Purpose:
- SEC Form 10-KSB was an annual report used by small business issuers to disclose financial and operational information, similar to the standard Form 10-K but with reduced reporting requirements.
- This form was designed to simplify regulatory compliance for small businesses, offering streamlined financial reporting while maintaining transparency for investors.
- It allowed small businesses to meet their obligations under the Securities Exchange Act of 1934 while avoiding the complexity and costs associated with the full Form 10-K.
Filing Requirement:
- Form 10-KSB was specifically for small business issuers, defined as companies with less than $25 million in revenue and public float (the value of their publicly traded shares).
- Companies eligible to file Form 10-KSB had to:Have annual revenues below the $25 million threshold.Not be investment companies or asset-backed issuers.
- Have annual revenues below the $25 million threshold.
- Not be investment companies or asset-backed issuers.
- This form provided scaled-down reporting requirements, focusing on financial disclosures relevant to smaller businesses, including fewer detailed footnotes and less complex disclosures compared to larger public companies.
Process:
- Filing Deadline: The deadlines for filing were similar to those of Form 10-K, typically 90 days after the fiscal year-end for companies with a public float of less than $75 million.
- Form Contents: The form included key financial statements, management’s discussion and analysis, and disclosures related to the company’s business, operations, and risks, but with fewer details than standard Form 10-K.
- Transition to Form 10-K: In 2008, the SEC discontinued Form 10-KSB as part of a broader simplification initiative, merging the requirements into a single form, Form 10-K, with scaled disclosure options for smaller reporting companies.
Importance for Companies:
- Reduced Reporting Burden: Form 10-KSB reduced the compliance burden for small businesses by simplifying the required disclosures, saving time and costs while still providing necessary information for investors.
- Investor Transparency: By filing Form 10-KSB, small businesses maintained transparency with investors and ensured they met regulatory standards while disclosing key financial and operational data.
- Compliance Flexibility: The form allowed small businesses to comply with federal securities laws without the full reporting complexity of larger corporations, helping them focus on growth and operations.
Conclusion
SEC Form 10-KSB was an important tool for small business issuers to provide annual financial disclosures while simplifying the reporting process. Although it has since been phased out, the form played a key role in ensuring regulatory compliance for smaller businesses.