SEC Form S-1 is the initial registration form for new securities required by the SEC for public companies that are based in the U.S. Any security that meets the criteria must have an S-1 filing before shares can be listed on a national exchange, such as the New York Stock Exchange. Companies usually file SEC Form S-1 in anticipation of their initial public offering (IPO). The United Parcel Service (UPS) filed an S-1 in July 1999 (it was later amended several times). The summary section noted that it was the largest package delivery company in the world, with 330,000 employees delivering more than 3 billion packages in over 200 countries the previous year. The company laid out that it planned to grow by expanding abroad, cross-selling services to existing customers, acquiring other companies, and more.
Example of an SEC Form S-1 Filing
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SEC Form S-1
- The filing requirements for your S-1 aren’t necessarily going to be the same as the company’s down the block that went public last year.
- It helps investors zoom in on the firm’s most recent performance.
- Each day we have several live streamers showing you the ropes, and talking the community though the action.
- Depending on the timing of your filing, that will include either your audited year-end statements or your most recent quarterly financials.
This portion shows who owns shares in the company, and what kind, before it goes public. It goes through the shares held by officers and directors, by other shareholders who own at least 5% of the company, and by others selling their shares. You may want to take special note of who owns shares that come with voting rights. Once the SEC deems the S-1 “effective,” the company can sell stock to the public and must comply with the agency’s requirements for filing regular reports. Starting on the formal page one of the S-1, Tenable describes itself in an overview.
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Your company’s life as a public company will not be the same as its private days, so your pro formas give investors a snapshot of what they can expect after your IPO. However, this is often the most time-consuming component, so make sure you start https://www.1investing.in/ early and use a format that allows you to quickly and easily make changes as new data comes in. Otherwise, you’re constantly reinventing the pro forma wheel which, for obvious reasons, would make an already painstaking process even more difficult.
Operating expenses: $65.8 million
Before to the Securities Act of 1933, filing requirements were scant, leaving many investors in the dark as to what they were actually buying with their dollars. Although it can create a lot of paperwork (especially if an S-1 is amended several times by the company), this form gives you the very best picture of what’s going on under the hood of your next stock purchase. Investors look to the information a company supplies in its SEC Form S-1 filing to make a decision about whether or not they want to invest in its stock during an initial public offering. He then sells those shares for $20 each, the current price, which gives him $2,000. If the stock then falls to $10 a share, the investor can then buy 100 shares to return to his broker for only $1,000, leaving him with a $1,000 profit.
We can then better understand your needs and craft the right solution for your organization. This team leader will keep everyone on-track, on-time, and focused, helping to smooth information bottlenecks and generally add efficiency wherever and whenever possible. Look at your S-1 as you would any massive project within your operations where, despite machinery and software to streamline your efforts, a project manager is still essential to your ultimate success.
Throughout the 1600s, British, French, and Dutch governments provided charters to a number of companies that included East India in the name. All goods brought back from the East were transported by sea, involving risky trips often threatened by severe storms and pirates. To mitigate these risks, ship owners regularly sought out investors to proffer financing collateral for a voyage.
Although SEC Form S-1 is only eight pages long, it requires information from a wide range of sources using many rules and regulations. Independent accountants need to certify the financial statements required by the filing. Significant time and effort are required to fill out the form, with the OMB Office estimating an average time burden of over 970 hours. The purpose of the registration scope of financial accounting statement is to give investors more transparency into a newly-public company, which helps protect them from fraud and misleading claims. Sometimes the information in the S-1 may need to be changed (which is often the case if the share-offering price or quantity changes before IPO). If this happens, then a company would file an SEC Form S-1/A, which is an amendment to the S-1.
You might see a news headline that says the stock market has moved lower or that the stock market has closed up or down for the day. This often means stock market indexes have moved up or down, and stocks within the index have gained or lost value. Investors who buy and sell stocks hope to profit through this movement in stock prices.
On the day the company went public in November 1999, its share price closed at around $68.125 (or $40.02 adjusted for dividends). The IPO was successful, and the company’s market capitalization grew by $20B to reach $81B. By March 2023, more than two decades later, the company’s shares were trading above $180, and it had a market capitalization of $158B. Whether the business is a technology sector unicorn or more quotidian, the S-1 Form is generally the easiest way to uncover relevant financial information so that investors can evaluate the investment. The SEC doesn’t maintain those different requirements to keep you on your toes, but as a measure of flexibility to account for the varying resources and knowledge bases within different companies.
Obviously, your financials are a critical component to your S-1 filing. Depending on the timing of your filing, that will include either your audited year-end statements or your most recent quarterly financials. You’ll also want to include key metrics like EBITDA that investors will pore over as well as non-GAAP measures typically evaluated within your industry. This is an area where your underwriters can be of great benefit since they are extremely familiar with the process and, more often than not, what investors expect from companies in your particular industry. We will help to challenge your ideas, skills, and perceptions of the stock market. Every day people join our community and we welcome them with open arms.