Staying up to date

with the SEC

SEC Filings Calendar & EDGAR Deadlines

The SEC will be closed in observance of the following holidays. The EDGAR system will not receive, process, or accept filings on these days.

2024 SEC FILING HOLIDAYS
Date Holidays
Mon, January 1, 2024 New Year’s Day
Mon, January 15, 2024 Martin Luther King Jr. Day
Mon, February 19, 2024 Washington’s Birthday
Mon, May 27, 2024 Memorial Day
Wed, June 19, 2024 Juneteenth National Independence Day
Thu, July 4, 2024 Independence Day
Mon, September 2, 2024 Labor Day
Mon, October 14, 2024 Columbus Day
Mon, November 11, 2024 Veterans Day (observed)
Thu, November 28, 2024 Thanksgiving Day
Wed, December 25, 2024 Christmas Day

Past calendars: 2023 Calendar, 2022 Calendar, 2021 Calendar, 2020 Calendar, 2019 Calendar 

The SEC’s EDGAR filing system is open for submitting files Monday thru Friday 6:00 a.m. to 10:00 p.m. ET, excluding SEC Federal Holidays as listed below. Files submitted after 5:30 p.m. ET will receive the next business day’s filing date except for Section 16 Form 3, 4, 5 filings. If a due date is on a weekend or SEC holiday, the filing will be due the next business day.

To see a complete listing of Federal Holidays for prior and future years click: Federal Holidays.

SEC FILING DEADLINES*
12/31 FYE Large Accelerated Filers Accelerated Filers Non-Accelerated Filers
10‐K Thu February 29, 2024 Fri March 15, 2024 Mon, April 1, 2024
NT 10‐K Fri, March 1, 2024 Mon, March 18, 2024 Tues, April 2, 2024
Late 10‐K Fri, March 15, 2024 Mon, April 1, 2024 Tues, April 16, 2024
10‐Q (Q1) Fri, May 10, 2024 Fri, May 10, 2024 Wed, May 15, 2024
NT 10‐Q Mon, May 13, 2024 Mon, May 13, 2024 Thu, May 16, 2024
Late 10‐Q Wed, May 15, 2024 Wed, May 15, 2024 Mon, May 20, 2024
10‐Q (Q2) Fri, August 9, 2024 Fri, August 9, 2024 Wed, August 14, 2024
NT 10‐Q Mon, August 12, 2024 Mon, August 12, 2024 Thu, August 15, 2024
Late 10‐Q Wed, August 14, 2024 Wed, August 14, 2024 Mon, August 19, 2024
10‐Q (Q3) Tues, November 12, 2024 Tues, November 12, 2024 Thu, November 14, 2024
NT 10‐Q Wed, November 13, 2024 Wed, November 13, 2024 Fri, November 15, 2024
Late 10‐Q Mon, November 18, 2024 Mon, November 18, 2024 Tues, November 19, 2024
DEADLINE INFORMATION
Form Type Large Accelerated Filers Accelerated Filers Non-Accelerated Filers
10-K 60 days after fiscal year end 75 days after fiscal year end 90 days after fiscal year end
NT 10-K Due on the business day after the 10-K due date Due on the business day after the 10-K due date Due on the business day after the 10-K due date
Late 10-K Due 15 calendar days from the due date of the 10-K Due 15 calendar days from the due date of the 10-K Due 15 calendar days from the due date of the 10-K
10-Q 40 days after quarter end 40 days after quarter end 45 days after quarter end
NT 10-Q Due on the business day after the 10-Q due date Due on the business day after the 10-Q due date Due on the business day after the 10-Q due date
Late 10-Q Due 5 calendar days from the due date of 10-Q Due 5 calendar days from the due date of 10-Q Due 5 calendar days from the due date of 10-Q

Insider Reporting Requirements

Section 16 from the Securities Exchange Act of 1934 establishes the declaration obligations for company directors, officers, and individuals owning over 10% of a registered class of a firm’s equity securities, commonly referred to as “insiders”.

