 within 45 days of fiscal year end.
Ownership disclosures have their own clocks: an initial Schedule 13D within five business days of crossing 5%, Schedule 13G on the schedule its filer category dictates, and quarterly 13F holdings reports within 45 days of calendar quarter end. Definitive proxy statements must be filed within 120 days of fiscal year end when the 10-K incorporates Part III by reference.
Weekends, holidays and the filing window
Two mechanics round out the picture. When a deadline falls on a weekend or federal holiday, it rolls to the next business day. And EDGAR itself shapes timing: the system accepts filings until 10 p.m. Eastern, but most filings accepted after 5:30 p.m. receive the next business day’s filing date. That is why companies wanting to technically meet a deadline file by late afternoon, and why bad news so often appears just after the market closes on a Friday.
Using the calendar
Deadlines cluster predictably: 10-Ks flood in during February and March for December-fiscal-year companies, 13Fs arrive in mid-February, mid-May, mid-August and mid-November, and Form 4s spike in the trading windows after earnings. Scrutar’s earnings calendar tracks when companies report, each company’s page, like Apple’s filings timeline, shows the rhythm in practice, and the insider trading feed surfaces Form 4s as their two-day clocks expire. When a company you follow goes quiet past its deadline, that silence is information.