EDGAR

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EDGAR, the Electronic Data Gathering, Analysis, and Retrieval system, performs automated collection, validation, indexing, acceptance, and forwarding of submissions by companies and others who are required by law to file forms with the U.S. Securities and Exchange Commission (the "SEC"). The database contains a wealth of information about the Commission and the securities industry which is freely available to the public via the Internet. [1]

Contents

In September 2017, SEC Chairman Clayton revealed the database had been hacked and that companies' data may have been used by criminals for insider trading. [2]

Filings

Not all SEC filings by public companies are available on EDGAR. Development began in 1983, [3] and companies were phased in to EDGAR filing over a three-year period, ending 6 May, 1996. [4] As of that date, all public domestic companies were required to submit their filings via EDGAR, except for hardcopy paper filings, which were allowed under a hardship exemption. Third-party filings with respect to these companies, such as tender offers and Schedule 13D filings, are also filed via EDGAR.

The vast majority of documents are now filed electronically, with over 3,000 filings per day.

As of 4 November, 2002, the SEC required all foreign companies and foreign governments to file their documents via EDGAR. Prior to that time, electronic filing by foreign companies also was voluntary.

Actual annual reports to shareholders (except in the case of mutual fund companies) need not be submitted on EDGAR, although some companies do so voluntarily. However, the annual report on Form 10-K is required to be filed on EDGAR. As of March 31, 2018, there are over 12 million filings filed to SEC EDGAR. [5]

See also

Other countries' equivalents to EDGAR

Related Research Articles

U.S. Securities and Exchange Commission Government agency overseeing stock exchanges

The U.S. Securities and Exchange Commission (SEC) is a large independent agency of the United States federal government that was created following the stock market crash in the 1920s to protect investors and the national banking system. The SEC holds primary responsibility for enforcing the federal securities laws, proposing securities rules, and regulating the securities industry, which is the nation's stock and options exchanges, and other activities and organizations, including the electronic securities markets in the United States.

Securities Act of 1933 Legislation regulating the offer and sale of securities

The Securities Act of 1933, also known as the 1933 Act, the Securities Act, the Truth in Securities Act, the Federal Securities Act, and the '33 Act, was enacted by the United States Congress on May 27, 1933, during the Great Depression and after the stock market crash of 1929. It is an integral part of United States securities regulation. It is legislated pursuant to the Interstate Commerce Clause of the Constitution.

Securities Exchange Act of 1934

The Securities Exchange Act of 1934 is a law governing the secondary trading of securities in the United States of America. A landmark of wide-ranging legislation, the Act of '34 and related statutes form the basis of regulation of the financial markets and their participants in the United States. The 1934 Act also established the Securities and Exchange Commission (SEC), the agency primarily responsible for enforcement of United States federal securities law.

SEC filing

The SEC filing is a financial statement or other formal document submitted to the U.S. Securities and Exchange Commission (SEC). Public companies, certain insiders, and broker-dealers are required to make regular SEC filings. Investors and financial professionals rely on these filings for information about companies they are evaluating for investment purposes. Many, but not all SEC filings are available online through the SEC's EDGAR database.

Depository Trust & Clearing Corporation

The Depository Trust & Clearing Corporation (DTCC) is an American post-trade financial services company providing clearing and settlement services to the financial markets. It performs the exchange of securities on behalf of buyers and sellers and functions as a central securities depository by providing central custody of securities.

A Form 10-K is an annual report required by the U.S. Securities and Exchange Commission (SEC), that gives a comprehensive summary of a company's financial performance. Although similarly named, the annual report on Form 10-K is distinct from the often glossy "annual report to shareholders," which a company must send to its shareholders when it holds an annual meeting to elect directors. The 10-K includes information such as company history, organizational structure, executive compensation, equity, subsidiaries, and audited financial statements, among other information.

OTC Markets Group is an American financial market providing price and liquidity information for almost 10,000 over-the-counter (OTC) securities. The group has its headquarters in New York City. OTC-traded securities are organized into three markets to inform investors of opportunities and risks: OTCQX, OTCQB and Pink.

The System for Electronic Document Analysis and Retrieval (SEDAR) is a mandatory document filing and retrieval system for Canadian public companies. It is similar to EDGAR, the filing system operated by the Securities and Exchange Commission for United States public companies. SEDAR is administered by the Canadian Securities Administrators, a coordinating body comprising the 13 Canadian provincial and territorial securities commissions, and operated on their behalf since 2014 by the Alberta Securities Commission.

Prospectus (finance)

A prospectus, in finance, is a disclosure document that describes a financial security for potential buyers. It commonly provides investors with material information about mutual funds, stocks, bonds and other investments, such as a description of the company's business, financial statements, biographies of officers and directors, detailed information about their compensation, any litigation that is taking place, a list of material properties and any other material information. In the context of an individual securities offering, such as an initial public offering, a prospectus is distributed by underwriters or brokerages to potential investors. Today, prospectuses are most widely distributed through websites such as EDGAR and its equivalents in other countries.

