Annual Report vs. 10-K: An Overview
Publicly traded companies in the U.S. are required to file a host of documents with the Securities and Exchange Commission (SEC). These filings include data and information about their most recent profits, cash flow, operations, and finances—as well as future plans and projections.
Two of the most important of these documents are the annual report and the Form 10-K. Similar in many ways, both are designed to help inform current shareholders or potential investors—along with research analysts, money managers, and other financial professionals—about the company's performance. Despite their overlaps, however, they do have significant differences.
Key Takeaways
- Publicly traded companies will complete both an annual report and 10-K yearly.
- Both should include information about the company and the financial performance over the last year.
- The 10-K is generally more detailed than the annual report but lacks photos and graphics.
- The annual report is a user-friendly publication, while the 10-K is intended for investors and analysts.
- The 10-K can be found on the SEC website, while the annual report should be readily available on the company’s website.
Annual Report
A corporation's annual report is usually an illustrated, thick booklet. It is a professionally bound but flexible publication, often resembling a printed magazine. It is intended for—and distributed to—shareholders, but is also freely given to anyone interested in the company. It acts as a reference yearbook for the firm.
Annual reports typically include a letter from the company's chief executive officer (CEO) and chair of the board of directors, a review of the company's history, and brief overviews of major company divisions and subsidiaries, operations, and various initiatives over the preceding fiscal year. It is often lavishly illustrated with professionally shot photos and includes charts, diagrams, maps, and other visuals.
The annual report also includes, generally towards the back, significant financial statements, including the balance sheet, income statement,and cash flow statement, offering a snapshot of the company's financial performance over the last year (often in comparison to past years). Backing up this material are notes, explaining the accounting methodology, and the Auditor's Report—a statement from the outside accounting firm that reviews the documents, and attests to their accuracy.
10-K
Public companies are also required to submit a 10-K report every year. While it is officially filed with the SEC, it is also available to the public.
Visually, the Form 10-K is a bare-bones document, compared to the annual report. As the name implies, it is a form: The SEC has very strict guidelines on what information must be included and how it must be organized. This generic format contains no pictures or charts.
The 10-K includes five distinct sections. The first three provide an overview of the company’s main operations, including its products and services; any and all risks the company faces; and specific financial information about the company over the last five years. The fourth has senior management's explanation of its financial results. The final section furnishes the numbers themselves: the company’s audited financial statements including the income statement,balance sheets, and statement of cash flows.
Ultimately, a 10-K report is a full description of the company's financial activity during a given fiscal year and a full rundown of risks, legalities, liabilities, corporate agreements, operations, and market performance. Also, 10-K reports provide a full analysis of the relevant industry, the marketplace as a whole, and individual business operations.
A 10-K should not be confused with a 10-Q, which is a quarterly filing with the SEC that details the company’s financial information and performance for the past three months. The 10-Q does not include all the detailed information, such as background and operations detail, that a 10-K does, and its figures are not audited. Companies file three 10-Qs a year; the fourth quarter is covered by their 10-K.
Sometimes, rather confusingly, the 10-K is referred to as a company's "annual report" by financial pros—because it summarizes the company's year. (It's even called that on Investor.gov, the SEC's educational website. Strictly speaking, the glossy booklet described above is known as "the annual report to shareholders."
Reading a 10-K
The meat of the 10-K report lies in its five parts. They include:
- Part I. Business.This provides an overview of the company’s main operations, including its products and services (i.e., how it makes money).
- Part II. Risk factors.These outline any and all risks the company faces or may face in the future. The risks are typically listed in order of importance.
- Part III. Selected financial data.This section details specific financial information about the company over the last five years. This section presents more of a near-term view of the company’s recent performance.
- Part IV. Management’s discussionand analysisof financial condition and results of operations. Also known as, this gives the company an opportunity to explain its business results from the previous fiscal year. This section is where the company can tell its story in its own words.
- Part V. Financial statements and supplementary data.This includes the company’s audited financial statements including the income statement,balance sheets, and statement of cash flows. Letters from the company’s senior management and independent auditor certifying the scope of their review are also included in this section.
Key Differences
The annual report is sent to shareholders each year ahead of the annual shareholder meeting and voting for the board of directors. The deadline for filing a 10-K is between 60 and 90 days after the end of the company’s fiscal year, depending on the size of the company.
Generally, 10-Ks are found on the SEC website, while the annual report should be available on the company’s website—usually under the investor relations section. Where an annual report may include company information, financials, and a letter from the CEO, the 10-K will include various risks and a detailed discussion of operations.
Both documents are important when analyzing a company, although the 10-K is usually preferred by analysts, given its more comprehensive nature.
