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View Diary: The Crisis Deepens, but Obama Has Too Little Room to Maneuver and Experiment (24 comments)

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  •  Form 8-K (0+ / 0-)

    In addition to filing annual reports on Form 10-K and quarterly reports on Form 10-Q, public companies must report certain material corporate events on a more current basis. Form 8-K is the "current report" companies must file with the SEC to announce major events that shareholders should know about.

    The instructions for Form 8-K describe the types of events that trigger a public company's obligation to file a current report, including any of the following:

    Section 1 -- Registrant's Business and Operations
    Item 1.01  Entry into a Material Definitive Agreement
    Item 1.02  Termination of a Material Definitive Agreement
    Item 1.03  Bankruptcy or Receivership
    Section 2 -- Financial Information
    Item 2.01  Completion of Acquisition or Disposition of Assets
    Item 2.02  Results of Operations and Financial Condition
    Item 2.03  Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
    Item 2.04  Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement
    Item 2.05  Costs Associated with Exit or Disposal Activities
    Item 2.06  Material Impairments

    Section 3 -- Securities and Trading Markets
    Item 3.01  Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
    Item 3.02  Unregistered Sales of Equity Securities
    Item 3.03  Material Modification to Rights of Security Holders
    Section 4 -- Matters Related to Accountants and Financial Statements
    Item 4.01  Changes in Registrant's Certifying Accountant
    Item 4.02  Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review
    Section 5 -- Corporate Governance and Management
    Item 5.01  Changes in Control of Registrant
    Item 5.02  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
    Item 5.03  Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
    Item 5.04  Temporary Suspension of Trading Under Registrant's Employee Benefit Plans
    Item 5.05  Amendment to Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics
    Item 5.06  Change in Shell Company Status
    Section 6 -- Asset-Backed Securities  
    Item 6.01  ABS Informational and Computational Materials
    Item 6.02  Change of Servicer or Trustee
    Item 6.03  Change in Credit Enhancement or Other External Support
    Item 6.04  Failure to Make a Required Distribution
    Item 6.05  Securities Act Updating Disclosure
    Section 7 -- Regulation FD
    Item 7.01  Regulation FD Disclosure
    Section 8 -- Other Events
    Item 8.01  Other Events (The registrant can use this Item to report events that are not specifically called for by Form 8-K, that the registrant considers to be of importance to security holders.)
    Section 9 -- Financial Statements and Exhibits
    Item 9.01  Financial Statements and Exhibits

    Companies have four business days to file a Form 8-K for the events specified in the items in Sections 1-6 and 9 above. However, if the issuer is furnishing a Form 8-K solely to satisfy its obligations under Regulation FD, then the due date might be earlier. (Issuers with questions concerning compliance with Regulation FD should consult with counsel or the SEC’s Division of Corporation Finance.)

    You can find a company’s Form 8-K filings on the SEC’s EDGAR database. We have posted information on our website on how to use the EDGAR database.  For more information, you may wish to read answers to Frequently Asked Questions about the implementation and interpretation of the Form 8-K items, produced by the staff of the Division of Corporation Finance.

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