What Is an SEC POS AM Filing?

An SEC POS AM filing is a one that is made by companies that have filed a prospectus for registration with the U.S. Securities and Exchange Commission (SEC) for submitting a post-effective amendment to that registration statement that is not immediately effective upon filing.

Key Takeaways

  • An SEC POS AM filing allows a company registered with the SEC to update or amend its prospectus.
  • A prospectus is a required document that provides details about an investment offering to the public.
  • The Securities and Exchange Commission requires that security issuers file a prospectus when offering investment securities to the public.

Understanding SEC POS AM Filings

SEC POS AM is a filing that has post-effective amendments to provide updated prospectus information. A prospectus is a formal legal document that is required by and filed with the SEC that provides details about an investment offering for sale to the public. The preliminary prospectus is the first offering document provided by a security issuer and includes most of the details of the business and transaction in question.

The final prospectus, containing background information including such details as the exact number of shares/certificates issued and the precise offering price, is printed after the deal has been made effective. In the case of mutual funds, a fund prospectus contains details on its objectives, investment strategies, risks, performance, distribution policy, fees and expenses, and fund management.

U.S Securities and Exchange Commission

The U.S. Securities and Exchange Commission (SEC) is an independent federal government agency responsible for protecting investors, maintaining fair and orderly functioning of securities markets and facilitating capital formation. It was created by Congress in 1934 as the first federal regulator of securities markets. The SEC promotes full public disclosure, protects investors against fraudulent and manipulative practices in the market, and monitors corporate takeover actions in the United States.

The SEC's primary function is to oversee organizations and individuals in the securities markets, including securities exchanges, brokerage firms, dealers, investment advisers and various investment funds.

Through established securities rules and regulations, the SEC promotes disclosure and sharing of market-related information, fair dealing and protection against fraud. It provides investors with access to registration statements, periodic financial reports and other securities forms through its comprehensive electronic, data gathering, analysis and retrieval (EDGAR) database.

SEC Filings

An SEC filing is a financial statement or other formal document submitted to the U.S. Securities and Exchange Commission. Public companies, certain insiders and broker-dealers are required to make regular SEC filings. Investors and financial professionals rely on these filings for information about companies they are evaluating for investment purposes. Many, but not all, SEC filings are available online through the SEC's EDGAR database.

The most commonly filed SEC forms are the 10-K and the 10-Q. These forms are composed of four main sections: the business section, the F-pages, the Risk Factors and the MD&A. The business section provides an overview of the company. The F-pages contain the financial statements that are either audited or reviewed by an independent auditor. The Risk Factors contain a list of all of the potential risks that exist for the company. The MD&A contains a narrative about the financial results of the company. This narrative is also accompanied by management's expectations for the upcoming year.