United States

SEC adopts amendment to Form 10-K


On December 4, 2015, the Fixing America’s Surface Transportation (FAST) Act was signed into law by President Obama. Although the primary provisions of this Act relate to funding for transportation improvements, the Act also includes a number of changes to the federal securities laws. On June 1, 2016, the SEC approved an interim final rule in Release No. 34-77969, Form 10-K Summary, to implement Section 72001 of the FAST Act.

The interim final rule amends Part IV of Form 10-K to add new Item 16. This new item expressly allows a registrant, at its option, to include a summary in its Form 10-K, provided that each summary topic is hyperlinked to the related, more-detailed disclosure item in the Form 10-K. The amendment does not prescribe the length of the summary (other than to state that the summary shall be brief), specify the Form 10-K disclosure items that should be covered by the summary or dictate where the summary must appear in the Form 10-K. The amendment affords a registrant choosing to include a summary the flexibility to decide which items to summarize, as long as the information is presented fairly and accurately.

The rules will become effective when published in the Federal Register, and the public comment period will remain open for 30 days following their publication.