Filer status explained: large accelerated, accelerated and non-accelerated, and when roster companies filed

The SEC sorts reporting companies into three filer categories under Exchange Act Rule 12b-2: large accelerated filers, with a public float of $700 million or more, accelerated filers, from $75 million to under $700 million, and non-accelerated filers, everyone else. The category sets the 10-K deadline at 60, 75 or 90 days after fiscal year end and the 10-Q deadline at 40 or 45 days, and among the 831 companies on the CFO Tribune roster, 589 are large accelerated filers.

Filer status is a box on the cover of every 10-K and 10-Q, measured once a year from the float on the last business day of the second fiscal quarter. It decides more than the calendar. It decides whether the auditor must attest to internal control, how fast the annual report is due and, through the smaller reporting company rules, how much a company has to disclose. This guide sets the definitions next to the filing days of the companies on the record's roster, read from EDGAR on November 10, 2026.

What filer status is, and where it appears

Every 10-K and 10-Q asks the question on its cover, in the same words, followed by five check boxes.

The first three boxes are exclusive: a company is in one of them. The last two can be checked alongside any of them. A non-accelerated filer is often a smaller reporting company too, and an accelerated filer can be one, as the roster shows below. The definitions all sit in Rule 12b-2, and the form tells the registrant to read them there.

EDGAR keeps its own record of each company's status. The submissions file the SEC publishes for every registrant carries a category field with the same terms, for example "Non-accelerated filer" followed by "Smaller reporting company". That field is the source for the counts in this guide.

The three categories, and the tests that define them

Rule 12b-2 defines an accelerated filer as an issuer that, as of the end of its fiscal year, meets four conditions. It "had an aggregate worldwide market value of the voting and non-voting common equity held by its non-affiliates of $75 million or more, but less than $700 million, as of the last business day of the issuer's most recently completed second fiscal quarter." It has been subject to the reporting requirements of section 13(a) or 15(d) "for a period of at least twelve calendar months." It "has filed at least one annual report." And it is not eligible to use the smaller reporting company rules under the revenue test.

A large accelerated filer meets the same conditions with one change: the float is "$700 million or more." There is no definition of a non-accelerated filer. It is the residual, and the cover page box is how a company says it is in it.

The revenue test is the piece most often missed. Under the smaller reporting company definition, a company with "annual revenues of less than $100 million" and a public float under $700 million, or none, can use the scaled rules. A company that qualifies that way is excluded from both accelerated categories by condition (iv) of each definition, so it is a non-accelerated filer whatever its float. The other smaller reporting company test, a public float under $250 million, does not have that effect: a company with a float between $75 million and $250 million can be an accelerated filer and a smaller reporting company at once.

Two details of timing matter. The float is measured on the last business day of the second fiscal quarter, but the status is decided "as of the end of its fiscal year." And the determination at year end "governs the deadlines for the annual report to be filed for that fiscal year," so a calendar-year company whose float first reaches $75 million on its June measurement date, and that meets the other conditions, files that year's 10-K on the accelerated schedule.

The 2025 edition of Title 17, revised as of April 1, 2025, is the text read for this guide. The thresholds should be checked against the current eCFR before relying on them for a filing.

Deadlines by category: 10-K and 10-Q

General Instruction A of Form 10-K sets three due dates for the annual report:

• 60 days after the end of the fiscal year for large accelerated filers;
• 75 days for accelerated filers;
• 90 days "for all other registrants."

Form 10-Q, in its General Instruction A.1, has two: 40 days after the end of the fiscal quarter "for large accelerated filers and accelerated filers," and 45 days for all other registrants. No 10-Q is filed for the fourth quarter.

Two rules move those dates. Exchange Act Rule 0-3(a) says that when the last day for a timely filing "falls on a Saturday, Sunday or holiday, such papers may be filed on the first business day following." For a December 31 year end in 2025, day 60 was Sunday, March 1, 2026, so a large accelerated filer's 10-K was due Monday, March 2. And Rule 12b-25 gives a company that files a Form 12b-25 notice an extension: the annual report is treated as timely if it is filed "no later than the fifteenth calendar day following the prescribed due date."

The roster by category

The roster holds 831 companies: each one's principal financial officer as the signature page of its latest 10-K prints the name and title. EDGAR reports a category for 756 of them.

Of the 831, 589 are large accelerated filers, 45 accelerated filers and 122 non-accelerated filers. For 75 EDGAR reports neither an accelerated nor a non-accelerated status. In 73 of those it reports only another flag, most often "Emerging growth company," and in 2 it reports nothing; those companies are shown as not established.

