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Colonial Filings

If a Form 10-K is due on March 31 and a company begins transmitting it through EDGAR after 5:30pm Eastern Time that day, will it count as an on-time filing?

Generally, no. Although EDGAR operates from 6am to 10pm ET on business days, most live submissions must begin transmission at or before 5:30pm ET and be accepted by EDGAR to receive that day’s filing date.

A Form 10-K transmitted after 5:30pm ET will generally receive the next business day’s filing date. If the company submits it after the cutoff on its actual 10-K deadline, the filing may therefore be considered late.

Key Takeaways

  • The SEC EDGAR system is open from 6am to 10pm ET on business days.
  • The filing deadline for receiving the same-day filing date is 5:30pm ET.  To obtain such a date the SEC must accept the submission. You should receive a confirmation email as well.
  • A form submitted after 5:30pm ET generally receives the next business day’s filing date, except for Section 16 filings which have until 10pm ET. EDGAR acceptance does not necessarily mean a filing was assigned for the intended filing date.
  • Form 10-K is not among the submission types that qualify for same-day treatment if filed before 5:30pm ET.

What Is the EDGAR Filing Cutoff Time?

According to the SEC, EDGAR’s operating hours are 6am to 10pm Eastern Time, Monday through Friday, except on federal holidays.

However, EDGAR’s operating hours are not the same as its general same-day filing-date window.

For most live submissions, including Form 10-K, transmission must begin at or before 5:30pm ET. If EDGAR accepts the submission, it will receive that business day’s filing date.

The distinction can be summarized as follows:

  • EDGAR operating hours: 6am to 10pm ET
  • General same-day filing-date cutoff: 5:30pm ET

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What Happens If a 10-K Is Filed After 5:30pm?

A Form 10-K that begins transmission after 5:30pm ET will receive the next business day’s filing date, even if EDGAR accepts the submission that evening.

This distinction is especially important when the company is filing on its deadline. Even a short delay can affect whether the company technically filed on time.

Suppose a company’s Form 10-K is due on March 12:

10-K transmission EDGAR status Expected filing date
Begins at 5:15 p.m. ET and is accepted Accepted March 12
Begins at 5:30 p.m. ET and is accepted Accepted March 12
Begins at 5:31 p.m. ET and is accepted Accepted Generally March 13

In the third scenario, the company may receive an EDGAR acceptance message that evening. However, if the official filing date is March 13, the Form 10-K would be late because the deadline was March 12.

How Does EDGAR Determine the Filing Date?

Three points in the submission process affect whether a filing was successfully completed on time.

  1. Transmission Begins

For purposes of the 5:30pm cutoff, the important point is when the filer begins transmitting the submission to EDGAR.

A filer should not assume that opening the submission, logging into EDGAR, or beginning internal preparations before 5:30pm satisfies the cutoff. The live transmission itself must begin at or before 5:30pm ET.

  1. EDGAR Processes the Submission

EDGAR processes the filing and sends either an acceptance or suspense message. A filer cannot be certain that EDGAR has accepted the submission until the acceptance message arrives.

A submission that is suspended has not been successfully filed.

  1. EDGAR Assigns the Official Filing Date

The acceptance message includes the filing date assigned to the submission. According to the SEC, an official filing has not been made unless the acceptance message includes a filing date.

That assigned date—not simply the time the acceptance message arrives—should be compared with the company’s applicable Form 10-K deadline.

Does EDGAR Stop Accepting Filings at 5:30pm ET?

No. EDGAR does not generally stop accepting filings at 5:30pm ET. It remains operational until 10pm ET on business days, except federal holidays.

A company can therefore transmit a Form 10-K at 6pm, 7pm, or later while EDGAR is operating. However, a 10-K transmitted after the 5:30pm cutoff will generally be assigned the next business day’s filing date, which will be posted on EDGAR at 6am ET.

What changes after 5:30pm is usually the filing date, not EDGAR’s ability to receive the submission.

Are There Exceptions to the 5:30pm EDGAR Cutoff?

Yes. The 5:30pm general cutoff does not apply in the same way to every EDGAR submission type.