Form 4 is a United States SEC filing that relates to insider trading. Every director, officer and owner of more than 10% of a class of equity securities registered under Section 12 of the Securities Exchange Act of 1934 must file with the United States Securities and Exchange Commission a statement of ownership regarding such security. The initial filing is on Form 3 and changes are reported on Form 4. The annual statement of beneficial ownership of securities is on Form 5. The forms contain information on the reporting person's relationship to the company and on purchases and sales of such equity securities.

Form S-1 is an SEC filing used by companies planning on going public to register their securities with the U.S. Securities and Exchange Commission (SEC) as the "registration statement by the Securities Act of 1933". The S-1 contains the basic business and financial information on an issuer with respect to a specific securities offering. Investors may use the prospectus to consider the merits of an offering and make educated investment decisions. A prospectus is one of the main documents used by an investor to research a company prior to an initial public offering (IPO). Other less detailed registration forms, such as Form S-3 may be used for certain registrations.

Schedule 13D is an SEC filing that must be submitted to the US Securities and Exchange Commission within 10 days by anyone who acquires beneficial ownership of more than 5% of any class of publicly traded securities in a public company. A filer must promptly update the Schedule 13D filing to reflect any material change in the facts disclosed, including, among other things, the acquisition or disposition of 1% or more of the class of securities that are the subject of the filing.

Form 6K is an SEC filing submitted to the U.S. Securities and Exchange Commission used by certain foreign private issuers to provide information that is:

Form 10-K405 is an SEC filing to the US Securities and Exchange Commission (SEC) that indicates that an officer or director of a public company failed to file a Form 4 on time, in violation of Section 16 - meaning that they did not disclose their insider trading activities within the required time period.

EDGAR Online is a division of Donnelley Financial Solutions that specializes in financial data. Located in Norwalk, Connecticut, it takes its name from the EDGAR database of the United States Securities and Exchange Commission, through which public financial data for filing companies can be accessed. EDGAR Online was formerly a public company listed on the NASDAQ Stock Market before being acquired in 2012.

In the United States, the Financial Industry Regulatory Authority, Inc. (FINRA) is a private corporation that acts as a self-regulatory organization (SRO). FINRA is the successor to the National Association of Securities Dealers, Inc. (NASD) and the member regulation, enforcement, and arbitration operations of the New York Stock Exchange. It is a non-governmental organization that regulates member brokerage firms and exchange markets. The government agency which acts as the ultimate regulator of the securities industry, including FINRA, is the Securities and Exchange Commission.

The Electronic Municipal Market Access (EMMA) system, operated by the Municipal Securities Rulemaking Board (MSRB), serves as the official source for municipal securities disclosures and related market data in the United States. EMMA provides free on-line access to centralized new issue municipal securities disclosure documents, on-going continuing disclosures for all municipal securities, escrow deposit agreements for advance refundings of outstanding bonds, real-time municipal bond trade price information, interest rates and auction results for municipal auction rate securities and interest rate reset information for variable rate demand obligations, together with daily statistics on trading activity and investor education materials.

United States Customs and Border Protection (CBP) has announced a new rule, known as the Importer Security Filing (ISF) or more commonly called 10+2; which requires containerized cargo information, for security purposes, to be transmitted to the agency at least 24 hours (19 CFR section 149.2 before goods are loaded onto an ocean vessel headed to the U.S. for shipment into the U.S. 10+2 is pursuant to section 203 of the SAFE Port Act, and requires importers to provide 10 data elements to CBP, as well as 2 more data documents from the carrier.

Regulation S-K is a prescribed regulation under the US Securities Act of 1933 that lays out reporting requirements for various SEC filings used by public companies. Companies are also often called issuers, filers or registrants.

Workiva

Workiva, Inc. is a global SaaS company. It provides a cloud-based connected and reporting compliance platform that enables the use of connected data and automation of reporting across finance, accounting, risk, and compliance.

References

  1. "SEC.gov - What We Do". www.sec.gov.
  2. Burns, Janet. "SEC Reveals Its EDGAR Database Was Hacked, Maybe Used For Illegal Trades". Forbes. Retrieved 2017-09-21.
  3. Gerdes, John (2003-04-01). "EDGAR-Analyzer: automating the analysis of corporate data contained in the SEC's EDGAR database". Decision Support Systems. 35 (1): 7–29. doi:10.1016/S0167-9236(02)00096-9. Archived from the original on 2018-06-24. Alt URL
  4. Important Information About EDGAR. Retrieved January 10, 2017.
  5. "All SEC Filings Filed to EDGAR". secdatabase.com. Retrieved Apr 23, 2018.