When must a company file an 8-K?

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

What counts as a 'material' event?

An event that a reasonable investor would consider important in deciding whether to buy or sell securities — that is the threshold for the SEC disclosure obligation.

An amendment to a previously filed 8-K — commonly used to provide the financial statements of an acquired business after the original 8-K announced the transaction.

Learn / 8-k

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: 2026-07-30. 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

Skim the cover page for the list of Items checked. Each Item is a separate trigger.
Read the body for each Item — usually two to four paragraphs per Item.
Check Exhibit 99.x for any press release, presentation, or legal document attached.
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.

Frequently asked questions

When must a company file an 8-K?: Generally within four business days of the triggering event. The 8-K is the SEC current report, used to disclose material events that arise between periodic filings.
What triggers an 8-K?: A material event between periodic filings, categorized by the specific Items in Form 8-K — for example Item 4.02 (non-reliance on prior financials / restatements), Item 5.02 (executive turnover), and Item 1.02 (terminated material agreements).
What counts as a 'material' event?: An event that a reasonable investor would consider important in deciding whether to buy or sell securities — that is the threshold for the SEC disclosure obligation.
What is an 8-K/A?: An amendment to a previously filed 8-K — commonly used to provide the financial statements of an acquired business after the original 8-K announced the transaction.

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 — 29 filings indexed. Updated as new EDGAR submissions are ingested.

Sister-property applied analysis

SecFilingDex catalogs the filings. For applied analysis on the same SEC corpus — narrowed to tracked superinvestors with framework + POV — see the sister site:

HoldLens: Event Score — 8-K events scored — Every 8-K Item is weighted by HoldLens's Event Score; the scoring framework + the live feed.
HoldLens: Buybacks vs Dividends — Item 8.01 buyback events get the same scoring lens as 10-K authorizations — capital return as a single concept.

Reading on filings

Understanding the form is step one; reading one is step two. These are the references that help with the second part.

Security Analysis — Benjamin Graham & David Dodd
The reference on reading a filing and valuing what is inside it. Dense, and still the book the rest cite.
Financial Shenanigans — Howard M. Schilit
How accounting manipulation actually shows up in disclosures — written around real filings and what gave them away.
Financial Statement Analysis — Martin S. Fridson & Fernando Alvarez
A working guide to the statements inside a 10-K or 20-F, including where the notes matter more than the headline numbers.
The Intelligent Investor — Benjamin Graham
The plain-language starting point if the filings are new to you and the vocabulary is the obstacle.
The Essays of Warren Buffett — Lawrence A. Cunningham (ed.)
Shareholder letters organised by theme — a filer's own account of what disclosure is for, from the reporting side.

Several of these are on Audible — free trial — Graham and Fridson both read well as audio if you are commuting.

Book links go to Amazon. As an Amazon Associate, SecFilingDex earns from qualifying purchases, at no extra cost to you. The filings data on this site is free and never changes based on these links.

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.