The SEC identifies certain submissions that can begin transmission after 5:30pm but before 10pm ET and still receive the date of transmission as their filing date, provided EDGAR accepts them. These include:

  • Forms 3, 4, and 5, including amendments
  • Form 144 and Form 144/A
  • Certain MEF filings
  • POS 462B

The SEC provides the complete list of qualifying submission types in its current EDGAR filing-status guidance.

Form 10-K is not one of the listed exceptions. A Form 10-K that begins transmission after 5:30pm ET will generally receive the next business day’s filing date.

What If the 10-K Deadline Falls on a Weekend or Federal Holiday?

Under Exchange Act Rule 0-3, if a Form 10-K deadline falls on a Saturday, Sunday, or federal holiday, the filing is generally considered timely if it is made on the next business day.

For example, if a Form 10-K deadline falls on a Saturday, the deadline generally moves to Monday. If that Monday is also a federal holiday, the deadline generally moves to Tuesday.

Once the deadline moves to the next business day, the general 5:30pm ET same-day filing cutoff still applies.

Rule 0-3 should not be confused with Exchange Act Rule 12b-25. When its requirements are satisfied, Rule 12b-25 may provide up to a 15-calendar-day extension for Form 10-K.

How Early Should Companies Submit a 10-K?

The SEC does not establish a general rule requiring companies to submit a Form 10-K a specific number of hours or minutes before 5:30pm ET. However, companies handling deadline-sensitive filings should plan to submit well before the cutoff.

The EDGAR Filer Manual provides current technical requirements and guidance for preparing and transmitting EDGAR submissions.

Submitting early can provide time to address:

  • Formatting or validation errors
  • A submission being suspended rather than accepted
  • Incorrect or incomplete filing information
  • Additional time needed to rebuild the submission
  • Internet, login, or transmission problems
  • Delays in receiving and reviewing the acceptance message

Beginning transmission exactly at 5:30pm ET may technically fall within the same-day window, but it leaves little time to resolve a suspended or rejected submission. Companies should allow enough time to receive the acceptance message and verify the assigned filing date.

Frequently Asked Questions About the EDGAR 5:30pm Cutoff

Is the SEC filing deadline 5:30pm or 10pm?

For most live submissions, 5:30pm ET is the cutoff for receiving the same business day’s filing date. EDGAR generally remains operational until 10pm ET.

The applicable filing deadline is the date on which the form is due. The 5:30pm cutoff determines whether most submissions receive that date as their official filing date.

Can a Company File a 10-K at 6pm?

Yes. EDGAR generally accepts submissions until 10pm ET on business days. However, a Form 10-K transmitted at 6pm ET will generally receive the next business day’s filing date.

Does Filing at Exactly 5:30pm Count as On Time?

It can. If transmission begins at or before 5:30pm ET and EDGAR accepts the submission, the filing can receive that business day’s filing date.

Because acceptance is also required, companies should avoid waiting until the cutoff whenever possible.

What Time Zone Does EDGAR Use?

EDGAR filing and operating times are based on Eastern Time.

Does an EDGAR Acceptance Message Mean the Filing Was On Time?

Not necessarily. The filer should review the filing date included in the acceptance message and compare that date with the applicable deadline.

A filing accepted after 5:30pm ET may still receive the next business day’s filing date.

Is a 10-K Submitted After 5:30pm Considered Late?

A Form 10-K may be late if transmission begins after 5:30pm ET on its deadline date and EDGAR assigns it the next business day’s filing date.

Can a 10-K Receive the Same-Day Filing Date After 5:30pm?

Under the SEC’s general EDGAR filing-date rules, Form 10-K is not one of the submission types eligible for same-day treatment when transmitted after 5:30pm ET.

Plan Ahead for Your 10-K EDGAR Filing

Companies preparing a Form 10-K should distinguish between EDGAR’s operating hours and its general same-day filing-date cutoff. Although EDGAR remains open until 10pm ET, a Form 10-K generally must begin transmission by 5:30pm ET and be accepted to receive that business day’s filing date.

Colonial Filings provides EDGAR filing, document formatting, Inline XBRL, and submission support to help public companies prepare and complete Form 10-K and other SEC filings.

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