SEC Form S-1

DEFINITION of 'SEC Form S-1'

The initial registration form for new securities required by the Securities and Exchange Commission (SEC) for public companies. Any security that meets the criteria must have an S-1 filing before shares can be listed on a national exchange.

Form S-1 requires companies to provide information on the planned use of capital proceeds, detail the current business model and competition, as well provide a a brief prospectus of the planned security itself, offering price methodology, and any dilution that will occur to other listed securities. The SEC also requires the disclosure of any material business dealings between the company and its directors and outside counsel.

Form S-1 is also known as the "Registration Statement Under the Securities Exchange Act of 1933".

BREAKING DOWN 'SEC Form S-1'

Investors can view S-1 filings online to perform due diligence on new offerings prior to their issue. The form is sometimes amended as material information changes or general market conditions cause a delay in the offering.

The Securities Exchange Act of 1933, often referred to as the "truth in securities" law, requires that these registration forms are filed to disclose important information upon registration of a company's securities. This helps the SEC achieve the objectives of this act, which is requiring investors to receive significant information regarding securities offered, and to prohibit fraud in the sale of the offered securities.

A less rigid registration form is the S-3, which is for companies that don't have the same ongoing reporting requirements.

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