Regulatory Filings Checklist

Pin down the agency or agencies — SEC, FinCEN, FTC/DOJ (HSR), state securities administrator (Blue Sky), FCC, FDA, FINRA, state corporate registry. Multi-agency filings (e.g., a Form D that also triggers state Blue Sky in 12 jurisdictions) need a separate row per jurisdiction.

Common types and clocks: 10-K (60–90 days after fiscal year-end depending on filer status), 10-Q (40–45 days after quarter-end), 8-K (4 business days from triggering event), Form D (15 days after first sale), HSR (waiting period from filing), FinCEN BOI (30 days from change). Set the deadline as the run due date so downstream pacing anchors correctly.

Search the conflicts database for issuer, parents, subsidiaries, directors, 5%+ holders, and (for HSR or merger filings) the counterparty. Rule 1.7 conflicts are common when the firm represents both an acquirer and a portfolio company holder.

Check prior filings on EDGAR / state portals for late or amended filings, open comment letters, or pending enforcement. A delinquent prior 10-Q means the issuer loses S-3 eligibility — flag for the deal team before they price anything off of it.

Pull financials, board minutes, cap table, material contracts, and officer/director questionnaires from the data room. For 10-K, audit opinion and ICFR attestation must be finalized before the cover page can be locked.

Use the form-specific template (HotDocs / Lawyaw / Word). Carry forward risk factor language from the prior period and red-line only what changed — wholesale rewrites attract SEC staff comments asking what triggered the change.

SEC periodic reports and registration statements require Inline XBRL. Form D, HSR, and most state filings do not. If required, the financial printer (Donnelley, Toppan, DFIN) needs the financials at least 5 business days before filing.

Responsible partner reviews disclosures, MD&A, and risk factors against the prior period and against drafts of any concurrent press release. Inconsistency between the 8-K exhibit and the press release is a top-five SEC comment trigger.

Collect Section 302 and 906 certifications (10-K / 10-Q), director signature pages, and any required officer questionnaires. DocuSign envelopes should route CEO → CFO → directors; partial signatures block filing.

Confirm EDGAR CIK, CCC, and passphrase are current; test login the day before filing. EDGAR passphrases expire and the SEC will not reset them after 5:30 PM ET — a stale credential is the most common reason filings miss the cutoff.

Use the current SEC fee rate (changes annually each October 1) or the agency's fee schedule. HSR fees are tiered by transaction size; Blue Sky fees vary per state. Fund the EDGAR fee account at least 24 hours ahead — wires posting late will block submission.

Coordinate with the financial printer to apply the GAAP taxonomy tags and validate against SEC EFM rules. Common errors: missing axis/member, calculation inconsistencies, custom tags where standard ones exist.

EDGAR live filings accepted until 5:30 PM ET on business days; submissions after are deemed filed the next business day. Build in at least a 4-hour buffer before cutoff for last-minute validation errors. For HSR, the DOJ/FTC e-filing portal has its own hours.

Capture the EDGAR accession number, HSR transaction number, or state filing receipt. This is the proof-of-timely-filing if the regulator later disputes receipt.

Send the as-filed PDF plus the EDGAR link to the client deal team and to IR. For 8-K with a Reg FD-sensitive disclosure, IR should have the as-filed copy in hand before any analyst call.

Send a short status note confirming acceptance, accession number, and any anticipated follow-up (e.g., S-3 effectiveness timing, HSR waiting period expiration date).

SEC staff comment letters typically arrive 10–30 days post-filing for registration statements; periodic-report comments can come later. Set a docket reminder for the standard 10-business-day response window if a comment letter issues.

Respond comment-by-comment with cite to the disclosure as proposed to be amended. For SEC, response goes via EDGAR correspondence; for HSR second requests, follow the agency's preferred channel. Loop the client on any disclosure change before filing the response.

Save the as-filed PDF, EDGAR accession receipt, signature pages, fee wire confirmation, and any printer invoices to the matter folder in NetDocuments / iManage. Tag with filing type and period for retention scheduling.

For periodic filings (10-Q, 10-K, Form D amendments, BOI updates on change-in-beneficial-owner), set the next due date with 60-day, 30-day, and 7-day tickler reminders. Two-attorney calendar discipline — primary plus backup.

Log the filing in the firm's master compliance docket (or PMS regulatory module) so the responsible partner can run quarterly reports across the client portfolio. Capture any practice-change notes from this cycle for the next iteration of the template.