The design and the intent of the annual report are distinctly separate from the 10-K. The annual report is more of a glossy and user-friendly publication, intended for the layperson to understand—and, hopefully. be impressed by. It has something of a public relations function.
By contrast, 10-Ks tend to be very lengthy and more difficult to digest than annual reports. They are not designed for easy consumption by the average individual.
In terms of hard-core financials. the annual report offers a shorter version of the 10-K report—the highlights, so to speak. That said, an investor or analyst will still find the details of a company’s finances in the annual report, including the balance sheet and income statement, as well as other useful financial data.
Key Similarities
Both a company's annual report and its 10-K provide detailed insights into the company’s financial health, operations, and strategic direction. They can both serve as key resources for investors, analysts, and other stakeholders who want to know about a company's performance and make informed decisions.
Both documents include comprehensive financial statements. These financial statements typically consist of the balance sheet, income statement, cash flow statement, and statement of shareholders' equity. The consistency of financial information in both the annual report and the 10-K ensures that users can cross-reference data and gain a clear understanding of the company's financial status.
Both the annual report and the 10-K also contain a management discussion and analysis section. This section offers management's perspective on the financial results, including explanations for significant changes, trends, or uncertainties. By detailing management’s insights and forward-looking statements, both documents go beyond just the numbers to help stakeholders understand the company.
Finally, both the annual report and the 10-K can highlight the company’s governance practices. They provide information about the board of directors, executive compensation, corporate governance policies, and any significant legal proceedings involving the company. This information, while it's not always financial, can still be insightful for making decisions about the company.
Example of Annual Report vs. Form 10-K
In the example below, we'll look at Microsoft's 2023 Annual Report as well as the company's Form 10-K filing for the fiscal year ending June 30, 2023.
First, let's take a look at Microsoft's annual report. The following picture is the cover page of the report; as mentioned above, the report is usually neatly published with high-quality photography.
:max_bytes(150000):strip_icc()/AnnualReport2023-9bcf61b06df14ca2a5a8cd9b1af21a0b.png "Annual Report vs. 10-K: What's the Difference? (1)")
The annual report transitions straight into commentary from Satya Nadella, Microsoft's CEO. Though commentary is given in the Form 10-K, the commentary is usually less formal in the annual report.
:max_bytes(150000):strip_icc()/AnnualReport2-8a9c336908ca480085b7082734a97641.png "Annual Report vs. 10-K: What's the Difference? (2)")
Last, the annual report does cover financial information. However, companies often have greater control over not only the information presented but how to present that information. It may be confined to publishing financial statements in accordance with GAAP; however, it can also present metrics or visualizations.
:max_bytes(150000):strip_icc()/AnnualReport3-4ec48d38271c48948359a56da2384328.png "Annual Report vs. 10-K: What's the Difference? (3)")
Now, let's turn our attention to a Form 10-K. Since this form is filed with the SEC, it is a much more standard form. It does not necessarily have nearly as appealing of a cover page. This cover page shown below is consistent with what other companies would file.
:max_bytes(150000):strip_icc()/Form10-k-ebd3becd28ef4426a3889ffb6b475ec0.png "Annual Report vs. 10-K: What's the Difference? (4)")
Last, here's a glimpse of the company's Form 10-K table of contents. Note that there is content beyond what is shown below. Though some of this information would also be shown in an annual report, the report below demonstrates how formal and organized the report is (because it is a government filing).
:max_bytes(150000):strip_icc()/Form10-k2-1ff1088b50de4e90bf2c667fadc41e6d.png "Annual Report vs. 10-K: What's the Difference? (5)")
What Does 10-K Stand for?
10-Kis short for Form 10-K, which is a document the SEC requires all public companies to file each year. The form presents a financial picture of the company, detailing its revenues, assets, and liabilities for the previous year.
What Is the 10-K Filing Deadline?
The 10-K filing deadline varies, depending on the size of the company. Firms worth $700MM or more have 60 daysto file after the close of their fiscal year. Firms between $75MM and $700MM have 75 days. Firms smaller than $75MM have 90 days.
Why Is a 10-K Report Called a 10-K?
The 10-K report probably gets its name from Regulation S-K, a set ofSECrules that set out the detailed disclosure requirementsfor companies, as mandated by sections 13 or 15(d) of the Securities Exchange Act of 1934. Regulation S-K is part of the Code of Federal Regulations—17 CFR Part 229 to be exact.
The Bottom Line
An annual report provides a comprehensive overview of a company's financial performance, operations, and outlook, typically including a letter from the CEO, financial statements, and market analysis. A 10-K is a detailed annual filing required by the SEC that includes extensive financial data, legal information, and management discussion, with stricter regulatory disclosures compared to the annual report.
