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You are here: Home Page ›› F Wall Street Blog ›› EDGAR Tutorials ›› The EDGAR Database: A Primer

The EDGAR Database: A Primer

Feb
19

For seven months now, I've been talking about "going straight to the source" to find information and financial statements to analyze companies. Websites like Morningstar are great starting points and usually have accurate financial information; still, nothing beats reading quarterly and annual reports, proxy statements, and contracts as they were filed with the US Securities and Exchange Commission.

Of course, those discussions were based on the premise that everyone is familiar with the EDGAR database. For those that are not, let me introduce you to EDGAR.

By law, companies and others who are required to file documents (e.g., annual reports, merger agreements) with the SEC must generally file those forms through the Electronic Data Gathering, Analysis, and Retrieval system — EDGAR. For the most part, data goes back to 1994 — certainly a long-enough timeframe to get to know your business.

What Will I Find on EDGAR?

Not all forms are filed on EDGAR, and not all forms are filed electronically (some are on paper and can't be accessed). Here's what you will generally find:

  • Annual Reports — Forms 10-K, 10-K/A (amended annual report), and 20-F (for foreign companies);
  • Quarterly Reports — Forms 10-Q and 10-Q/A;
  • Other Business Reports — Forms 8-K (e.g., press releases, announcements) and 6-K (monthly report for foreign companies);
  • Form 4 — Statement of Change in Beneficial Ownership, buys and sells required to be filed by 5+% holders of the company;
  • Form SC 13G — Form required when your company takes a 5+% stake in another public company (e.g., Microsoft filed this Schedule 13G reporting its 7.26% stake in Comcast);
  • Proxy Statements — Preliminary and definitive proxy statements; Agreements and Plans of Merger; other matters to be put to vote;

The list goes on and on. In short, virtually anything that is required to be "disclosed" to the public needs to be filed on the EDGAR database.

How Do I Find This Stuff?

Over the next week or so, we'll be going through the EDGAR system so that this seemingly overwhelming beast can become your best friend. For now, let's dive in and familiarize ourselves with the layout.

To start, head over to the SEC's EDGAR page. I have put a permanent link to EDGAR on the left side of this page, under Blog Resources. You'll be taken to a page where you'll see something similar to the following:

EDGAR Search Box

For this exercise, we are going to look at Home Depot (ticker: HD). We can search by company name or enter the ticker symbol. We'll do the latter. When initially looking at a company, I choose "Exclude" Ownership Forms so I can focus on the annual and other reports. I'll do the same here:

EDGAR Search Box - filled in

At this point, we are now at the screen that shows all of Home Depot's filings, less the ownership forms (Forms 3, 4, and 5). The screen is overwhelming at first, and yet it is very self-explanatory — Form, Formats, Description, Filing Date, File/Film N(umber).

EDGAR Results Page

Let's look at Home Depot's Form 8-K (Current report) filed on December 17, 2007 (2007-12-17). We can view the [html] version or the plain [text] version. We'll choose [html] because they sometimes have links to help us quickly jump around the document. Click [html] next to that Form 8-K.

EDGAR Results Page

We are now at the page that lists all the documents associated with this 8-K. In this case, there is just the one document (the 8-K) and the Complete submission text file. (Compare that to the 8-K filed on January 18, 2008 that contains the 8-K, an Exhibit (EX-99.1), and a graphic). We want to see the 8-K, so we click a07-31480_18k.htm.

Voila! We now have the Dec. 17, 2007 "current report":

On December 13, 2007, Larry Johnston informed the Company that he is resigning from the Company's Board of Directors, effective immediately, due to increasing demands on his time. Mr. Johnston did not cite any disagreement on any matter relating to the Company's operations, policies or practices.

Some Things To Remember

Keep in mind a few things that will help you in your journey: (1) You can't break the EDGAR database so feel free to horse around and get to know it; and, (2) The "Forms" are standard, but what is filed with those forms and the titling is up to the company.

In this case, Home Depot called the 8-K a07-31480_18k — a unique name probably used to keep HD's records organized. Compare that to Microsoft's 8-K filed on Feb. 14, 2008 — the Form 8-K is entitled d8k.htm, pretty easy to pick out of a crowd.

So, head over to the SEC's EDGAR database and start messing around. You never know what you'll find.

There are 10 comments. Add yours!
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The Discussion on The EDGAR Database: A Primer

Night said, February 19, 2008 @ 11:33 am
Good tips for those intimidated by EDGAR!
Allen said, February 19, 2008 @ 12:09 pm
You can even use it to see a holding company's 13-HR, a list of the securities they have purchased in prior periods (there are varying lag times to report this info). If there is an investor or company whose investments you admire, you can look at their records to troll for stock ideas. Gurufocus.com has this type of data for select investors and firms, but you can go directly to the source using the Edgar database.
Howard said, February 19, 2008 @ 1:09 pm
As usual you are the best at explaining stuff so a layman like me can understand.

One problem I have with quarterly and annual reports is that they are so lengthy and hard to get through.

So I'm curious: do you read the reports front to back page or are there parts you always make sure to read, and skip the rest?
Joe Ponzio said, February 19, 2008 @ 1:16 pm
This is the first in a number of EDGAR tutorials I'll be posting. After I get through the tutorials, I'll jump to Annual Report, etc. tutorials (I hope).
Jason said, February 19, 2008 @ 6:36 pm
I force myself to carefully read EDGAR filings completely. You learn so much about business that way, not to mention increasing your ability to focus. Reading reports gives you so much to think about, its a great mental exercise. And even if you find your prospect unattractive at least you get into the habit of reading every word so no "red flags" don't get passed you.

I know it's a lot of work, but who said it was supposed to be easy?
Dean said, February 19, 2008 @ 10:41 pm
Good start on explaining Edgar. I am one of those who finds Edgar intimidating. Looking forward to future posts and comments on this topic.

ps I think the new lay out is better than your older version. I find it easier to find my way around. Thanks for all your hard work.
AndySykes said, February 19, 2008 @ 11:48 pm
Joe, thanks a lot for the wonderful site and explanations.

For novice investors like myself this site provides clear guidance and excellent learning experience. I've found this blog quite by chance and been a regular vivitor ever since. It's a great opportunity to have by your side someone who has been there, seen it and is kind enough to share experience.

Will be looking forward to your tutorials on financial statements and key financial information. And best of luck with the publishing of your book. Can't wait to get my hands on it.

Bob said, February 20, 2008 @ 2:07 pm
Well well. Looking at Navteq (NVT) filings I just saw a bunch of insiders selling their shares at around $74 when there is an acquisition pending by Nokia at $78. The EU regulatory body will make a decision on the deal by 31/03/08. The returns could be attractive but what do you think of the insiders selling? Red flag or a proof that the deal completion is imminent?

BTW you should check out http://www.secform4.com/ - you can see all insider trading on any stock in a much more user friendly format than Edgar.

Bob
Joe Ponzio said, February 20, 2008 @ 3:48 pm
Bob,

If you look at those sales, it looks like each one was roughly 30% of the recently acquired restricted stock options and were sold to give the owners enough cash to satisfy the expected tax obligation for those options.

In and of itself, I don't think the sales prove the deal is going through or failing. It is more likely part of a prearranged options agreement. I wouldn't let this sway my decision, but I'd continue to keep a watchful eye on the deal's insiders.
robert wilson said, October 9, 2008 @ 10:53 am
hi guy- where to find the corp. taxes paid by business?

can you help by providing a explanation about how to.... find


thank you...

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