Reading SEC filings

The 10-K is the annual filing, the 10-Q the quarterly update, the 8-K breaking news, and the proxy pay and governance: read them in that order, because that is where information starts before anyone summarizes, softens, or spins it.

Everything secondhand about a company, from news articles to data terminals, traces back to documents the company files with the SEC under legal penalty for lying. Analysts read the filings because that is where information starts, before anyone summarizes, softens, or spins it. All of it is free at sec.gov, and this guide is the field manual.

The short version

The 10-K is the annual everything; the 10-Q the quarterly update; the 8-K breaking news; the proxy is pay and governance. Inside a 10-K, four sections carry nearly all the value: Item 1 (the business), Item 1A's SPECIFIC risks, Item 7 (MD&A, where results are explained with numbers), and Item 8's footnotes, where the inconvenient detail is required to live. Professionals read footnotes before press releases, reconcile every non-GAAP number, and treat management's prose as a claim to verify, not a summary to accept.

Which filing answers which question

Filing	When	What it is
10-K	Annually	The full annual report: audited statements, the business end to end, risks, MD&A
10-Q	Quarterly (x3)	The quarterly update: unaudited statements, thinner discussion, fresher numbers
8-K	Within 4 business days of an event	Material news as it happens: deals, departures, results, defaults
DEF 14A (proxy)	Before the annual meeting	Governance and pay: the board, compensation and its targets, shareholder votes
S-1 / F-1	Before going public	The IPO prospectus: the only complete self-portrait a private company files
13F	Quarterly, 45 days late	What large managers held: the source of every guru-portfolio article, always stale
13D / 13G	Within days of crossing 5%	An activist (13D) or passive (13G) owner announcing a large stake
Forms 3, 4, 5	Within 2 business days of a trade	Insider buys and sells, officer by officer

Using EDGAR like a professional

Company search at sec.gov/edgar: search by name or ticker, then filter by form type. Bookmark the company's filing index; it is the primary source everything else quotes.
Full-text search (efts.sec.gov/LATEST/search-index or the EDGAR full-text UI) searches INSIDE filings since 2001: every mention of a competitor, a customer name, or a phrase like "going concern" across all companies. One of the most underused research tools that exists, at any price.
Compare year over year. Open this year's and last year's 10-K side by side and read what CHANGED: new risk factors, reworded accounting policies, a segment quietly redefined. Companies edit these documents carefully; the edits are the signal.
The exhibits index at the back lists the actual contracts: credit agreements, executive employment terms, major customer agreements (sometimes redacted). When a debt covenant matters, the real document is Exhibit 10-something, not the summary.

The reporting calendar

Filer size	10-K due	10-Q due
Large accelerated (≥$700M float)	60 days after year end	40 days after quarter end
Accelerated ($75-700M)	75 days	40 days
Non-accelerated (<$75M)	90 days	45 days

The calendar itself carries signal: a company filing an NT 10-K ("notification of late filing") is announcing that something, often accounting review, prevented it from closing its books, and the market treats late filings as the smoke they usually are.

Inside a 10-K: the sections that matter

A 10-K can run three hundred pages and most is boilerplate. Four sections carry nearly all the value:

Item 1, Business. The company describing itself: segments, products, customers, competition, regulation. The first place to learn how it actually makes money, and where customer concentration ("one customer accounted for 22% of revenue") is disclosed.
Item 1A, Risk Factors. Mostly legal armor, but the SPECIFIC risks (a named customer, a patent expiring on a date, one supplier for a key part, a covenant level) are disclosures found nowhere else. Skim the generic; hunt the specific; and compare against last year for NEW entries, which are new for a reason.
Item 7, MD&A. Management's Discussion and Analysis: management explaining, with numbers, why results moved. The single highest-value section, because it decomposes changes into price, volume, currency, and acquisitions, which no summary service does faithfully. The liquidity subsection (cash needs, maturities, covenants) is the credit picture in prose.
Item 8, Statements and Notes. The audited statements plus footnotes: debt maturity schedules, lease obligations, segment detail, pension assumptions, litigation, revenue-recognition policy, and the auditor's Critical Audit Matters: the auditor naming, in public, the estimates it found hardest to verify. Read CAMs first; they are a map of where judgment lives.

Read the footnotes before the press release

The press release is what the company wants said; the footnotes are what the auditors made it say. When the two differ in tone, the footnotes are signed under penalty. Professionals read filings in reverse order of everyone else: notes first, MD&A second, headline numbers last.

