8-K vs 10-K vs 10-Q: Which SEC Filing Tells You What

The short answer

A 10-K is the audited annual report, filed once a year. A 10-Q is the unaudited quarterly update, filed three times a year. An 8-K is a current report, filed within four business days of a specific material event — an acquisition, an executive departure, a major contract, a guidance change. The first two are scheduled; the third is triggered.

How often each one actually arrives

The 8-K is by far the most common of the three, and the gap is larger than most people expect. Across the roughly 2,600 US companies EquiReason reads, our filing corpus holds 32,055 documents: 19,379 8-Ks, 6,958 10-Qs and 2,285 10-Ks. That works out to about eight and a half 8-Ks for every annual report.

What each filing is for

• 10-K — audited, annual, exhaustive. The business description, risk factors, MD&A and full financial statements. This is where you understand what a company is and what it says could go wrong.
• 10-Q — unaudited, quarterly, incremental. Updated financials and material changes since the last report. There is no fourth-quarter 10-Q; the 10-K covers that period.
• 8-K — unscheduled, event-driven, narrow. One disclosure, filed within four business days. Usually short. This is where news breaks.

Which one gets there first

Almost always the 8-K. A company that signs a major customer, loses a CFO, restates earnings or changes guidance must file an 8-K within four business days — long before the event is described in a quarterly or annual report. By the time the same fact appears in a 10-Q, it may be two months old and already priced.

This is why the 8-K stream, rather than the annual report, is where timing lives. The 10-K tells you what a business is; the 8-K tells you what just changed about it.

Item numbers: how to read an 8-K quickly

Every 8-K is filed under one or more item numbers that say what kind of event it reports. Learning a handful of them turns the 8-K stream from noise into a filterable feed.

• Item 1.01 — entry into a material definitive agreement (contracts, partnerships, financing)
• Item 2.02 — results of operations: the earnings release itself, filed before the 10-Q
• Item 5.02 — departure or appointment of directors and officers
• Item 7.01 / 8.01 — Regulation FD disclosure and 'other events', the widest and least standardised categories

Audited, reviewed, or neither

Only the 10-K is audited. A 10-Q is reviewed by the auditor but not fully audited. An 8-K is neither — it is a disclosure, not a financial statement. That does not make it less reliable as a statement of fact, but it does mean the numbers inside an 8-K earnings release are preliminary until the 10-Q confirms them.

Deadlines

• 10-K — 60 days after fiscal year-end for large accelerated filers; up to 90 days for smaller filers
• 10-Q — 40 days after quarter-end for large accelerated filers; up to 45 days for smaller filers
• 8-K — four business days after the triggering event, with a few exceptions

Foreign companies file different forms

A company incorporated outside the US and qualifying as a foreign private issuer does not file 10-Ks, 10-Qs or 8-Ks at all. It files a 20-F annually and 6-Ks for interim disclosures. Our corpus holds 825 6-Ks and 65 20-Fs, which is a useful reminder of how small that population is relative to domestic filers — and why a screen built only on 10-K data quietly drops those companies.

How to use all three together

Read the 10-K once to learn the business and its stated risks. Read each 10-Q to see whether the numbers are moving the way the 10-K implied. Watch the 8-K stream continuously, because that is where a change shows up first and where the gap between what is public and what is priced is widest.