What Is an 8-K?

An 8-K is a report of unscheduled material events or corporate changes at a company that could be of importance to the shareholders or the Securities and Exchange Commission (SEC). Also known as a Form 8K, the report notifies the public of events, including acquisitions, bankruptcy, the resignation of directors, or changes in the fiscal year.

Understanding Form 8-K

An 8-K is required to announce significant events relevant to shareholders. Companies usually have four business days to file an 8-K for most specified items.

Documents fulfilling Regulation Fair Disclosure (Reg FD) requirements may be due before four business days have passed. An organization must determine if the information is material and submit the report to the SEC. The SEC makes the reports available through the Electronic Data Gathering, Analysis, and Retrieval (EDGAR) platform.

The SEC outlines the various situations that require Form 8-K. There are nine sections within the Investor Bulletin. Each of these sections may have anywhere from one to eight subsections. The most recent permanent change to Form 8-K disclosure rules occurred in 2004.

Benefits of Form 8-K

First and foremost, Form 8-K provides investors with timely notification of significant changes at listed companies. Many of these changes are defined explicitly by the SEC. In contrast, others are simply events that firms consider to be sufficiently noteworthy. In any case, the form provides a way for firms to communicate directly with investors. The information provided is not filtered or altered by media organizations in any way. Furthermore, investors do not have to watch TV programs, subscribe to magazines, or even wade through financial news websites to get the 8-K.

Form 8-K also provides substantial benefits to listed companies. By filing an 8-K in a timely fashion, the firm’s management can meet specific disclosure requirements and avoid insider trading allegations. Companies may also use Form 8-K to notify investors of any events that they consider to be important.

Finally, Form 8-K provides a valuable record for economic researchers. For example, academics might wonder what influence various events have on stock prices. It is possible to estimate the impact of these events using regressions, but researchers need reliable data. Because 8-K disclosures are legally required, they provide a complete record and prevent sample selection bias.

Criticism of Form 8-K

Like any legally required paperwork, Form 8-K imposes costs on businesses. There is the cost of preparing and submitting the forms, as well as possible penalties for failing to file on time. Although it is only one small part of the problem, the need to file Form 8-K also deters small companies from going public in the first place. Requiring companies to provide information helps investors make better choices. However, it can reduce their investment options when the burden on businesses becomes too high.

Requirements for Form 8-K

The SEC requires disclosure for numerous changes relating to a registrant’s business and operations. Changes to a material definitive agreement or the bankruptcy of an entity must be reported. Other financial information disclosure requirements include the completion of an acquisition, changes in the firm’s financial condition, disposal activities, and substantial impairments. The SEC mandates filing an 8-K for the delisting of a stock, failure to meet listing standards, unregistered sales of securities, and material modifications to shareholder rights.

An 8-K is required when a business changes accounting firms used for certification. Changes in corporate governance, such as control of the registrant or amendments to articles of incorporation, need to be reported. Changes in the fiscal year and modifications of the registrant’s code of ethics must also be disclosed.

The SEC also requires a report upon the election, appointment, or departure of a director or specific officers. Form 8-K must be used to report changes related to asset-backed securities. The form may also be used to meet Regulation Fair Disclosure requirements.

Form 8-K reports may be issued based on other events up to the company’s discretion that the registrant considers to be of importance to shareholders.

What Is a 403(b) Plan?

The term 403(b) plan refers to a retirement account designed for certain employees of public schools and other tax-exempt organizations. Participants may include teachers, school administrators, professors, government employees, nurses, doctors, and librarians.

The 403(b) plan, which is closely related to the better-known 401(k) plan, allows participants to save money for retirement through payroll deductions while enjoying certain tax benefits. There’s also an option for the employer to match part of the employee’s contribution.

How 403(b) Plans Work

As noted above, individuals employed by schools and other tax-exempt organizations can save for retirement by contributing to a 403(b) plan through payroll deductions. The plan is akin to the 401(k) plan used by private-sector employees. Participants can include:

• Employees of public schools, state colleges, and universities
• Public school employees of Indian tribal governments
• Church employees
• Employees of tax-exempt 501(c)(3) organizations
• Ministers and clergy members

The 403(b) plan has the same caps on yearly contributions that come with 401(k) plans. The maximum contributions allowed are $20,500 and $22,500 for the 2022 and 2023 tax years respectively. For 2022, he plan also offers $6,500 catch-up contributions for those age 50 and older, increasing to $7,500 for 2023. Combined employee and employer contributions are limited to the lesser of $61,000 in 2022 and $66,000 in 2023 or 100% of the employee’s most recent yearly salary.

Participants must reach age 59½ before withdrawing funds or get slapped with an early withdrawal penalty. 

Special Considerations

Although it is not very common, your job situation could end up giving you access to both a 401(k) and a 403(b) plan. Each offers employees a tax-advantaged way to save for retirement, but investment choices are often more limited in a 403(b) plan than a 401(k). And remember, 401(k)s serve private-sector employees.

But unlike a 401(k), the 403(b) plan also offers a special plan for those with 15 or more years of service with the same employer (see below).

