Learn · Explainer

How to read a 10-K

The annual report, part by part: what each item holds, which ones to read first, and what the cover page tells you.

Start with the cover page

The first page is a form with check boxes, and it carries more than it looks. It names the exchange and ticker, says whether the company is a large accelerated filer (which sets its filing deadlines), gives the market value of shares held by people outside the company on the last day of its second fiscal quarter, and states the number of shares outstanding a few weeks before filing.

Apple's cover page lists 14.53B shares of common stock outstanding as of Oct 23, 2026. That count differs from the 14.72B weighted average diluted shares used in its earnings per share for fiscal 2026, because it's a single day's count after a year of buybacks. Earnings per share explains the average.

Source: Apple 10-K for fiscal 2026, filed Nov 3, 2026

The four parts, item by item

The SEC's Form 10-K instructions fix the item numbers, so Item 7 is always MD&A and Item 8 is always the financial statements. A company can mark an item as not applicable, but it can't renumber them.

Part I: the business

• Item 1, Business. What the company sells, its segments, customers, competition, employees and regulation. The best place to start.
• Item 1A, Risk Factors. What management says could hurt the company. Risk factors covers how to read it.
• Items 1B and 1C. Unresolved comments from SEC staff (usually none), and since 2023 a description of how the company manages cybersecurity risk.
• Items 2 to 4. Properties, legal proceedings and mine safety. Often short.

Part II: the numbers

• Item 5, Market for the stock. Where the shares trade, the number of holders of record, and the table of shares the company bought back in the last quarter.
• Item 7, MD&A. Management's own explanation of the results, cash and outlook. MD&A has the details.
• Item 7A, Market risk. How changes in interest rates, currencies and commodity prices would affect the company.
• Item 8, Financial Statements. The income statement, balance sheet, cash flow statement and statement of shareholders' equity, three years side by side, followed by the notes and the auditor's report.
• Item 9A, Controls and Procedures. Management's assessment of its internal control over financial reporting, which the auditor also checks at large companies.

Part III: the people

• Items 10 to 14. Directors, executive pay, who owns the shares, related-party dealings and audit fees. Most companies fill this part in by pointing to the proxy statement, which they file within 120 days of the year end.

Part IV: the attachments

• Item 15, Exhibits. Contracts, the list of subsidiaries (Exhibit 21), the chief executive's and chief financial officer's signed certifications (Exhibits 31 and 32) and the XBRL data files.

An order that saves time

1. Item 1 for what the company does and how it's organized into segments.
2. Item 7 for management's view of the year: what drove revenue and costs, and how cash was used.
3. Item 8 for the statements themselves. The notes explain each line: revenue by product or region, debt maturities, leases, taxes, legal matters.
4. Item 1A last, with the business in mind, so the risks read as specific to this company.

In Apple's 10-K, the table of contents puts Risk Factors at pages 5 to 20, MD&A at page 24 and the financial statements at page 31. The auditor's report sits at the end of Item 8; Ernst & Young has audited Apple since 2009.

The numbers are also data

Every figure in the financial statements is tagged in XBRL, a machine-readable format the SEC requires. That's how sites like this one read revenue, net income and the rest straight from the filing: each figure on a Ticker Sage page links to the 10-K or 10-Q it came from, and the tag name shows when you hover over it.

Amendments and late filings

A 10-K/A amends a filed 10-K, often just to add Part III when the proxy statement comes out late, and sometimes to correct the statements. A filing called NT 10-K is a notice that the 10-K will be late; it buys up to 15 extra calendar days. 10-K vs. 10-Q vs. 8-K lists the deadlines.

The SEC's own guide, How to Read a 10-K, walks through the same items.

More in Learn and Tools · Methodology & Disclosures explains where every number comes from.