July 14, 2011
I want to pass along a simple but important tip from my fellow Reference Attorney, Dan Peplinski. We receive regular requests for 12b-25 filings. The SEC requires filers to submit this form with untimely-filed quarterly and annual reports. See Rule 12b-25 (17 CFR 240.12b-25). Problem is, how do you find them? Searching by file type on the Westlaw EDGAR database or on LiveEdgar (business.westlaw.com), yields a single result. What gives? Simple answer is, the forms are attached to the annual reports. As a result, best practice is to search using “12b-25” as free text, NOT as form type. Instead, the notation “NT” (not timely) precedes relevant form types (NT 10-K, for example). Here are the recommended queries:
Business Law Research (business.westlaw.com)
Free Text: form 12b-25
Form Type (Body and Exhibits): nt 11-k
Same search on Westlaw looks like this:
Query: FT,FTCA(“NT 11-K”) & 12B-25
Note: FT is for “file type”, FTCA is for “file type category.” FT queries yield results for specific form types like 10-K/A (amended annual reports). FTCA queries run across all form types of that category — all 10-Ks, for example. We usually recommend using both fields when searching by form type.
Results will include the 12b-25 filing.