A worked MD&A read

What a real MD&A paragraph gives you (illustrative)

"Revenue increased 9.4% to $2,340M. On a constant-currency basis
revenue grew 11.2%, comprising 6.8% volume growth, 3.1% from pricing,
and 1.3% from the Delta acquisition, partially offset by a 1.8%
currency headwind."

the analyst's extraction:
  organic growth        = 6.8 + 3.1            = 9.9%   <- the real number
  acquired growth       = 1.3%                          <- bought, not built
  FX                    = -1.8%                         <- noise, mean-reverting
  price vs volume mix   = pricing power is 1/3 of organic: check if price
                          held while volumes grew (healthy) or replaced them

That decomposition is why MD&A exists. Headline growth of 9.4% could hide a shrinking business padded by deals; here it hides a BETTER business than the headline. No screener field contains this; it is prose, and reading it is the edge.

8-Ks: the item codes worth knowing

Item	What it announces	Why you care
1.01	A material agreement	Deals, big contracts, settlements
2.02	Results of operations	The earnings release lives here
2.04	A triggering event on debt	Covenant breach or acceleration: read immediately
4.01 / 4.02	Auditor change / do-not-rely on past statements	The two most alarming codes in the system
5.02	Officer/director departure or arrival	A CFO 'pursuing other opportunities' mid-quarter is a sentence to respect
7.01 / 8.01	Regulation FD / other events	The catch-all where guidance updates hide

The proxy: pay and power

The DEF 14A answers the question every other filing avoids: what is management paid to do? The compensation discussion lays out the bonus metrics and their weights, and people deliver what they are paid for: bonuses on revenue produce acquisitions; on EPS, buybacks at any price; on relative TSR or ROIC over multi-year periods, discipline. The proxy also shows ownership (founders with real skin versus hired hands with granted options), related-party transactions, and the board's actual independence. Ten minutes in the proxy predicts capital allocation better than an hour of interviews.

Filings versus earnings calls

The quarterly triangle is release, call, then 10-Q, and each has a different honesty gradient. The release is marketing with numbers; the call's prepared remarks are rehearsed, but the Q&A is the live document: which questions management dodges, which analyst pushes, whether guidance language shifts from "confident" to "committed to improving." The 10-Q arriving weeks later contains what neither mentioned. The professional habit: note the claims made on the call, then verify them against the Q when it lands. The gaps are a running honesty score for the management team.

A working reading order for a new company

Item 1 of the latest 10-K: learn the business from the source.
MD&A for the last two years: what actually drives results, decomposed.
The statements and notes: debt schedule, segment note, revenue recognition, CAMs.
The proxy: how management is paid, and who owns what.
The last four 8-Ks and the newest 10-Q: what changed since the annual picture.
Then, only then, the earnings call transcripts, with claims to check against all of the above.

What to read with gloves on

Non-GAAP measures. "Adjusted EBITDA" excludes whatever the company chooses. The filing must reconcile it to the audited number; always read the reconciliation, because the SIZE and GROWTH of the gap is the story. An adjustment that recurs every quarter is a cost, renamed.
Quiet accounting-policy changes. A changed depreciation life or revenue-recognition method can manufacture a year of growth; the policy note discloses it in one dry sentence.
Segment redefinitions. Re-slicing segments resets every trend line an analyst was tracking. Sometimes legitimate; always convenient.
The word "substantially." Legal drafting hides precision. When a filing goes vague where a number was possible, the vagueness was chosen.

Glossary for this guide

10-K: The annual report filed with the SEC: audited financial statements, the business described end to end, risk factors, and management's discussion. The single most complete document a company produces.
10-Q: The quarterly filing: unaudited statements and a thinner discussion. Fresher than the 10-K, shallower than it.
8-K: The event filing, due within days of material news: an acquisition, an executive departure, results, a covenant breach. Where news breaks officially.
Proxy statement: The filing before the annual meeting covering governance: who sits on the board, how executives are paid and against which targets, and what shareholders will vote on. Pay structure predicts behavior.
MD&A: Management's Discussion and Analysis, Item 7 of the 10-K: management explaining in prose why results moved, decomposing changes into price, volume, currency, and deals. The highest-value section for understanding a business.
Footnotes: The notes attached to audited financial statements: debt maturities, leases, segments, pensions, litigation, accounting policies. The fine print that professionals read first, because it is where inconvenient detail is required to live.
Non-GAAP measures: Company-defined numbers like adjusted EBITDA that exclude items the company chooses to exclude. Filings must reconcile them to the audited figure; the reconciliation, and especially its size, is the informative part.
13F: The quarterly holdings disclosure large investment managers must file, 45 days after quarter end. The source of every 'what the gurus own' list, and always six weeks stale.
Insider transactions: Filings that report officers' and directors' trades in their own stock within days. Insider buying with personal cash is one of the few signals with consistent academic support; selling has too many innocent reasons to read alone.
Merger proxy: The filing shareholders receive before voting on a deal: background of the negotiation, the price's justification, and the fairness opinion. The primary source on how real acquisitions get priced.
Fairness opinion: The valuation a target board's bankers file inside the merger proxy attesting the price is fair. Its exhibits disclose the bankers' own comps, precedents and DCF assumptions: a complete worked valuation, public for anyone to read.