The smaller reporting company flag sits on 121 roster companies. It falls where the definitions say it should. None of the 589 large accelerated filers carries it. Fourteen of the 45 accelerated filers do, which is the float test at work: a float between $75 million and $250 million makes a company both. And 107 of the 122 non-accelerated filers carry it. The emerging growth company flag sits on 98 roster companies.

The roster's mix reflects how it was built. It holds the S&P 500 seats and the companies whose CFO changes the record has reported, so large companies weigh heavily in it, and it is not a sample of all SEC registrants.

When each category actually filed

For each roster company, the record knows the 10-K its seat comes from. EDGAR's submissions file gives that 10-K's period of report, which is the fiscal year end, and its filing date. Subtracting one from the other gives the days each company took. The chart below plots all 752 companies with a category and both dates, one dot each.

The three strips have three different shapes, each set by its deadline.

Large accelerated filers filed a median 50 days after year end. The 588 with both dates range from 22 days to 79, and 188 of them filed in the last seven days before day 60. Fourteen more filed on day 61 or 62, which looks late but is not: their day 60 fell on a weekend, and Rule 0-3 moved the deadline to the Monday. On that reading, 587 of the 588 filed by their due date.

Accelerated filers filed a median 62 days after year end, against a 75-day deadline. Of the 45, 11 filed in the last week before it and 42 filed by their due date.

Non-accelerated filers filed a median 82 days after year end, against 90. Of the 119 with both dates, 38 filed in the final week and 103 by their due date. The rest of the strip is where the 15-day extension shows: 10 of the 16 companies that filed after day 90 did so within 15 days of their due date, and six of them on exactly day 105, which is day 90 plus fifteen.

These counts use the category EDGAR reported on November 10, 2026, which can differ from the box the company checked on the 10-K itself. A company that changed category during the year would be measured against the wrong deadline here. The counts also do not read whether a company filed a Form 12b-25 notice, so "after the due date" in this guide means only the calendar, not a judgement about any company. The record does not name the companies that filed after their due date for that reason.

Most roster companies close their books on December 31: 615 of the 831 report that fiscal year end to EDGAR. For 637 of the 752 dated filings, the period of report is in 2025; for 115 it is in 2026, from companies with fiscal years ending in the first half of the year.

How a company changes category

Rule 12b-2 sets different thresholds for leaving a category than for entering it, so a company near a line does not switch back and forth. An accelerated filer stays one unless its float falls below $60 million, or it becomes eligible for the smaller reporting company revenue test. A large accelerated filer stays one unless its float falls below $560 million, or it becomes eligible under the revenue test. A large accelerated filer whose float falls to "$60 million or more, but less than $560 million" becomes an accelerated filer, as long as the revenue test does not apply; below $60 million, a non-accelerated filer.

Entering a category works the other way. A company does not become an accelerated filer, the rule says, until "after it first meets" the conditions at fiscal year end, and the twelve months of reporting and the first annual report have to be behind it. It follows that a company filing its first 10-K after an initial public offering cannot yet be in either accelerated category, whatever its size, because it has not filed an annual report before.

The roster's own history will show these changes as the record re-reads each company's next 10-K. A later article in this series compares each roster company's category year over year.

How filer status links to other duties

The status changes more than the calendar. The 10-K cover asks, a few lines below the filer boxes, whether the registrant has filed a report on and attestation to management's assessment of its internal control over financial reporting "under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report." Whether a company needs that attestation turns on its filer category, and a later article in this series counts how the roster's 10-K covers answer the question, category by category.

The smaller reporting company status brings the scaled disclosure rules of Regulation S-K, and the emerging growth company status brings its own exemptions. Both are separate from the deadline categories, and later guides in this series take each in turn, starting with the two smaller reporting company tests.

Method

How the figures were made:

• The roster. The record's 831 verified roster seats at November 11, 2026, each tied to a 10-K by the sec.gov link in its source.
• Category. The category field in each company's EDGAR submissions file, read once per company on November 10, 2026 (UTC) through the site's EDGAR client at no more than four requests a second. The status that names accelerated, large accelerated or non-accelerated is the category; the smaller reporting and emerging growth flags are counted separately.
• Days. For the 10-K the roster seat cites: the filing date minus the period of report, both from the submissions file, in calendar days.
• Due date. Period of report plus 60, 75 or 90 days by category, moved to the next business day when it falls on a weekend or a federal holiday under Rule 0-3(a).
• Recomputing. scripts/articles/fetch-filer-status.mjs reads EDGAR and saves what it read with the chart data; scripts/articles/compute.mjs turns that into every figure here.