Public companies are required to make prompt public disclosures on Form 8-K about a large number of specified events. Although Form 8-K does not mandate current reporting of all material events, it goes a long way toward requiring public companies to keep the markets informed of material developments on a day-to-day basis.
Public companies need to ensure that they have in place disclosure controls and procedures that will permit them to monitor developments that could trigger a Form 8-K filing requirement. In addition, some of the Form 8-K disclosure requirements are triggered by a decision of the board of directors, so it is important to plan board actions with these requirements in mind.
Keeping Current With Form 8-K: A Practical Guide provides a summary of both the substantive and procedural aspects of Form 8-K. The first section of this guide discusses filing mechanics, including filing deadlines, cover page check boxes, exhibit requirements and certain other technical and related matters. The second section discusses each reportable event and includes practice tips for complying with the Form 8-K requirements and implementing effective controls and procedures. The last two sections of this guide outline the impact of the Form 8-K requirements on controls and procedures and the liabilities and limited relief related to the requirements.