SEC Form 1-K must be filed on an annual basis with the Securities and Exchange Commission (SEC) by issuers that have completed a Tier 2 offering under Regulation A. Tier 2 comprises offerings of securities up to $50 million in a 12-month period.
This annual report, which must be filed within 120 calendar days after the end of the fiscal year covered by the report, includes two parts. Part I of SEC Form 1-K is delivered in XML format and contains basic information on the issuer along with its Regulation A offerings.
Meanwhile, Part II of SEC Form 1-K is where the issuer must disclose information on its business, directors, officers and security-holders. Disclosures must also include information on related party transactions and interest of management and others in certain transactions. The issuer must also share audited financial statements for the two most recently completed fiscal years as well as analysis of financial condition and results of operations.
SEC Form 1-K must be filed with the SEC electronically by means of the EDGAR (Electronic Data Gathering, Analysis and Retrieval) system, where it’s then displayed publicly on SEC.gov.
With nearly 50 years of global regulatory experience, and as one of the first companies to actively engage with the XBRL filing program, Merrill is uniquely qualified to help filers worldwide successfully navigate ever-changing global compliance requirements. With Merrill, you can manage regulatory disclosures with absolute security, precision and accuracy.