Form 6-K

Form 6-K is the report a foreign private issuer furnishes to the SEC to pass along material information it has published outside the United States, such as quarterly results, press releases, and shareholder meeting materials. It is required by Exchange Act Rules 13a-16 and 15d-16 and fills the gap between a foreign company's annual reports on Form 20-F or Form 40-F.

The 6-K is often described as the foreign counterpart to the 8-K, but its trigger is different. Instead of a fixed list of reportable events, it mirrors whatever the company makes public at home.

Under General Instruction B, a 6-K must include information that the company makes public, or is required to make public, under the law of its home country or country of incorporation; that it files with a stock exchange where its securities trade, when the exchange publishes it; or that it distributes to its security holders. The instruction lists the kinds of material information in scope, including changes in business, management, or control; acquisitions and dispositions; bankruptcy; changes in auditors; financial condition and results; material legal proceedings; defaults; shareholder vote results; related-party transactions; option grants and executive pay; and material cybersecurity incidents. The report is due promptly after the information is made public.

A 6-K is furnished, not filed. The form states that its contents are not treated as filed for purposes of Section 18 of the Exchange Act, which limits the liability attached to them. It must be submitted on EDGAR in English, with foreign-language documents handled under General Instruction D.

Because many foreign issuers publish interim results only through 6-Ks, these reports are often the only source of quarterly data for a foreign company. XBRL data is required on a 6-K only in narrow cases, such as revised annual financial statements or interim statements included under Form 20-F's nine-month updating rule, so quarterly figures in a 6-K are frequently not machine-readable.