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Who Needs to Make an S-4 Filing? The SEC requires an S-4 filing from any publicly traded company undergoing a merger or an acquisition. This form must also be filed in bankruptcy situations when there is an exchange offer on the table, and during hostile takeovers.
Who must file form 4s?
Form 4 must be filed with the Securities and Exchange Commission whenever there is a material change in the holdings of company insiders. If a party fails to disclose required information on a Form 4, civil or criminal actions could result.
Who files Form S4?
Companies must file Form S-4 with the Securities and Exchange Commission whenever they are about to go through a merger or acquisition transaction. It is also used to alert the financial regulator when companies tender a stock offering. For instance, they must file the form when they offer securities in place of cash.
When should a Form 4 be filed?
Generally, a Form 4 must be filed within two business days of the change in beneficial ownership.
Who is responsible for filing Form 4?
The federal securities laws require certain individuals (such as officers, directors, and those that hold more than 10% of any class of a companys securities, together well call, insiders) to report purchases, sales, and holdings of their companys securities by filing Forms 3, 4, and 5.
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