How to Read SEC Filings (10-K, 10-Q, 8-K, S-1)

Direct answer: Start on EDGAR, the SEC's free database. The 10-K gives you the annual picture. The 10-Q covers the latest quarter. The 8-K is for anything material that just happened. Shares outstanding sit on the cover page. Full-text search drops you straight onto the numbers.

If you trade US small-caps, the filing is the source. Everything else is somebody's summary of it. Once you can open the actual document, you stop trading on secondhand numbers. So here's the map.

What are the main SEC filings and what does each one tell you?

Seven filing types cover almost everything a small-cap will ever put out. Each answers a different question: what happened over the year, over the quarter, this week, and how much stock is registered to hit the tape. Learn those seven and the rest is noise.

• 10-K the annual report. Full-year financials, risk factors, business description, share count. It's the deepest single document a company files.
• 10-Q the quarterly report. Same shape as the 10-K, shorter, and not audited. It refreshes the numbers three times a year between annuals.
• 8-K the "something happened" filing. A new offering, a CEO walking out, a delisting notice, a merger, results. Stock's moving and you don't know why? Check the 8-K feed first.
• S-1 the registration statement, filed ahead of an IPO or a resale of shares. It registers stock to be sold to the public.
• S-3 the shelf. A company registers a big slug of stock upfront and sells it later in pieces. On a small-cap, an active shelf is a dilution runway sitting right there.
• 424B5 the prospectus supplement that comes off a shelf. This one spells out the actual deal. How many shares, at what terms. Often it's the real dilution event.
• DEF 14A the proxy. Voting matters, exec pay, the board, and requests to authorize more shares. A bump in authorized shares tends to surface here first.

Where do you find shares outstanding in an SEC filing?

The cover page. Both the 10-K and the 10-Q print shares outstanding on page one, dated as of a specific recent date, usually a few weeks before the filing went out. That dated figure is your anchor, and the date matters as much as the count.

Why care about the date? A cover-page share count can be stale by the time you read it, especially if the company's been selling stock off a shelf. The number without its date tells you almost nothing.

How do you actually navigate EDGAR?

EDGAR is the SEC's public filing system and it costs nothing. Two moves do most of the work. Search a company to get its full filing history, or run a full-text search to find a phrase or a number across every filing at once. That's the whole trick.

1. Company search. Type the ticker or the name. You get every filing, newest first. Filter by type (10-K, 8-K, 424B5) and the noise drops away.
2. Full-text search. This one scans the content of filings across every company. Search "at-the-market" or a specific number and land on the exact paragraph instead of grinding through 200 pages.

Doing dilution work? Watch the 8-K and 424B5 feed. New shares leave a paper trail there before the float number updates anywhere else.

See it yourself

Nothing in a filing has to be taken on faith. You can trace a share count or a raise in about five minutes. Pull the latest quarterly, read the dated cover count, check the 8-K feed for anything after that date, then open the 424B5 for the size and terms.

• Open EDGAR, pull the latest 10-Q or 10-K, and read the cover-page share count and its date.
• Check the 8-K feed for any offering announced after that date.
• Open the matching 424B5 to see the size and terms of the offering.
• If there's an S-1 or S-3 on file, that's how much stock is registered and can still land on the market.

This is where FloatVerify earns its keep. Every float, dilution, and cash-burn number we show is sourced and dated back to the filing it came from. When two sources give you different numbers, we don't paper over it. We put both on the screen, because that split usually tells you something. A genuine float contradiction is rare, roughly 3 names in 60. Most of the time the sources agree, and honestly that's worth knowing too.

FAQ

What is the difference between a 10-K and a 10-Q? The 10-K is the annual report and it's audited. The 10-Q is a shorter quarterly update and it isn't. One 10-K and three 10-Qs a year.

Which filing shows a dilutive stock offering? Usually the 8-K for the announcement plus the 424B5 for the size and terms. The S-3 shelf is what let them do it in the first place.

Where is shares outstanding listed? On the cover page of the 10-K and 10-Q, dated as of a specific recent date. Read the date, not just the number.

Is EDGAR free? Yes. EDGAR is the SEC's public database and it costs nothing to search or read.

Why does the share count I see look out of date? Because the cover-page figure is dated, and a company selling stock off a shelf can add shares after that date. The next filing catches up. That gap in between is the whole reason the date matters.

Before you go

FloatVerify tracks float, dilution, and cash burn for US small-caps. Every number is sourced and dated back to the SEC filing it came from, and when sources diverge, we show the gap instead of hiding it. Data, not advice. See it for yourself at floatverify.com.

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Informational only. Not investment advice.