DEFINITION of 'SEC Form F-4'

SEC Form F-4 is a filing that the Securities and Exchange Commission (SEC) requires for the registration of certain securities by foreign issuers. SEC Form F-4 supports the registration of securities involving foreign private issuers in connection with exchange offers and business combinations.

BREAKING DOWN 'SEC Form F-4'

Form F-4 is also known as the Registration Statement under the Securities Act of 1933. This act, often referred to as the "truth in securities" law, requires that these registration forms disclose essential facts about the company and securities being offered. It helps the SEC achieve its objectives by making information more accessible to investors and prohibiting fraud.

On SEC Form 4 required fields include:

  • The exact name of the registrant and translation into English
  • State or other jurisdiction of incorporation
  • The Primary Standard Industrial Classification Code Number
  • I.R.S. Employer Identification Number
  • Address of the Registrant’s principal executive offices
  • The name, address, and telephone number of the agent of service

In addition, Form 4 requires the approximate date of commencement of proposed securities sale, if the registrant is an emerging growth company, if it prepares its financial statements in accordance with U.S. GAAP, and a calculation of the registration fee. All of this is to help standardize the practices of foreign firms with U.S. markets and streamline the flow of information to potential shareholders and the investing public.

SEC Form F 4 and Additional Important SEC Forms

While all SEC forms are critical, an additional one for issuers to note is Form S-1. This is the initial registration form for new securities of domestic issuers. Any security that meets the criteria must file an S-1 before shares list on a national exchange. Similar to SEC Form 4, Form S-1 asks issuers to provide information on the planned use of capital proceeds, current business model and competition, and provide a brief prospectus of the planned security itself, offering price methodology and any dilution that will occur to other listed securities.

Another important form is the 10-K. This is a comprehensive summary report of a company's annual performance. The SEC requires this for all public companies. Typically, the 10-K is a much more detailed account than a company’s annual report and includes five distinct sections:

  • A business overview, including main operations, products and services
  • Risks (present and future)
  • Selected financial data from the past five years
  • Management discussion and analysis (MD&A) that provides an explanation of recent business results
  • Audited financial statements (including the income statement, balance sheets and statement of cash flows) and a letter from the company’s independent auditor certifying the scope of their review
RELATED TERMS
  1. SEC Form 15

    SEC Form 15 is a voluntary filing with the regulator by publicly ...
  2. SEC Form F-1

    SEC Form F-1 is a filing with the Securities and Exchange Commission ...
  3. SEC Form S-4EF

    SEC Form S-4EF is required when forming a savings bank, savings ...
  4. SEC Form N-14AE

    SEC Form N-14AE is an obsolete EDGAR submission type, formerly ...
  5. SEC Form 497

    SEC Form 497 is a document that investment companies must use ...
  6. SEC Form 10SB12B

    SEC Form 10SB12B, until 2008, was a filing with the SEC for "small ...
Related Articles
  1. Investing

    SEC Filings: Forms You Need To Know

    The forms companies are required to file provide a clear view of their histories and progress.
  2. Insights

    Understanding the SEC

    The SEC's triple mandate of investor protection, maintenance of orderly markets and facilitation of capital formation makes it a vital player in capital markets.
  3. Tech

    Is Bitcoin Vulnerable to SEC Manipulation?

    There is no reason to believe the SEC will manipulate the price of bitcoin, but it could.
  4. Investing

    Read Form 10-K to Help You Pick Better Stocks

    Find out how breaking down Form 10-K can help you pick better stocks. Learn to analyze this valuable source of a company's annual financial information.
  5. Investing

    The Issuance Procedure of High-Yield Bonds

    The issuance of corporate high-yield bonds can have several advantages over equity. A closer look.
  6. Tech

    How the Actions of the SEC Impact Cryptocurrency Prices

    Cryptocurrencies are characterized by volatility, and the SEC seems to be a contributing factor.
  7. Insights

    Understand the SEC Rules on Equity Crowdfunding

    The SEC's adoption of equity crowdfunding rules, initiated under the JOBS Act, enables small investors to invest in companies that show early potential.
  8. Tech

    Riot Blockchain Reveals Potential SEC Stop Order

    The SEC investigation is ongoing.
  9. Investing

    How To Start a Hedge Fund In the United States

    A general overview of how to start a hedge fund firm in the United States, including complying with state and federal regulations.
  10. Taxes

    What IRS Form 990 Tells About a Nonprofit

    Want a picture of an organization's activities? This annual form, open to the public, sums up everything from salaries paid to missions accomplished.
RELATED FAQS
  1. How do I Register for the CFA Program for the First Time?

    Find out how online registration is the quickest and easiest method to register with the CFA Institute. Read Answer >>
  2. How are asset management firms regulated?

    Find out how the asset management industry is regulated and how those regulations fit within the broader scope of financial ... Read Answer >>
  3. Where can I find a company's annual report and its SEC filings?

    Thanks to the Internet, finding financial reports is easier than ever. Nowadays, every reputable company has an investor ... Read Answer >>
  4. What kind of financial reporting requirements does GAAP set out?

    Look at some of the major financial reporting requirements set forth by the generally accepted accounting principles and ... Read Answer >>
  5. What are the differences between a 10-K report and a firm's own annual report?

    Understand the key differences between a corporation's own annual report and its 10-K report filed with the SEC and how investors ... Read Answer >>
Trading Center