Types of 403(b) Plans

There are generally two broad types of 403(b) plan—the traditional and the Roth. Not all employers allow employees access to the Roth version.

A traditional 403(b) plan allows the employee to have pretax money automatically deducted from each paycheck and paid into a personal retirement account. The employee has put away some money for the future and at the same time reduced his or her gross income (and income taxes owed for the year). The taxes will be due on that money only when the employee withdraws it.

A Roth 403(b) requires that after-tax money be paid into the retirement account. There’s no immediate tax advantage. But the employee will not owe any more taxes on that money or the profit it accrues when it is withdrawn.

Advantages and Disadvantages of 403(b) Plans

There are distinct benefits and drawbacks of holding a 403(b) plan. We’ve highlighted some of the most common ones below.

Advantages

Earnings and returns on amounts in a regular 403(b) plan are tax-deferred until they are withdrawn. Earnings and returns on amounts in a Roth 403(b) are tax-deferred if the withdrawals are qualified distributions.

Certain 403(b) plans are not required to meet the onerous oversight rules of the Employee Retirement Income Security Act (ERISA). As such, these plans tend to come with lower administrative costs, which puts more money back into the employee’s pocket.

Many 403(b) plans vest funds over a shorter period than 401(k)s, and some even allow immediate vesting of funds, which 401(k)s rarely do.

If an employee has 15 or more years of service with certain nonprofits or government agencies, they may be able to make additional catch-up contributions to a 403(b) plan. Under this provision, you can contribute an additional $3,000 a year, up to a lifetime limit of $15,000. And unlike the usual retirement plan catch-up provisions, you don’t have to be 50 or older to take advantage of this as long as you worked for the same eligible employer for the whole 15 years.

Disadvantages

Funds withdrawn from a 403(b) plan before age 59½ are subject to a 10% tax penalty, although you may avoid the penalty under certain circumstances, such as separating from an employer at age 55 or older, needing to pay a qualified medical expense, or becoming disabled.

A 403(b) may offer a narrower choice of investments than other plans. Although these plans now offer mutual fund options inside variable annuity contracts. you can only choose between fixed and variable contracts, and mutual funds inside these plans⁠—other securities, such as stocks and real estate investment trusts (REITs), are prohibited.

The presence of an investment option that 403(b)s favor is, at best, a mixed blessing. When the 403(b) was invented in 1958, it was known as a tax-sheltered annuity. While times have changed, and 403(b) plans can now offer mutual funds, as noted, many still emphasize annuities.

Financial advisors often recommend against investing in annuities within a 403(b) and other tax-deferred investment plans. Accounts may lack the same level of protection from creditors as plans that require ERISA compliance. If you are at risk of creditors pursuing you, speak to a local attorney who understands the nuances of your state as the laws can be complex.

Another disadvantage of non-ERISA 403(b)s is their exemption from nondiscrimination testing. Done annually, this testing is designed to prevent management-level or highly compensated employees from receiving a disproportionate amount of benefits from a given plan.

What Is a 457 Plan?

A 457 plan is a tax-advantaged retirement savings plan offered to employees of many state and local governments and some nonprofit organizations. Like the better-known 401(k) plan in the private sector, the 457 plan allows employees to deposit a portion of their pre-tax earnings in an account, reducing their income taxes for the year while postponing the taxes due until the money is withdrawn after they retire.

A Roth version of the 457 plan, which allows after-tax contributions, may be allowed at the employer’s discretion.

There are two main types of 457 plans:

• The 457(b): This is the most common 457 plan and is offered to state and local government employees and nonprofits. It is a retirement savings plan that offers tax advantages to participants.
• The 457(f): This plan is offered only to highly compensated executives in tax-exempt organizations. It is a supplement to the 457(b) and it is, essentially, a deferred salary plan.

Types of 457 Plans

As noted, the 457 plan comes in two flavors, the 457(b) and the 457(f).

The 457(b) Plan

The 457(b) plan is most often offered to civil servants, police personnel, and other employees of government agencies, public services, and nonprofit organizations such as hospitals, churches, and charitable organizations.

It is similar to a 401(k). Participants set aside a percentage of their salary into a retirement account. The employees choose how their money is invested from a list of options, mostly mutual funds and annuities.

The account grows in value without being taxed over the years. When the employee retires, taxes will be due on the amount withdrawn.

Employees are allowed to contribute up to 100% of their salary, provided it does not exceed the dollar limit set for the year.

457(b) Contribution Limits

As of 2022, employees can contribute up to $20,500 per year to 457 plans. This limit increases to $22,500 for 2023.

In some cases, workers are allowed to contribute even more. For example, if an employer permits catch-up contributions, workers over the age of 50 may pay in an additional $6,500 a year, making their maximum contribution limit $27,000 ($20,500 + $6,500) in 2022. The catch-up contribution increases to $7,500 for tax year 2023, making the maximum contribution limit $30,000 ($22,500 + $7,500).

Also, 457(b) plans feature a “double limit catch-up” provision. This is designed to allow participants who are nearing retirement to compensate for years in which they did not contribute to the plan but were eligible to do so.

