EDGAR: It’s Not that Guy Whispering Stock Tips …

search-edgar-promoEDGAR is a free public database of corporate information collected and maintained by the U.S. Securities and Exchange Commission.  Since 1996 all public domestic companies have been required to submit filings on EDGAR and in 2002 all foreign entities were required to submit electronic filings to the EDGAR system.  Currently, there are over 20 million documents available through EDGAR.

Today EDGAR is primarily all electronic file cabinets of filing documents submitted by companies as required by various statutes and regulations.  In an effort to make the data from filed forms more usable, the SEC is currently updating EDGAR to use “interactive data,” which allows users to view and download the actual data from the filings rather than just a copy of the filing.  Most information on EDGAR is about public companies and mutual funds.

You might be surprised to know that there are hundreds of filers in Montana.  Some Montana filers include large publicly traded companies like Glacier Bancorp sharing information with investors, former governor Brian Schweitzer disclosing stock options from Stillwater Mining, and local Missoula business Montgomery Distillery detailing a small private investment offering.

The Available Information

There are many uses for the information found on EDGAR and while much of it may be available from third-party or even news organizations, searching EDGAR directly lets you get the news straight from the horse’s mouth so to speak.  You might search EDGAR if you are interested in investing in a public company or mutual fund or perhaps you are assisting a client with estate planning and need information on some of their investments.

The primary types of information found on EDGAR include disclosure of financial information, executive compensation, insider transactions, shareholder meetings, initial public offerings, and bankruptcies.  Companies submit this information to EDGAR through the use of a variety of forms, many identified by an array of numbers and letters, such as 10-Q and 14-A.  Below are short explanations of some of the most common forms accessed by investors on EDGAR.

Financial information forms include financial statements, earnings announcements, and registration statements for selling investment securities.  Three common financial forms you’ll come across are:

  • Form 10-Q:  Unaudited quarterly financial statements
  • Form 10-K:  Audited annual financial statements
  • Form 8-K:  Current information provided between Form 10-Q filings, including earnings announcements.

The officers and directors of a company and any beneficial owners of more than 10% of any class of a company’s equity securities must file a statement of ownership regarding those securities.  The specific forms they file are:

  • Form 3:  Initial statement of beneficial ownership
  • Form 4:  Statement of changes in beneficial ownership
  • Form 5:  Annual statement of beneficial ownership.

HELP!  10K, 10Q, 8K, S1!  Sorting through Form Soup

There are many more types of forms that companies are required to file besides those few listed above.  You might be thinking — I thought a 10K was a racing distance and how does anybody know where to find some actual information and not just a form!  The good news is that there are many helpful lists, links, and websites that can help you sort out the Form Soup.  A few are listed below:

SEC Guide to Researching Public Companies through EDGAR.  Not only does this guide contain information about EDGAR, search tips, and FAQs, but it also breaks down types of information you may be searching for (such as insider transactions or initial public offerings).  In addition, it tells you which forms contain that information.  I recommend bookmarking or opening a new tab for using this guide, because it contains lots of hyperlinks that can led you to more about specific forms, reading financial statements, and the rules and regulations behind all the information.

SEC Forms List.  As you gain more familiarity with the types of forms companies must file this list can be a helpful resource.  It lists all the forms companies may be required to file on EDGAR.  Also, links are provided to blank versions of the forms that include instructions for completing each form.  Because certain company filings can be hundreds of pages, having the blank form may help you determine what section of the form contains the specific information of interest to you.

Investopedia.  This is a free financial encyclopedia that not only can help explain SEC forms, but also has definitions for terms of art you may encounter while reviewing information on EDGAR or even this blog post!

Search Tips

As with all electronic searches, there are some limitations to watch for.  When conducting a company search on EDGAR, you should use the full name of the company rather than its common name.  For example, searching for IBM (a common name) won’t get you IBM.  But using the full name, International Business Machines, will pull up filings for IBM.  Also, you may need to try searches with and without punctuation that may be part of a company’s name.  Finally, EDGAR uses “Corp” for corporation and “inc” for incorporation.

When you have pulled up a list of a company’s filings, the default listing is chronological, with the most recent filing first.  Also note that in cases where a company amends a filing, the original filing is not pulled off the system.  The amended filing is added and “/A” is added to the filing number.  For instance, a listing for “10-K/A” is a Form 10-K audited annual financial statement that has been amended.  Thus, always check to see whether the filings you are relying on have been amended.

Let’s Actually SEARCH

Now that you know that EDGAR is not a guy whispering stock tips, let’s walk through a company search.  Perhaps you’re interested in investing in a Montana company, so let’s go check out the financial statements for Glacier Bank.

From the SEC Homepage the easiest way to access EDGAR is to click on “Company Filings” at the top right of the page.  See the figure below.

Screen Shot-SECHomepage

Once you’ve reached the company filings search page, you can conduct a basic search or an advanced search.  Click on “More Options” to bring up the advanced search features.  In addition to accessing the company search functions from this page, you can also link to some of the helpful SEC guides on using EDGAR and navigating Form Soup.  See the figure below.

Screen Shot-Search-Guides-FilingTypes-Help

Since I need to enter a company’s full name for my search, I input Glacier Bancorp rather than Glacier Bank to make sure I get closer to my targeted result.  My search results in two “hits.”  I’m interested in the Montana company so I select the first result by clicking on the highlighted red number under the CIK (Central Index Key) column on the left.  See below.

Screen Shot-results-search-GlacierBancorpAfter selecting the first result, the page that comes up provides a list of all the filings Glacier Bancorp has made, with the most recent filing listed first.  In the figure below, notice that you can filter your results to only look for certain filing types, by date, and can choose to include or exclude reports on director and officer ownership.  Because I want to search for financial statements to evaluate the company’s health for a possible investment, I’m going to select the most recent 10-Q (unaudited quarterly financial statements).  Also note that I have the option to view results in either “Documents”” or “Interactive Data” format.

Screen Shot-filings-GlacierBancorp

First, let’s look at the document view format to examine our information, beginning by selecting the 10-Q filed on November 8, 2013.  The figure below shows you all the documents that makeup the parts of the 10-Q filings.  There is the Form 10-Q itself and the CEO and CFO certifications that verify the information in the report is accurate.

Screen Shot-10-Q results-GlacierBancorp

Next, let’s take a look at the Form 10-Q.  The document that comes up is a copy of the form as it was filed with the SEC.  Click on this link to look at Glacier Bancorp’s 10-Q in its entirety, complete with a linked table of contents to assist you in navigating this 62-page filing.

How does the “Interactive Data” format view compare with the “Document” view?  You can access the “Interactive Data” view from either the search results page or from the Form 10-Q page as shown and noted in the figure above.  Once you select “Interactive Data” view, the next screen looks like the figure below.

Screen Shot-InteractiveData-GlacierBancorp

Once here, use the yellow box to view all the different types of information available.  You can print the information or, even better, download it into an Excel spreadsheet where you can format the data to calculate various financial ratios, create charts tracking company revenues, or format the data in a variety of ways useful to your particular situation.

Whew!  With over 20 million company filings made on all kinds of forms, our search has only just touched the tip of the iceberg when it comes to EDGAR.  Go explore — it’s free!

Authored by Amanda Henthorne, 3L, University of Montana School of Law.  Prior to Law School Amanda spent several years working for the SEC and has a close familiarity with EDGAR, the topic of her law resource review.

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