Exchange Act Reports, Schedules, Statements, and Forms
Chapters in this video
- 0:00 Two parallel reporting tracks for issuers
- 1:16 Filer status and the periodic reports (10-K, 10-Q, 8-K)
- 2:45 Schedule 13D versus 13G at the 5% threshold
- 4:22 Form 13-F institutional holdings traps
- 5:35 Schedule 14A proxy mechanics for mergers
- 6:45 Insider Forms 3, 4, 5 and short-swing profit recovery
- 7:51 Rapid-fire exam recap
What this video covers
- How the Securities Exchange Act of 1934 creates two parallel reporting tracks (registration track and public-offering track) and why both demand identical periodic forms
- What filer status means (large accelerated, accelerated, non-accelerated) and why public float, never revenue, drives your 10-K and 10-Q deadlines
- When Form 8-K is triggered, the 4-business-day rule, and the cybersecurity trap where the clock starts at materiality determination instead of discovery
- The 5% beneficial-ownership threshold for Schedule 13D (active) versus Schedule 13G (passive), including the 5-business-day initial filing and the 10-day cooling-off period when a 13-G filer converts to 13-D
- What Form 13-F reveals and hides: only long positions in reportable securities for managers with $100 million or more under investment discretion, measured on any month-end
- Why Schedule 14A (proxy) requires a PRE 14A waiting period and what must appear inside (background of the merger, fairness opinion filed as an exhibit)
- Insider reporting under Forms 3, 4, and 5 and the strict liability short-swing profit recovery rule that claws back every penny of profit within any six-month window
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