--- name: connector-sec-edgar description: Use when a lawyer, compliance professional, or due-diligence analyst needs to retrieve US public-company filings from the SEC's EDGAR database — including 10-K annual reports, 10-Q quarterly filings, 8-K current reports, S-1 registration statements, proxy statements, and beneficial ownership disclosures. Free public API; no authentication required. Triggers on requests involving US-listed company research, M&A due diligence on a US public entity, SEC disclosure review, or capital markets regulatory analysis. license: MIT metadata: id: connector.SEC-EDGAR category: connector jurisdictions: [US, __multi__] priority: P2 intent: [__connector__] related: [connector-companies-house-uk, connector-ofac-sanctions, connector-eur-lex, connector-cocounsel-thomson-reuters] source: Louis — HAQQ Legal AI (github.com/sboghossian/mini-claude-for-legal) version: "1.0" --- # Connector — SEC EDGAR ## What it does EDGAR (Electronic Data Gathering, Analysis, and Retrieval) is the US Securities and Exchange Commission's online database of public company filings. Every US-listed company is required to file disclosure documents with the SEC, and all filings are publicly accessible through EDGAR. The SEC EDGAR connector enables the legal-AI platform to: - Retrieve public company filings by CIK (Central Index Key), company name, or ticker. - Search filings by form type and date range. - Extract specific sections from large filings (e.g., risk factors from a 10-K, or the material contracts exhibit list). - Monitor for new filings by a specific company. ## Setup / auth **No authentication required.** The EDGAR HTTPS API and filing retrieval are public. The SEC provides a dedicated REST API: `data.sec.gov/api/`: - `data.sec.gov/submissions/{CIK}.json` — full filing history for a company. - `data.sec.gov/api/xbrl/` — structured financial data. - `efts.sec.gov/LATEST/search-index` — full-text search. For production use, the SEC requests that automated callers include a `User-Agent` header identifying the application and a contact email address. Failure to do so may result in IP-based rate limiting. Rate limit: 10 requests/second recommended by the SEC; enforce in the connector. ## Filing form types | Form | What it is | Use in legal practice | |---|---|---| | 10-K | Annual report | Full business description, risk factors, financials, material contracts | | 10-Q | Quarterly report | Interim financials, litigation disclosures | | 8-K | Current report (material events) | Acquisitions, executive changes, bankruptcy, material contract entry | | S-1 / F-1 | IPO registration statement | Business description, financials, risk factors; pre-IPO due diligence | | 20-F | Foreign private issuer annual report | MENA-listed companies on US exchanges use this form | | 6-K | Foreign private issuer current report | Equivalent of 8-K for foreign issuers | | DEF 14A | Proxy statement | Shareholder voting matters, executive compensation | | SC 13D / 13G | Beneficial ownership >5% | Identify major shareholders; change of control signals | | Form 4 | Insider transactions | Director/officer stock purchases and sales | | 13F | Institutional holdings | Quarterly disclosure of >$100M institutional managers | ## CIK lookup Every EDGAR filer has a unique CIK (Central Index Key). CIK lookup by company name: - API: `https://efts.sec.gov/LATEST/search-index?q=%22company+name%22&dateRange=custom&startdt=2000-01-01&enddt=today&forms=10-K` - Or: `https://www.sec.gov/cgi-bin/browse-edgar?company=NAME&action=getcompany` For MENA companies listed in the US (e.g., an Israeli tech company on Nasdaq, a Gulf-domiciled SPAC), they file as Foreign Private Issuers using 20-F and 6-K forms. ## Usage patterns ### Pattern 1 — M&A due diligence on a US-listed target ``` User: "Pull the 10-K and latest 10-Qs for TechCorp Inc." → Connector looks up TechCorp's CIK → Retrieves the most recent 10-K (annual) and last two 10-Qs → Returns: business description, risk factors section, material contracts list, pending litigation disclosures, and financial highlights → Flag any risk factors related to the buyer's jurisdiction or sector ``` ### Pattern 2 — 8-K monitoring for a counterparty For ongoing transaction monitoring: - Set up a scheduled task (via [[connector-scheduled-tasks]]) to check for new 8-K filings by a counterparty. - Alert if an 8-K is filed describing a material event that could affect the counterparty's ability to perform (bankruptcy filing, regulatory action, change of control). ### Pattern 3 — Cross-border M&A — MENA buyer, US target For a GCC sovereign wealth fund or MENA PE firm acquiring a US-listed company: - Retrieve the target's most recent 10-K for the business description and risk factors. - Review the material contracts list (Exhibit 10 filings) for change-of-control clauses that trigger on the acquisition. - Review the proxy statement for shareholder approval requirements. ### Pattern 4 — Beneficial ownership analysis ``` User: "Who owns more than 5% of ABC Corp?" → Search EDGAR for ABC Corp's SC 13D and 13G filings → Return: list of >5% beneficial owners with their declared holdings and filing dates → Cross-reference owners against [[connector-ofac-sanctions]] if the transaction has US sanctions implications ``` ### Pattern 5 — Foreign private issuer research For a Lebanese company traded on a US exchange: - Retrieve the 20-F (annual report equivalent) — note that 20-F filings use different reporting standards than domestic 10-K filings (IFRS vs US GAAP). - The 20-F risk factors section typically includes jurisdiction-specific disclosures about the home country's regulatory environment — useful for understanding political risk in MENA issuers. ## MENA relevance US capital markets have significant MENA intersections: - **GCC sovereign wealth funds** (ADIA, PIF, QIA, Mubadala) hold US-listed securities and file 13F disclosures. - **MENA PE-backed companies** pursuing US listings use F-1/20-F. - **US-listed companies with MENA operations** disclose regional risk in their 10-K risk factors. - **Dual-listed companies** (e.g., companies listed on both a MENA exchange and a US exchange) file both local regulatory disclosures and SEC filings. When advising MENA clients on US capital markets transactions, EDGAR is a primary research tool. When advising US clients on MENA market entry, reviewing EDGAR filings of US-listed MENA-exposed companies provides competitive and regulatory intelligence. ## Permissions & safety - **Public data only.** All EDGAR content is public; no PII restrictions on the filings themselves (although they may contain names of individuals in a public-company context). - **Attribution.** When returning EDGAR content, include the form type, filing date, and EDGAR accession number for citation. - **No financial advice.** Information from EDGAR is for legal due diligence — never frame it as investment advice. - **Currency.** EDGAR filings reflect the state as of the filing date. For fast-moving situations (e.g., a company undergoing restructuring), check for the most recent 8-K before relying on the 10-K narrative. ## Failure modes | Failure | Cause | Resolution | |---|---|---| | CIK not found | Company name variation or ticker change | Try the EDGAR full-text search; search by ticker; check for former names | | Filing too large | 10-K files can exceed 100MB | Retrieve the index file first; then request specific exhibits by accession number | | Rate limited | >10 requests/second | Implement rate limiter; queue requests | | 20-F filed in non-English | EDGAR requires English but some exhibits may be in original language | Note the language; link to the original exhibit | ## Related skills - [[connector-companies-house-uk]] - [[connector-ofac-sanctions]] - [[connector-eur-lex]] - [[connector-cocounsel-thomson-reuters]]