Company F: 10-K Pre-filing Check

A US-listed networking equipment company. Identity masked; the work is shown in full.

Summary

Filer
a US-listed networking equipment company
Document reviewed
Form 10-K for fiscal 2025, about 110 pages, read with the prior-year 10-K
Observations
4 compliance and disclosure gaps, 19 SEC-style questions, 10 drafting slips
Elapsed review time
36 minutes from start to finished report
Standards applied
US GAAP (FASB ASC), Regulation S-X, Regulation S-K, Form 10-K items, SOX 302/906 and Exchange Act rules

Observations by category and severity

Observations by category and severity
CategoryCriticalHighMediumLowTotal
Compliance gap Compliance or disclosure gap––123
Presentation Presentation point–––11
Question SEC-style question––21719
Drafting Drafting slip–––1010
Total––33033

Findings register

33 observations

RefObservationCategorySeverityAreaStatus
3.01The year-end earnings release quotes non-GAAP net income and operating margin as if they were the GAAP figuresCompliance gapMediumRegulation S-K narrative: business, risk factors and MD&AInterpretation
1.01The intangible-asset amortization schedule shows three single years, not the five succeeding years requiredCompliance gapLowFinancial statements, US GAAP and Regulation S-XEstablished
3.02Two of the three critical accounting estimates repeat the accounting policies almost word for word, and none gives a figure, no change over time and no sensitivityCompliance gapLowRegulation S-K narrative: business, risk factors and MD&AInterpretation
3.03Item 7A still names strategic equity investments as a primary market risk, but the section that described them has been removedPresentationLowRegulation S-K narrative: business, risk factors and MD&AInterpretation
1.02Customer payments under cancellable contracts are called 'contract liabilities' and counted in the [amount] of remaining performance obligationsQuestionMediumFinancial statements, US GAAP and Regulation S-XInterpretation
3.04The 2025 gross margin discussion says the margin 'remained constant' and does not mention that inventory write-downs halvedQuestionMediumRegulation S-K narrative: business, risk factors and MD&AInterpretation
1.03The [acquired business] acquisition note leaves out most business-combination disclosures without saying the deal is immaterialQuestionLowFinancial statements, US GAAP and Regulation S-XInterpretation
1.04The lease disclosures given last year are cut to one sentence, with no lease liability, right-of-use asset or maturity analysis, although the tax note shows lease balances growingQuestionLowFinancial statements, US GAAP and Regulation S-XInterpretation
1.05The segment note now names only two significant segment expenses where last year it named fiveQuestionLowFinancial statements, US GAAP and Regulation S-XInterpretation
1.06The note on investments in privately-held companies, given last year with an [amount] carrying amount, has been droppedQuestionLowFinancial statements, US GAAP and Regulation S-XInterpretation
1.07The tax note no longer says that no deferred tax is provided on outside basis differences of foreign subsidiaries, though a risk factor still relies on indefinite reinvestmentQuestionLowFinancial statements, US GAAP and Regulation S-XInterpretation
1.08Accrued liabilities of [amount] are no longer broken down, although last year's breakdown showed an item above the 5% thresholdQuestionLowFinancial statements, US GAAP and Regulation S-XInterpretation
1.09Receivables policy still describes an allowance for accounts 'determined to be uncollectible' rather than expected credit lossesQuestionLowFinancial statements, US GAAP and Regulation S-XInterpretation
1.10The table of debt securities in an unrealized loss position is given for [date] only, not for [date]QuestionLowFinancial statements, US GAAP and Regulation S-XInterpretation
1.11The [litigant] patent case disclosed last year as a reasonably possible loss is no longer mentioned, with no statement of how it endedQuestionLowFinancial statements, US GAAP and Regulation S-XInterpretation
1.12Stock-based compensation: the fair value of RSUs vested cannot be reproduced from the RSU table, and no ESPP valuation inputs are givenQuestionLowFinancial statements, US GAAP and Regulation S-XInterpretation
2.01Item 9B in both years reports one trading plan for the Chief Executive Officer; later Forms 4 refer to a second plan for family trusts adopted the same dayQuestionLowGovernance, controls and certificationsInterpretation
3.05The long-term liability for uncertain tax positions, listed last year as a material cash requirement at [amount], is no longer mentionedQuestionLowRegulation S-K narrative: business, risk factors and MD&AInterpretation
3.06The two customers behind [n]% of revenue are no longer named, although the prior-year Form 10-K named themQuestionLowRegulation S-K narrative: business, risk factors and MD&AInterpretation
3.07The 'Providers' customer category is renamed '[customer category]' and gains three points of revenue mix with no explanationQuestionLowRegulation S-K narrative: business, risk factors and MD&AInterpretation
3.08The [city] building estimate falls by only [amount] in a year when [amount] was built, and the Form 10-K does not say what the range coversQuestionLowRegulation S-K narrative: business, risk factors and MD&AInterpretation
3.09MD&A attributes the [amount] rise in the tax provision 'primarily' to lower stock-compensation tax benefits, which account for about [amount] of it, and quantifies no driverQuestionLowRegulation S-K narrative: business, risk factors and MD&AInterpretation
4.01The revenue policy no longer carries the rebate sentence the company told the SEC staff it would includeQuestionLowAuditor's report, ICFR and the SEC filings recordInterpretation
5.01The statement of stockholders' equity ends with a footnote rule and a stray full stop but no footnoteDraftingLowFinancial statements, US GAAP and Regulation S-XEstablished
5.02The segment policy still gives the decision maker the former title 'President, Chief Executive Officer and Chairperson'DraftingLowFinancial statements, US GAAP and Regulation S-XEstablished
5.03Four drafting slips in the exhibit index, a certification and the income tax noteDraftingLowCover page, exhibits, XBRL and other disclosuresEstablished
5.04The table of contents captions Item 9 'Change in and Disagreements', while the heading in the body reads 'Changes in', in both yearsDraftingLowCover page, exhibits, XBRL and other disclosuresEstablished
5.05Generic risk factors are captioned 'General Risks' instead of the caption the rule prescribesDraftingLowRegulation S-K narrative: business, risk factors and MD&AEstablished
5.06Item 1A still uses the superseded 'reasonably assured' collection wording for revenue (both years)DraftingLowRegulation S-K narrative: business, risk factors and MD&AEstablished
5.07Eleven wording slips in the risk factors, one of which reverses the meaning of a sentenceDraftingLowRegulation S-K narrative: business, risk factors and MD&AEstablished
5.08Item 1B answered 'Not applicable', and three slips in the MD&A tables and textDraftingLowRegulation S-K narrative: business, risk factors and MD&AEstablished
5.09Four drafting slips in the Note 1 accounting policiesDraftingLowFinancial statements, US GAAP and Regulation S-XEstablished
5.10Item 5 (both years): the unvested-share repurchase sentence ends '[wording masked]', which reads as denying the November program purchases shown in the table below itDraftingLowRegulation S-K narrative: business, risk factors and MD&AEstablished

How to read the masking. the Company stands for the filer; [amount] and [n] replace exact dollar amounts, share counts and other figures; [date] replaces dates (fiscal-year labels are kept); [name], [brand], [state], [city] and similar stand-ins replace people, products, places and other identifiers. Grey boxes on screenshots are the same masking applied to the page image. Ratios we computed are shown as computed.

Prepared by Pramanex from the company’s public SEC filings, without the company’s involvement, to show how a 10-K Pre-filing Check reads. The company is not named, and nothing on this page is a statement about any identifiable company. Observations are not an audit, review or other attestation or assurance engagement, and not legal advice. An SEC-style question is a question, not a conclusion.

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