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What is Super 8-K filing?

A “Super 8-K” is an industry term used for an 8-K filed under Item 2.01 for the completion of a transaction and Item 5.06 of Form 8-K to report a change in shell status. In other words, a Super 8-K is an 8-K with a Form 10 registration statement included therein.

What requires an 8-K filing?

Form 8-K shall be used for current reports under Section 13 or 15(d) of the Securities Exchange Act of 1934, filed pursuant to Rule 13a-11 or Rule 15d-11 and for reports of nonpublic information required to be disclosed by Regulation FD (17 CFR 243.100 and 243.101). 2.

When can I file Super 8K?

within four days
In the event that the asset acquisition results in a company no longer being a shell company, all information required in a Form 10 Registration Statement must be filed in a Super 8-K within four days of the completion of the transaction.

What is Form 8-K used for?

Form 8-K is the “current report” companies must file with the SEC to announce major events that shareholders should know about. Other Events (The registrant can use this Item to report events that are not specifically called for by Form 8-K, that the registrant considers to be of importance to security holders.)

Who signs a Form 8-K?

Form 8-K is signed on behalf of the company by any authorized officer. Form 8-K is not required to include the CEO and CFO certifications mandated by Section 302 or Section 906 of the Sarbanes-Oxley Act.

What is an 8K vs 10k?

10-K – the annual report that is filed (yearly) by a company. This is an extremely in-depth document that contains everything that you ever wanted to know about the company. 8-K – a form that is filed by companies to inform their shareholders of “unscheduled material events that are important to shareholders”.

What is the difference between a 10k and 8k?

What happens if you file an 8-K late?

Form 8-K Filed Late, Stock Exchange Action: NYSE and NASDAQ require late filers to issue a press release announcing their failure to issue a timely report. This could harm your share price or reputation. Egregious or repeated violations may result in delisting.

What is a Form 8-K used for?

What do you need to know about K-1 Form 1065?

Schedule K-1 (Form 1065) is used for reporting the distributive share of a partnership income, credits, etc. filed with Form 1065. About Schedule M-3 (Form 1065), Net Income (Loss) Reconciliation for Certain Partnerships

When to use Form 1065 for a partnership?

Schedule B-1 (Form 1065) is used by partnerships to provide the information applicable to certain entities, individuals, and estates that own, directly or indirectly, an interest of 50% or more in the profit, loss, or capital of the partnership. About Schedule C (Form 1065), Additional Information for Schedule M-3 Filers

When to use Form 8-K For SEC reports?

Form 8-K shall be used for current reports under Section 13 or 15(d) of the Securities Exchange Act of 1934, filed pursuant to Rule 13a-11 or Rule 15d-11 and for reports of nonpublic information required to be disclosed by Regulation FD (17 CFR 243.10 0 and 243.101).

When to use Schedule M-3 ( Form 1065 )?

Schedule M-3 (Form 1065) is used to file a reconciliation of financial statement, net income and return, required by all partnerships with total assets of $10 million or more on Form 1065, Schedule L, line 14, column (d).