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# Other

# Using EDGAR to Research Investments

                            Sept. 5, 2018                       

The EDGAR database provides free public access to corporate information, allowing you to research a public company’s financial information and operations by reviewing the filings the company makes with the SEC.  You can also research information provided by mutual funds (including money market funds), exchange-traded funds (ETFs), and variable annuities.

**Where to begin?**

In addition to this link, you have two ways of accessing EDGAR from the SEC.gov home page: 
                                - To search for a  public company , type the company’s name or ticker symbol in the search bar at the top of the home page. 
                                - To search for a  mutual fund ,  ETF , or  variable annuity , click on  Company Filings  under the search bar at the top of the home page to get to the EDGAR search page.  On the left side, you’ll find tools optimized to search for  Mutual Funds  and  Variable Annuities .  You can use the  Mutual Funds  tool to also search for ETFs.  You can search for other types of funds as you would search for public companies.

**Form Types**EDGAR presents search results in chronological order and identifies the filings by form types, shown in the first column of the search results.  For example, the form type for the annual report on Form 10-K filed by domestic public companies is “10-K.”  

Filings with “/A” appended to the form type code indicate an amendment.  For example, the form type “10-K/A” would indicate an amendment to a Form 10-K filing. 

*This guide describes where you can find certain types of information in common filings by public companies, mutual funds, and ETFs.  A more comprehensive list of the types of forms filed on EDGAR can be found at this**forms list**.*

**Financial Information and Results of Operations**Domestic public companies file *annual* and *quarterly reports*, as well as *current reports* when certain events occur that require prompt disclosure.  The annual and quarterly reports include financial statements for the relevant period.

Some companies are currently filing (and soon all companies will have to file) these disclosure reports with financial information in a *structured data*format referred to as Inline XBRL—a format that allows a third-party program to read and parse the information.  EDGAR incorporates tools that enable users to take advantage of the information.  See Inline XBRL to learn more. 

**Shareholder Meetings**Public companies, mutual funds, and ETFs that are subject to SEC proxy rules send proxy statements to their shareholders to solicit their votes at shareholder meetings.  Proxy statements describe the matters to be voted on at the meeting and may include compensation and other information about the company’s or fund’s board and executive officers.  The proxy statements of domestic public companies, mutual funds, and ETFs subject to SEC proxy rules can be found on EDGAR.

**Executive Compensation**Domestic public companies regularly disclose the compensation of their chief executive officer and other highly paid executives, and describe their executive and board compensation policies. 

**Insider Transactions**Corporate insiders—officers, directors, and holders of more than 10 percent of a class of the company’s registered equity securities—must regularly disclose holdings and transactions in all equity securities of that company. 

**Beneficial Ownership Interest**Any person or group of persons that acquires beneficial ownership of more than five percent of a class of a public company’s registered voting securities must disclose their holdings.  In addition, companies regularly disclose who their significant shareholders are and institutional investment managers, such as managers of mutual funds, hedge funds, or pensions, regularly disclose their holdings.

**Business Combinations**Depending on how a merger or acquisition is structured, different types of filings may be required by the companies involved in the transaction.  Common form types filed in connection with a business combination include the following.

**Public Offerings**In order to register an offer and sale of securities to the public with the SEC, a company must file a *registration statement*.  The first time a company publicly offers and sells its securities is known as its initial public offering.  A *prospectus*, which often is a large part of the registration statement, is the document given to investors that discloses information about the company and the offering. 

**Securities-based Crowdfunding**Crowdfunding is a way to raise money from small individual investments or contributions from a large number of people.  Companies that offer and sell securities to the public in reliance on an exemption from registration for securities-based crowdfunding must make filings on EDGAR.

**Regulation A Offering**Regulation A allows eligible companies raising $50 million or less in a 12-month period to offer securities to the public with more limited disclosure than what is required in a registered securities offering.  Companies conducting Regulation A offerings are subject to *Tier 1*or *Tier 2* requirements depending on how much capital they plan to raise in the offering.  Companies conducting Tier 1 offerings do not have ongoing reporting requirements other than filing a final report to disclose the termination or completion of the offering while companies conducting Tier 2 offerings do have ongoing reporting requirements.

**Foreign Private Issuers**Some public companies that are organized or formed outside of the United States, known under federal securities laws as *foreign private issuers*, may file reports with the SEC on different forms than those that must be filed by U.S. public companies. 

**Mutual Funds and ETFs**Mutual funds and ETFs make some of the same or similar filings on EDGAR that public companies do.  They also file some different forms, with some filed only by money market funds.  Please note funds may have similar names.  To help ensure you are looking at the correct fund, double check the ticker symbol on the search results page.  ***In addition to finding these filings on EDGAR, you can typically get them from the fund’s website or your financial professional.***

**Variable Annuities**

Variable Annuities make some of the same or similar filings on EDGAR that mutual funds and ETFs do.  For the best results, search by the marketing name of the variable annuity contract.  Please note that insurance companies and their contracts may have similar names.  To help ensure you are looking at the correct variable annuity, double check the name of the contract and the name of the insurance company.  ***In addition to finding these filings on EDGAR, you can typically get them from the insurance company’s website or your financial professional.***

**Exhibits**Exhibits are often required in filings and can include material agreements, organizational documents such as company bylaws, financial statements and presentations. 

A list of exhibits can be found near the end of the filing in the *exhibit index*, and public companies are now required to include a hyperlink to each exhibit listed.  An exhibit may be filed at the same time as the filing or it may have been previously filed.  If it was filed with a prior version of the filing, there often is a notation indicating that the exhibit was *previously filed*.  If it was filed with a different filing altogether, the exhibit index often notes the exhibit as being *incorporated by reference*.  The following table illustrates a sample exhibit index.

* Previously filed.

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