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What is an 8-K filing?

An 8-K is the SEC current report — used to disclose material events that arise between periodic filings. Generally due within four business days of the triggering event.

Last updated: 2026-05-01. Source: SEC EDGAR.

An 8-K announces material news, fast

Where 10-Ks and 10-Qs report on completed periods, the 8-K is for unscheduled events the market should know about immediately. Examples: earnings releases, mergers and acquisitions, bankruptcy, executive transitions, material contract changes, regulatory matters, and changes in auditor.

Companies typically file an 8-K within four business days of the triggering event, though some items have shorter windows (or are conditional on prior public disclosure).

What triggers an 8-K — the item taxonomy

The 8-K is organized by “Items” (item numbers). Each Item corresponds to a specific kind of triggering event. Selected items most market participants track:

  • Item 1.01: Entry into a Material Definitive Agreement.
  • Item 1.02: Termination of a Material Definitive Agreement.
  • Item 2.01: Completion of Acquisition or Disposition of Assets.
  • Item 2.02: Results of Operations and Financial Condition (earnings releases).
  • Item 4.02: Non-Reliance on Previously Issued Financial Statements (restatements).
  • Item 5.02: Changes in Directors or Officers; Compensatory Arrangements.
  • Item 7.01: Regulation FD Disclosure (voluntary disclosure to put information on equal footing).
  • Item 8.01: Other Events the company deems material.
  • Item 9.01: Financial Statements and Exhibits.

How to read an 8-K quickly

  1. Skim the cover page for the list of Items checked. Each Item is a separate trigger.
  2. Read the body for each Item — usually two to four paragraphs per Item.
  3. Check Exhibit 99.x for any press release, presentation, or legal document attached.
  4. Note the filing date vs. event date — gaps suggest internal review took time, which is itself signal.

8-K/A — amendments

An 8-K/A amends a prior 8-K. Common case: an Item 2.01 acquisition closure followed within 71 days by an 8-K/A providing the financial statements of the acquired business (Item 9.01 amendment). SecFilingDex tracks 10 8-K/A amendments.

Our view

8-Ks are where the alpha is, and most of it is in the items most observers ignore: 4.02 (restatements), 5.02 (executive turnover), and 1.02 (terminated material agreements). The market under-prices these because they aren't earnings — but they are the disclosures that change forward fundamentals.

See live data

Browse live 8-K filings 23 filings indexed. Updated as new EDGAR submissions are ingested.

Related

Glossary

8-K
Current report on Form 8-K filed with the SEC to disclose material events between periodic filings. Generally due within four business days of the triggering event under Items specified in Form 8-K.
8-K/A
An amendment to a previously filed 8-K. Often used to provide financial statements of an acquired business after the closing 8-K announced the transaction.
Item 4.02
Item 4.02 of Form 8-K — Non-Reliance on Previously Issued Financial Statements. Filed when the company concludes prior financials should no longer be relied upon. A restatement signal.
Material event
An event that a reasonable investor would consider important in deciding whether to buy or sell securities. The threshold for SEC disclosure obligations.