Happy (almost) New Years! We’ve compiled a list of dates and deadlines for Securities and Exchange Commission (SEC) filers to keep in mind going into the new year.
Adoption of New Rules
- On February 1, 2022 all Form 24F-2 filers will be required to submit the form in XML format. This includes all existing Form 24F-2 filers.
- Starting August 1, 2022, all Closed-End Funds (CEFs) and Business Development Companies (BDCs) that are eligible to file a short-form registration statement will be required to submit financial statements, registration statement information, and prospectus information in Inline XBRL (iXBRL) format. The compliance date for all other funds subject to the same structured data requirements is February 1, 2023. For more information on these changes see our blog here.
See here for more information on changes regarding Form 24F-2, CEFs, and BDCs.
SEC Holidays and Hours
The SEC doesn’t accept filings 365/24/7. Make sure to take into account their hours of operation (weekdays, 6 am to 10 pm EST, excluding holidays) and their holiday schedule for the year.
SEC Peak Filing Days
Most filers use the same fiscal year and quarter end dates and are subject to the same schedule for due dates and deadlines. This inevitably leads to lots of filers submitting their filings on the same dates, causing the EDGAR submission system to be significantly slower than usual on those peak days. To allow yourself a little extra time when compiling and submitting your filings, check here for all SEC peak filing dates so that you are properly prepared to meet your deadlines.
Filing Deadlines
Below is a list of rules and deadlines for corporate finance, investment management, and ownership filers. When the filer type is left blank, this means that the due date applies to all filer types.
Corporate Finance |
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Form Type |
Due Date |
Filer Type |
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10-K |
60 days following the end of fiscal year |
Large Accelerated |
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10-K |
75 days following the end of fiscal year |
Accelerated |
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10-K |
90 days following the end of fiscal year |
Non-Accelerated |
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NT 10-K |
Due on business day after 10-K due date |
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Late 10-K |
After filing an NT 10-K, the due date is extended 15 days from the original due date |
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10-Q |
40 days following the end of fiscal quarter |
Large Accelerated |
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10-Q |
40 days following the end of fiscal quarter |
Accelerated |
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10-Q |
45 days following the end of fiscal quarter |
Non-Accelerated |
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NT 10-Q |
Due on business day after 10-Q due date |
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Late 10-Q |
After filing an NT 10-Q, the due date is extended 5 days from the original due date |
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11-K |
Due 90 days after the end of fiscal year, or 180 days if subject to the Employee Retirement Income Security Act of 1974 (ERISA) |
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NT 11-K |
Due on business day after 11-k due date |
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Late 11-K |
After filing an NT 11-K, the due date is extended 15 days from the original due date |
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20-F |
Within four months after the end of the fiscal year-end date |
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NT 20-F |
Due on the business day following the 20-F due date |
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Late 20-F |
After an NT 20-F is filed, the due date is extended 15 days from the original due date |
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Investment Management |
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Form Type |
Date |
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485BPOS |
Due 120 days following the fiscal year-end date |
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497 |
Due 5 days after the effective date or from the date of offering to the public, whichever comes latest |
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XBRL or iXBRL for 485BPOS/497 |
All 485BPOS and 497 filings must now be filed in iXBRL format |
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N-CEN |
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N-PORT |
Due within 60 days of the end of each quarter |
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N-SAR |
Due 60 days after the end of the fiscal year, and 60 days after the end of the 2nd quarter |
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24F-2 |
Due 90 days after the end of the fiscal year |
Ownership |
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|
Form Type |
Due Date |
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Form 3 |
Must be filed within 10 days after the event an individual becomes a reporting person |
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Form 4 |
Due before the end of the second business day following a transaction resulting in a change in beneficial ownership has occurred |
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Form 5 |
Due within 45 days after the end of the issuer’s fiscal year |
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Form 13F |
Institutional investment managers must file within 45 days following the end of each fiscal quarter |
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Form C |
Due within 120 days after the issuer’s fiscal year-end date |
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Form D |
Within 15 days after the first sale of securities in the offering |