OWNERSHIP REPORTING DEADLINES
Section 16: Form 3 Due within ten calendar days after a person becomes a Section 16 insider.
Section 16: Form 4 Due within two business days following the transaction date
Section 16: Form 5 Generally due no later than 45 days after the company’s fiscal year ends
Schedule 13G Due 45 days following the end of the calendar year and within 10 days of the end of the calendar month if acquired more than 10%.
Schedule 13D Due 10 days following the event triggering the filing.
Form 13F Due 45 days following the end of each fiscal quarter

Other Corporate Reporting Requirements

Companies in the U.S. that are publicly traded are required to submit a number of  reports to the Securities and Exchange Commission (SEC) beyond just the 10-Qs (quarterly reports) and 10-Ks (annual reports). These include but are not limited to:

OTHER SEC FILING DEADLINES
Annual Report on Form 20-F Due 45 days following the issuer’s fiscal year. A foreign private issuer must file its annual report on Form 20-F within six months after the end of the fiscal year covered by the report
Definitive Proxy Statement on Form DEF 14A If the Form 10-K incorporates Part III information from the proxy statement, either the proxy statement must be filed within 120 days after fiscal year end or the 10-K must be amended by that date to add the Part III information
Form 8-K Within four business days after the occurrence of most events. An auditor’s restatement letter must be reported within two business days. A Form 8-K announcing the appointment of new officers may be delayed until a public announcement such as a press conference.
Form SD Regardless of the registrant’s fiscal year, the Form SD shall cover a calendar year and be due annually on May 31 for the prior calendar year.
Form 11-K Due within 90 days after the end of the fiscal year of the plan. Exception: Plans subject to ERISA have a filing deadline of 180 days after the plan’s fiscal year end.
Form 40-F Form 20-F due within four months after the end of the fiscal year covered by the report
Form D Form D is due within fifteen days of the first date of sale made in the offering.

FINANCIAL STATEMENTS STALENESS DATES

When financial statements become too old to be used in a prospectus or proxy statement, they are referred to as “stale.” In such cases, if a company’s financial statements have gone stale, they must file the most up-to-date required financial statements before utilizing a prospectus or proxy statement. The table provided below indicates the staleness date, which represents the last date on which such financial statements are eligible for use. In situations involving weekends or SEC holidays, the staleness date is deferred to the next business day.

FINANCIAL STATEMENTS DEADLINE 2024 STALENESS DATE
2023 3rd quarter financial statement for initial public offerings, Delinquent Filers1 and Loss Corporations2 45 days after year end February 14
2023 3rd quarter financial statements for Large Accelerated Filers 60 days after year end February 29
2023 3rd quarter financial statements for Accelerated Filers 75 days after year end March 15
2023 3rd quarter financial statements for all other filers 90 days after year end April 1
2023 year-end financial statements for Large Accelerated Filers and Accelerated Filers 129 days after year end May 8
2023 year-end financial statement for all other filers 134 days after year end May 13
2024 1st quarter financial statements for Large Accelerated Filers and Accelerated Filers 129 days after Q1 end August 7
2024 1st quarter financial statement for all other filers 134 days after Q1 end August 12
2024 2nd quarter financial statements for Large Accelerated Filers and Accelerated Filers 129 days after Q2 end November 6
2024 2nd quarter financial statement for all other filers 134 days after Q2 end November 11

 

The Securities and Exchange Commission (SEC) in the United States mandates certain categories of companies to file both quarterly and annual reports. Here’s who is typically included:

