Starting with their first 10-Q filed for a fiscal period ending on or after June 15, large accelerated filers will be required to submit interactive data using Inline XBRL. Included in this transition are the new requirements, adopted by the SEC in March as part of the FAST Act Modernization and Simplification of Regulation S-K, to tag additional information that is visible on the cover page of Form 10-Q, Form 10-K and Form 8-K.
The 2019 DEI taxonomy (currently in draft form available here) contains the new cover elements. The information that must be tagged on the cover page uses a combination of new cover elements and DEI elements that are already reported. Most of the elements must be visible within the document, meaning that the fact data cannot appear exclusively within the hidden section of the Inline XBRL document.
To help US GAAP filers prepare for tagging the cover information, we have drafted a guide sheet with information that illustrates the XBRL elements and their corresponding data points. This guide sheet is applicable to all filers, with information for the cover pages for Form 10-K, Form 10-Q, Form 8-K, Form 20-F, and Form 40-F and their amendments.
Please note that the information contained in this guide and in this article is based on the current draft version of the EDGAR Filer Manual and the draft 2019 DEI taxonomy. Both of these items are subject to change before the final release of EDGAR 19.2.
Cover Page Tagging
Note that certain updates made to the cover pages are required to be implemented without regard to Inline XBRL or a registrant’s phase in date.
The cover pages for Form 10-K, Form 20-F, and Form 40-F were revised to include a field for the trading symbol for each class of registered securities. These changes are applicable regardless of whether a filer is submitting a document in Inline XBRL.
The cover pages for Form 10-Q and Form 8-K were revised to include the title of each class of securities, each exchange on which the securities are registered, and the trading symbol for each. These changes are applicable regardless of whether a filer is submitting a document in Inline XBRL.
Depending on various factors such as the type of filer and what securities are being disclosed,there are approximately:
- 28 data points that must be tagged on the cover page for Form 10-Q
- 35 data points that must be tagged on the cover page for Form 10-K
- 24 data points that must be tagged on the cover page for Form 8-K
- 45 data points that must be tagged on the cover page for Form 20-F
- 36 data points that must be tagged on the cover page for Form 40-F
Most but not all of the elements that must be reported should be visible in the document.
The SEC has released new transformations to allow ballot box character entities to be translated into the appropriate yes/no or true/false values for elements.
Once the draft version of the EDGAR Filer Manual has been finalized, this guide sheet will be updated accordingly.
If you would like to submit a comment about the draft 2019 update to the DEI taxonomy, e-mail StructuredData@sec.gov using “Draft DEI Taxonomy” as the subject of the e-mail. Comments must be submitted no later than June 6, 2019.
Update 7/1/2019: The Cover Page Disclosure fact sheet has been updated to match the requirements as stated in version 51 of the EDGAR Filer Manual.
Sources:
Draft EDGAR Filer Manual (Volume II) EDGAR Filing (Version 51) (www.sec.gov)
SEC Release No.: 33-10618; 34-85381; IA-5206; IC-33426 - FAST Act Modernization and Simplification of Regulation S-K (www.sec.gov)
Announcement: Draft 2019 DEI Taxonomy (www.sec.gov)