10-Q 10-Q
Stands for: Form 10-Q Quarterly Report
The quarterly report filed by US public companies with the SEC, containing unaudited financial statements and updates on material events for the most recent fiscal quarter.
Definition
Form 10-Q is the quarterly report that every US public company must file with the SEC for each of the first three fiscal quarters of the year (the fourth quarter information is rolled into the annual 10-K). Like the 10-K it is filed on EDGAR and freely accessible. Unlike the 10-K, the financial statements in a 10-Q are unaudited (the auditor performs a review under SAS 100/AS 4105 but not a full audit), the disclosures are shorter, and there is no requirement to repeat the full business description or risk-factor section unless something has materially changed. The 10-Q has two parts: Part I contains the unaudited consolidated financial statements, management discussion and analysis (Item 2), quantitative and qualitative disclosures about market risk (Item 3), and controls and procedures (Item 4); Part II covers legal proceedings, risk factor updates, unregistered sales, defaults, and exhibits. Filing deadlines are 40 days after quarter-end for large accelerated and accelerated filers, and 45 days for non-accelerated filers and smaller reporting companies. Sarbanes-Oxley Section 302 certifications by the CEO and CFO are required, but the Section 404 internal-control attestation is annual-only.
When you'll encounter it
Founders of US public companies sit through quarterly 10-Q processes that each take three to four weeks of accounting close, drafting, audit-committee review, and EDGAR filing. Sell-side analysts and investors track 10-Q segment disclosures, working-capital movements, and revenue recognition footnotes for early signals of trends that will show up later in the annual 10-K and in earnings guidance.
FAQ
How is a 10-Q different from a 10-K?
The 10-Q is quarterly, unaudited (only reviewed by the auditor), and shorter; the 10-K is annual, fully audited, and far more comprehensive. The 10-Q does not require a full repeat of the business description or risk factors unless they have materially changed.
When are 10-Qs due?
40 days after quarter-end for large accelerated and accelerated filers, 45 days for non-accelerated filers and smaller reporting companies. There is no fourth-quarter 10-Q because that information goes into the 10-K.
Are 10-Q financial statements audited?
No - they are reviewed by the auditor under PCAOB Auditing Standard 4105 (formerly AU 722). A review is a much lower level of assurance than an audit. The 10-K financial statements get the full audit treatment.
References
- SEC - Form 10-Q https://www.sec.gov/files/form10-q.pdf
- SEC EDGAR - Quarterly Filings Search https://www.sec.gov/edgar/search-and-access
- PCAOB - Interim Reviews Standard https://pcaobus.org/oversight/standards/auditing-standards