  1. Publicly Listed Companies: Firms that have conducted an initial public offering (IPO) and whose shares are publicly traded must file both quarterly and yearly reports.
    • Quarterly Reports (Form 10-Q): These are required for each of the first three quarters of a company’s fiscal year. They offer a comprehensive review of a company’s operations, including financial statements, management’s discussion and analysis of financial health and operational results, disclosures on market risk,and internal controls.
    • Annual Reports (Form 10-K): This report offers an exhaustive summary of a company’s financial activities over the fiscal year. It provides more detail than a 10-Q, including audited financial statements, a description of the company’s business, information about executive compensation, and a discussion of risk factors the company faces.
  2. Foreign Firms: Companies based outside the U.S. that have issued securities in the country must file a Form 20-F for their annual report. They may optionally file a Form 6-K for quarterly updates, though this is not compulsory as it is for U.S. companies.
  3. Smaller Reporting Companies: These firms have less than $250 million in public float, or under $100 million in annual revenue and either no public float or a public float below $700 million. They’re also obliged to file quarterly (10-Q) and annual (10-K) reports, although they may provide less comprehensive information compared to larger public firms.
  4. Emerging Growth Companies (EGCs): Companies classified as EGCs (typically those with total annual gross revenues less than $1.07 billion during their most recently completed fiscal year) must also file these reports, although they may have reduced reporting requirements for their initial filing and in subsequent periodic reports.

Note for Foreign Private Issuers (FPIs)

Generally, FPIs may use audited financial statements that are up to 15 months old at the time of effectiveness, except in certain instances. For example, in an IPO by an FPI that is not already listed in another jurisdiction, the audited financial statements may not be older than 12 months at the time of filing and at the time of effectiveness unless the FPI is able to represent adequately to the SEC that it is not required to “comply with this requirement in any other jurisdiction outside the United States and that complying with the requirement is impracticable or involves undue hardship.” For a registration statement that becomes effective more than nine months after the end of the last audited fiscal year, unaudited interim financial statements covering at least the first six months of the fiscal year (or more current financials, if published) are required.

1A “delinquent filer” is a registrant that files annual, quarterly and other reports pursuant to the Exchange Act, but all reports due have not been filed.
2A “loss corporation” a corporation entitled to use a net operating loss carryover or having a net operating loss for the taxable year in which the ownership change occurs.

DEFINITION OF FILER STATUS
Large Accelerated Filer: A reporting company that has an aggregate worldwide public float of $700 million or more as of the last business day of its most recently completed second fiscal quarter, has been subject to the periodic reporting requirements of the Securities Exchange Act of 1934 (“1934 Act”) for a period of at least 12 calendar months, has filed at least one annual report pursuant to Exchange Act Section 13(a) or 15(d), and does not qualify as a smaller reporting company under the revenue test.
Accelerated Filer: A reporting company that has an aggregate worldwide public float of $75 million or more but less than $700 million, as of the last business day of the company’s most recently completed second fiscal quarter, has been subject to the periodic reporting requirements of the Securities Exchange Act of 1934 (“1934 Act”) for at least 12 calendar months, and has filed at least one annual report pursuant to Exchange Act Section 13(a) or 15(d), and does not qualify as a smaller reporting company under the revenue test.
Non-Accelerated Filer: A reporting company that has an aggregate worldwide public float of less than $75 million as of the last business day of the company’s most recently completed second fiscal quarter, has not been subject to the periodic reporting requirements of the Securities Exchange Act of 1934 (“1934 Act”) for more than 12 months, or has not filed at least one annual report.
Smaller Reporting Company: A reporting company that has (i) a public float of less than $250 million or (ii) a public float of less than $700 million (including having no public float) and annual revenues of less than $100 million. An issuer cannot qualify as a smaller reporting company if it is an investment company, asset-backed issuer, or a majority-owned subsidiary of a parent that is not a smaller reporting company.

 

*Disclaimer*

All information from this webpage is from reputable sources such as the SEC and other Government websites, however its accuracy cannot be guaranteed. We do not offer professional legal counsel. Please consult your legal counsel with any questions.

Colonial Filings About Us Picture
Colonial Filings is an industry leading filing agent, offering full-service filing solutions among a host of other services. We pride ourselves on our dedication to customer service, high-quality file submissions, and community involvement. Contact us today to find out what makes us the best!

Here's the story, we were later than I wanted to be with our second quarter 10-Q, as a matter of fact it didn't come over until late last evening. I'm having surgery on Friday (a surprise to me) and wanted to be able to review the proofs as our CEO would not really know what to look for. Colonial managed to turn it around for me today - that's one day. He didn't have to and yet he did.
- R. Kang, CEO