How to read a 10-K
An annual report runs 200 pages, most of it boilerplate. Five sections carry almost everything worth knowing — and the real technique is comparing two years.
A 10-K is the annual report US public companies file with the SEC. It runs 100–300 pages, most of it unchanged from last year.
Do not read it front to back. Read these five parts, then diff.
The five sections that matter
Item 1A — Risk Factors. Mostly lawyer-written boilerplate that applies to every company on earth. The signal is not the list; it is what was added this year. A new, specific, concretely-worded risk is management telling you something changed. Generic risks are noise; specific ones are disclosure.
Item 3 — Legal Proceedings. Litigation and regulatory matters the company considers material. Watch for new entries and for matters that quietly disappear.
Item 7 — Management’s Discussion and Analysis. Management explaining their own numbers in prose. The useful reading is comparative: what they emphasised last year versus this year, and which metrics stopped being mentioned. A metric that was the headline last year and is absent this year usually stopped flattering.
Item 8 — Financial Statements and Notes. The statements are the summary; the notes are the document. Revenue recognition policies, related-party transactions, contingencies, subsequent events, segment breakdowns. Things nobody wants found are disclosed here, accurately, in language designed not to be read.
Item 9A — Controls and Procedures. Management’s assessment of internal control over financial reporting, plus the auditor’s attestation. This is where a material weakness appears.
The technique that actually works
Compare two years side by side. Download this year’s 10-K and last year’s, and diff the risk factors, the MD&A, and the critical accounting policies.
Changed language in a document that is otherwise copy-pasted is a deliberate choice by people with lawyers. That is the signal. Reading one 10-K tells you what a company says about itself; reading two tells you what changed its mind.
Where to find them
EDGAR full-text search searches inside filings, not just their metadata — so you can search the actual text of every 10-K for a phrase. That is how you find companies by what their disclosures say, rather than by name.
The same document elsewhere
| Country | Equivalent |
|---|---|
| United States | Form 10-K, on EDGAR |
| Canada | Annual Information Form plus audited financials, on SEDAR+ |
| United Kingdom | Annual Report and Accounts, filed with Companies House and published via RNS |