In this case, employees who are within three years of retirement age may contribute up to $41,000 in 2022 and up to $45,000 in 2023. 

Advantages and Disadvantages of a 457(b) Plan

The 457(b) plan has all of the advantages of a 401(k), although there are some differences.

Advantages of a 457(b)

Tax Benefits

If a traditional rather than a Roth plan is chosen, the contributions are deducted from an employee’s paycheck on a pre-tax basis. That amount is subtracted from the employee’s gross income, effectively lowering the person’s taxes paid for that year. For example, if Alex earns $4,000 per month and contributes $700 to a 457(b) plan, Alex’s taxable income for the month is $3,300.

Employees invest their contributions in their choice or choices from a selection of annuities and mutual funds.

All interest and earnings generated from year to year remain untaxed until the funds are withdrawn.

Withdrawals Without Penalty

There is one big difference between the 457(b) and other tax-advantaged retirement plans: no penalty for early withdrawals in some circumstances.

If an employee retires early or resigns from the job for any reason, the funds can be withdrawn without incurring a 10% penalty from the IRS. Early withdrawals from most retirement plans are subject to the penalty except for certain hardship reasons. (The penalty was waived for two years during the COVID-19 pandemic.) 

A 457(b) account holder can take a penalty-free withdrawal without changing jobs, like a 401(k) account holder. The list of acceptable reasons, however, is limited to “unforeseeable emergencies.”

Exceptions to the Rules

Early withdrawals from a 457(b) are subject to the 10% penalty if the account holder rolls the funds over from a 457 to any other tax-advantaged retirement account, such as a 401(k). This would happen if, for example, a government employee quit to take a job in the private sector.

In addition, anyone who takes money out of a retirement account early must keep in mind that any income taxes due on that money will be owed in the year that the withdrawal is taken.

Disadvantages of a 457(b) Plan

One potential advantage of most tax-advantaged retirement savings plans is the employer match. An employer may choose to match some portion of an employee’s contribution to the plan. An employer who matches the first 3% of the employee’s contribution, for example, is presenting the employee with a 3% raise.

Employer Match Is Rare

Employers can match their employees’ contributions to a 457(b) but, in practice, most don’t.

If they do, the employer contribution counts toward the maximum contribution limit. This is not the case for 401(k) plans.

For instance, in 2022, if an employer contributes $10,000 to a 457(b) plan, the employee can add only $10,500 for the year until the $20,500 contribution limit is reached (except for those eligible to use the catch-up option).

457(b) vs. 403(b)

The 403(b) plan, like the 457(b), is mostly available to public service employees. They are a particularly common benefit offered to public school teachers.

The 403(b) has its origins in the 1950s when it exclusively offered an annuity to participants. Participants still have the option of creating an annuity but they also can choose to invest in mutual funds.

In fact, the 403(b) has changed over the years until it closely resembles the private sector’s 401(k) plan, although the investment choices offered to participants are relatively limited.

The annual contribution limits are identical to those of the 457(b) and 401(k) plans.

If you’re a public employee, your employer may well offer a 457(b) or a 403(b).

DEFINITION of 90-Day Letter

90-Day Letter is an IRS notice stating that there was a discrepancy or error within an individual’s taxes and they will be assessed unless petitioned. The taxpayer has 90 days to respond, otherwise the audit deficiencies will result in reassessment. Also known as a Notice of Deficiency. 

BREAKING DOWN 90-Day Letter

Once you receive your notice, you have 90 days (150 days if the notice is addressed to a person who is outside the country) from the date of the notice to file a petition with the Tax Court, if you want to challenge the tax the IRS proposed, according to the agency. These notices are usually sent after or audit, in the case of people who fail to file a tax return or who have unreported income.

What The Notice Means

If you don’t dispute the accuracy of the assessment the Internal Revenue Service has made, you won’t need to amend your tax return unless you have additional income, expenses, or credits that you want to report. In that case, all you need to do is sign Form 5564, Notice of Deficiency and return it to the IRS with a check attached to avoid additional interest and or penalties.

If you agree with the findings but have additional income, expenses, or credits to claim, it will be necessary to amend your original tax return with Form 1040-X. You can do this through your online tax prep service or your tax professional or fill out the form yourself.

It gets more complicated if you disagree with the IRS findings. If you think the IRS notice is incorrect, incomplete or otherwise mistaken, you can contact them with additional information that will shed light on the case. You have 90 days from the date of the notice to dispute the claim. You can ask the Tax Court to reassess or correct or eliminate the liability proposed by the deficiency notice. During the 90 days and any period the case is being reconsidered the IRS by law can’t assess or put your account into collection.

Many taxpayers use a tax professional or attorney to handle the dispute process if the amount in question is significant. 

If you lose the appeal and don’t or can’t pay, the government can file a federal tax lien against your wages, personal property, or your bank account. This is a claim against the assets, not the seizure of them. That happens when a federal tax levy occurs and the IRS actually seizes your property. Payment plans can also be worked out to avoid liens and seizure.