The SEC has approved new requirements for 8-K filings, the Exchange Act form used by public companies to disclose important corporate events on a current basis.
The amendments are in response to the current disclosure goals of Section 409 of the Sarbanes-Oxley Act, which requires public companies to disclose, on a "rapid and current basis," material information regarding changes in the company's financial condition or operations.
The changes include replacing the current five business and 15 calendar day deadlines with a new four business day deadline. And ten disclosure items - which trigger an 8-K filing - have been added, including the transferal of two items from the periodic reports to the current report.
The eight new disclosure items include:
entry into a material non-ordinary course agreement;
termination of a material non-ordinary course agreement;
creation of a material direct financial obligation or a material obligation under an off-balance sheet arrangement;
triggering events that accelerate or increase a material direct financial obligation or a material obligation under an off-balance sheet arrangement;
material costs associated with exit or disposal activities;
material impairments;
notice of delisting or failure to satisfy a continued listing rule or standard; transfer of listing; and
non-reliance on previously issued financial statements or a related audit report or completed interim review (restatements).