External resource

Regulation S-K and the Form 10-K instructions: what each Item must contain

The Regulation S K sections that set the content of the Form 10 K Items, and the Form 10 K instructions that assign each Item and carry the Item 1B text.

On this page
  1. Two documents decide what an Item contains
  2. What the rules ask for
  3. Item 1B comes from the form, not from Regulation S-K
  4. Who signs, and when the report is due
  5. Parts II to IV point at other Regulation S-K sections
  6. What was checked
Authority and currency

About this authority

Publisher
U.S. Securities and Exchange Commission
Standing
Primary authority
Version
Regulation S-K snapshot dated August 1, 2026; Form 10-K, SEC 1673 (02-25)
Relevant parts
17 CFR 229.101 to 229.106; 229.201, 229.303 to 229.305, 229.307, 229.308, 229.401 to 229.408, 229.601, and 229.703; Form 10-K General Instructions A, D, and G and Part I through Part IV Items 1 through 16
Currency
current · checked Sep 13, 2026

Open the primary source

Two documents decide what an Item contains

Form 10-K names the Items and their order. Regulation S-K supplies the content of most of them. The Form 10-K instruction for Item 1, Business, says to furnish the information required by Item 101 of Regulation S-K. The instructions for Items 1C, 2, 3, and 4 point the same way. Reading one document alone answers only half the question.

The pinned snapshot at sources/artifacts/sec/regulation-sk-2026-08-01.xml carries the rule text quoted below. It was retrieved through the official eCFR API and is recorded in sources/registry.yaml under the identifier for the Regulation S-K snapshot.

Form 10-K Item Rule that sets its content Section in the pinned XML
Item 1, Business Item 101, Description of business § 229.101
Item 1A, Risk Factors Item 105, Risk factors § 229.105
Item 1B, Unresolved Staff Comments The Form 10-K instruction itself none
Item 1C, Cybersecurity Item 106, Cybersecurity § 229.106
Item 2, Properties Item 102, Description of property § 229.102
Item 3, Legal Proceedings Item 103, Legal proceedings § 229.103
Item 4, Mine Safety Disclosures Item 104, Mine safety disclosure § 229.104

What the rules ask for

Item 101 asks a company to describe the general development of its business and the business itself, segment by segment where segment information is presented. Paragraph (c)(2)(ii) adds human capital resources, including the number of persons employed. Paragraph (e)(3) puts the company's internet address in the annual report.

Item 105 asks for a discussion of the material factors that make an investment in the registrant or offering speculative or risky. The discussion is organized with relevant headings. Each risk sits under a subcaption that describes it. Generic risks go last, under the caption "General Risk Factors." A discussion longer than 15 pages needs a summary of no more than 2 pages.

Item 106 defines a cybersecurity incident, a cybersecurity threat, and information systems. It then asks a company to describe its processes for assessing, identifying, and managing material risks from cybersecurity threats. Paragraph (c) adds the board's oversight of those risks and management's role in managing them.

Item 102 asks for "the location and general character of the registrant's principal physical properties," to the extent material, and for the segments that use them. Its first instruction says detailed physical descriptions and legal descriptions by metes and bounds "are not required and shall not be given."

Item 103 asks a company to describe briefly any material pending legal proceeding other than ordinary routine litigation incidental to the business. The description carries the court or agency, the date instituted, the principal parties, the alleged factual basis, and the relief sought.

Item 104 applies to a registrant that operates, or has a subsidiary that operates, a coal or other mine. It asks for citation and order counts under the Federal Mine Safety and Health Act of 1977, proposed assessments, and mining-related fatalities. The Form 10-K instruction for Item 4 asks only for a statement that the information is in exhibit 95.

Item 1B comes from the form, not from Regulation S-K

The Form 10-K instruction for Item 1B, Unresolved Staff Comments, has no Regulation S-K counterpart. It applies to an accelerated filer, a large accelerated filer, or a well-known seasoned issuer. The trigger is written comments from the Commission staff on the company's periodic or current reports. Those comments must have arrived at least 180 days before the end of the fiscal year the annual report covers, and must still be unresolved. Such a company discloses the substance of any unresolved comment it believes is material. It may add its own position on the comment.

Who signs, and when the report is due

General Instruction D(2)(a) says the report is signed by the registrant. Four groups also sign on the registrant's behalf. They are the principal executive officer or officers and the principal financial officer or officers. They are also the controller or principal accounting officer, and at least a majority of the board of directors. General Instruction A(2) gives a large accelerated filer 60 days after its fiscal year end to file. An accelerated filer gets 75 days, and every other registrant 90 days.

Parts II to IV point at other Regulation S-K sections

The Form 10-K instructions assign each later Item to a Regulation S-K section in the same way. The concept-video claim checks read those sections from the pinned XML snapshot on September 13, 2026, claim by claim, and record the subsection each sentence rests on. This record names the mapping so a reader can find the governing text; the checks carry the detail.

Form 10-K Item Regulation S-K section in the pinned snapshot
Item 5, market for common equity and issuer purchases 229.201 and 229.703
Item 6, reserved Formerly 229.301, removed by the 2020 amendments recorded in SRC:sec/mda-selected-financial-data-2020
Item 7, management's discussion and analysis 229.303
Item 7A, market risk 229.305
Item 9, changes in and disagreements with accountants 229.304
Item 9A, controls and procedures 229.307 and 229.308
Item 9B, other information 229.408 for insider trading arrangements
Items 10 to 13, directors, compensation, ownership, and relationships 229.401 to 229.407, and 229.201(d) for equity compensation plans
Item 14, principal accountant fees Item 9(e) of Schedule 14A, reproduced in the Form 10-K instructions; not Regulation S-K
Item 15, exhibits 229.601

The claim-by-claim readings are in docs/youtube/checks/TENK-PART2-CHECK.md and docs/youtube/checks/TENK-PART3-4-CHECK.md. Item 8 is governed by Regulation S-X rather than Regulation S-K, and is outside this record.

What was checked

The Form 10-K PDF was retrieved from sec.gov on September 13, 2026 and read as text. Its footer reads SEC 1673 (02-25). Its cover carries Office of Management and Budget (OMB) number 3235-0063, expiring September 30, 2029. The Regulation S-K text was read from the pinned August 1, 2026 XML snapshot rather than from a live eCFR page. A later amendment to either document would not appear in this record.