Risk Factors Security Filings

Risk Factors in Securities Filings: What Companies Must Disclose

Regulatory Background

SEC Risk Factors
  • Short sentences
  • Active voice
  • Avoiding legal jargon to the extent possible
  • Use bullet point lists to make complex concepts more reader-friendly

Material Risks: Deciding What to Disclose

Types of Risk Factors

  • Risks related to acquisitions
  • Risks related to competition
  • Lack of operating history
  • Dependence on key employees
  • Risks relating to key suppliers or key customers
  • Current material litigation
  • Labor shortages
  • Risks of increased costs of raw materials
  • New regulatory regimes
  • General economic conditions
  • Seasonality of the business

Investment or Securities Risk Factors



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Carpenter Wellington PLLC

Carpenter Wellington PLLC


Ryan Carpenter serves as Attorney and Managing Director of Carpenter Wellington. Ryan advises clients across a broad set of corporate and commercial matters.