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Form 3 is a document that a company insider or major shareholder must file with the SEC. The information provided on the form is meant to disclose the holdings of directors, officers, and beneficial owners of registered companies and becomes public record.
Subpart AForms for Registration Statements. 239.45 Form SF-3, for registration under the Securities Act of 1933 for offerings of asset-backed issuers offered pursuant to certain types of transactions.
Filing an S-3 doesnt necessarily mean the company will actually issue stock. Just gives them the option to in case theres a good market opportunity for it.
Whats a Form 3? When a person becomes an insider (for example, when they are hired as an officer or director), they must file a Form 3 to initially disclose his or her ownership of the companys securities. Form 3 must be filed within 10 days after the person becomes an insider.
(a) This Form must be filed within 10 days after the event by which the person becomes a reporting person (i.e., officer, director, ten percent holder or other person).
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Form S-3 requires less disclosure than many other registration statements, but issuers must satisfy rigorous requirements to qualify to file a Form S-3. The issuer must have timely filed all its periodic reports . The issuer must have met all debt and dividend obligations in the prior 12 months.
A Form F-3 registration statement can be used to register the sale of many different types of securities, including common and preferred stock, options, warrants, debt (convertible and non-convertible) and debt guarantees.