What is a 10-K filing?
A 10-K is the comprehensive annual report that publicly traded U.S. companies are required to file with the SEC. It contains audited financial statements, business descriptions, risk factors, and management commentary covering the entire fiscal year.
The short answer
The 10-K is the most thorough financial document a U.S. public company publishes. It's filed once per fiscal year and goes far beyond the glossy "annual report to shareholders" — the 10-K includes audited financials, a full risk-factor section, exhaustive business descriptions, executive compensation, legal proceedings, and management's discussion and analysis.
If you've heard someone say "read the 10-K," they mean read the document with the real, audited, lawyer-vetted numbers.
What's in a 10-K
Every 10-K is divided into four parts:
Part I — Business and risk
- Item 1 — Business. What the company actually does. Products, segments, customers, geography, competition, intellectual property, regulatory environment, employees.
- Item 1A — Risk Factors. The catalog of things that could hurt the business. Often dozens of pages. Most are boilerplate, but new or expanded risks are worth attention.
- Item 1B — Unresolved Staff Comments. Open SEC staff comments. Usually empty; when populated, worth reading.
- Item 1C — Cybersecurity. Required since 2023. Describes the company's cyber risk-management processes.
- Item 2 — Properties. Real estate, manufacturing facilities, etc.
- Item 3 — Legal Proceedings. Material litigation.
- Item 4 — Mine Safety Disclosures. Mining companies only.
Part II — Financial information
- Item 5 — Market for Registrant's Common Equity. Stock price history, dividend history, equity compensation plan info, buyback activity.
- Item 6 — [Reserved]. Used to be Selected Financial Data, removed by SEC.
- Item 7 — Management's Discussion and Analysis (MD&A). Management's narrative explanation of the financial results. Critical reading.
- Item 7A — Quantitative and Qualitative Disclosures About Market Risk. FX, interest rate, commodity exposures.
- Item 8 — Financial Statements and Supplementary Data. The actual audited income statement, balance sheet, cash flow statement, and notes.
- Item 9 — Changes in and Disagreements With Accountants.
- Item 9A — Controls and Procedures. Management's report on internal control over financial reporting (ICFR), plus the auditor's opinion on ICFR.
- Item 9B — Other Information.
- Item 9C — Disclosure Regarding Foreign Jurisdictions.
Part III — Governance
- Item 10 — Directors and Executive Officers.
- Item 11 — Executive Compensation.
- Item 12 — Security Ownership of Certain Beneficial Owners.
- Item 13 — Certain Relationships and Related Transactions.
- Item 14 — Principal Accountant Fees and Services.
Much of Part III can be incorporated by reference from the company's proxy statement (DEF 14A), so the 10-K itself may just refer you to that document.
Part IV — Exhibits and signatures
- Item 15 — Exhibits. Material contracts, articles of incorporation, bylaws, subsidiary list, consents, CEO/CFO certifications, XBRL data, etc.
When 10-Ks are filed
Filing deadlines depend on the company's classification as a filer:
| Filer category | 10-K due (after fiscal year-end) | |---|---| | Large accelerated filer ($700M+ public float) | 60 days | | Accelerated filer ($75M–$700M public float) | 75 days | | Non-accelerated filer | 90 days |
Most large U.S. names (S&P 500, etc.) are large accelerated filers and have 60 days. December fiscal year-end companies typically file their 10-K in February.
10-K vs annual report to shareholders
These are two different documents, often confused:
- The 10-K is filed with the SEC and is dense, formal, audited, and complete.
- The annual report to shareholders (sometimes called the "glossy") is designed for marketing — large photographs, the CEO letter, summary financials. It is sent to shareholders before the annual meeting.
Many companies now publish a "combined" annual report that bundles the glossy with the 10-K. When in doubt, look for the 10-K cover page — that's the regulatory document.
Why investors and quants read 10-Ks
- Audited financials. The income statement, balance sheet, and cash flow statement are signed by an outside auditor. This is the highest-credibility version of the company's numbers.
- Risk factors. Year-over-year changes in the risk factors section often hint at what's keeping management up at night. New risks added are worth attention.
- Segment reporting. Many companies disclose segment-level revenue and profitability only in the 10-K notes. This is essential for sum-of-the-parts analysis.
- Footnote granularity. Off-balance-sheet items, lease obligations, pension liabilities, tax positions — all in the footnotes.
How to get 10-K data programmatically
10-Ks are filed via EDGAR like all other SEC filings. The challenges:
- The HTML version is unstructured for general parsing. Extracting individual items (e.g. "give me the MD&A section") requires custom logic per company.
- 10-Ks now ship with iXBRL structured data — every financial line item is tagged. This is the best way to programmatically pull the audited numbers.
- File sizes are large (often >5 MB), so a real-time pipeline needs to handle bandwidth.
EdgarKit indexes 10-K filings and returns structured metadata plus links to the iXBRL data:
curl "https://api.edgarkit.com/v1/filings?form_type=10-K&ticker=NVDA&limit=1" \
-H "Authorization: Bearer YOUR_API_KEY"
Returns the most recent NVDA 10-K with filing metadata, accession number, and exhibit links.
FAQ
When is a 10-K due?
60 days after fiscal year-end for large accelerated filers, 75 days for accelerated filers, and 90 days for non-accelerated filers. The classification depends on public float.
What's the difference between a 10-K and a 10-Q?
A 10-K covers the full fiscal year and contains audited financials. A 10-Q covers a single fiscal quarter and is unaudited (the auditor only reviews it, doesn't issue an opinion). 10-Ks are also much longer and include several sections (risk factors, business description) that don't appear in 10-Qs.
Is the auditor's opinion in the 10-K?
Yes. The full opinion appears in Item 8 alongside the financial statements. An "unqualified" or "clean" opinion is the standard outcome. Any other type of opinion — qualified, adverse, or disclaimer — is a serious red flag.
Can I rely on the iXBRL data instead of parsing the HTML?
For standardized financial line items, yes. iXBRL is the SEC's structured financial data format and is reliable. For narrative sections like MD&A or risk factors, you still have to work with the HTML.
How quickly can I get the 10-K after it's filed?
EDGAR makes the filing public immediately upon acceptance. Real-time monitoring tools see the filing within seconds.