The Microcap Minute Classroom. Module 4, chapter 2: The items map: 1.01 big agreements, 2.02 results, 5.02 resignations, 8.01 everything else <div class="learn" markdown="1"> <h2>What you will learn</h2> <ul> <li>Why every 8-K carries item numbers</li> <li>The four items you will meet most: 1.01, 2.02, 5.02, 8.01</li> <li>How the item line saves you reading time</li> <li>The alarm items: 2.01, 5.01, 3.01 and 1.03</li> <li>Why "signed" does not mean "done"</li> </ul> </div> Back to the school notice board from Chapter 1. Imagine every note pinned there carries a label in the corner: SPORTS, EXAMS, HOLIDAYS, STAFF ROOM. You would never read every note. You would scan the labels first and open only the ones that matter to you. Item numbers are those labels. The SEC keeps a fixed menu of events, each with its own number, and an 8-K simply ticks the boxes that apply. Learn four of them and most 8-Ks become a ten-second read. ## Item 1.01: a big agreement is signed The full name is "Entry into a Material Definitive Agreement". Material means big enough that a reasonable investor would care; a definitive agreement is a proper signed contract, not a handshake or a wish. Mergers, giant supply deals, big loans: they land here. In October 2022, Kroger, a giant US grocer, signed a deal to buy its rival Albertsons for about $25 billion (about Rs 2.2 lakh crore). The 8-K went up under Item 1.01. Then US courts blocked the deal, and in December 2024 it died completely. The lesson matters more than the story: Item 1.01 tells you a contract was signed, never that the thing will actually happen. ## Item 2.02: results The full name is "Results of Operations and Financial Condition". This is the quarterly scorecard. When you see "Apple beats estimates" in the news, the official source is an 8-K carrying Item 2.02, with the company's press release stapled to it as an exhibit (an attachment; exhibits sit under Item 9.01). Apple did exactly this on July 30, 2026 for its June quarter. If you build one habit from this module, make it this: read the 2.02 press release yourself before reading anyone's opinion about it. ## Item 5.02: people at the top This one covers departures and arrivals of directors and senior officers, plus changes to their pay deals. Apple's April 2026 8-K, the Cook to Ternus handover from Chapter 1, was a 5.02. Intel filed one in December 2024 when its CEO Pat Gelsinger retired. A 5.02 at a tiny company deserves extra attention: in a ten-person company, one resignation can be half the story. ## Item 8.01: everything else "Other Events": the box for important news that fits nowhere else on the menu. Tesla used an 8-K under Item 8.01 to announce its five-for-one stock split in 2020. Companies also use it for spinoff plans, splitting a piece of themselves into a new listed company. Big partnerships, surprise announcements, anything the menu forgot: 8.01 catches it. ## The alarm shelf: 2.01, 5.01, 3.01, 1.03 Four more labels flash when a company's life changes direction. - **Item 2.01**: "Completion of Acquisition or Disposition of Assets". The deal actually closed. If 1.01 is the engagement, 2.01 is the wedding. - **Item 5.01**: "Changes in Control of Registrant". The company itself got a new owner. - **Item 3.01**: "Notice of Delisting". The exchange warns the stock may be thrown off its list. - **Item 1.03**: "Bankruptcy or Receivership". The company is in bankruptcy court: the scariest label on the board. One cousin is not an 8-K at all: the NT 10-K, filed when the yearly report will be late. Sometimes innocent, often the first whiff of accounting trouble. Notice the items listed right under the cover: 2.02 and 9.01, results plus attachments. You knew what this filing was in one glance. Notice you can search the full text of every filing on EDGAR: try "Item 5.02" and years of CEO changes appear. <div class="try" markdown="1"> <h2>Try it yourself</h2> <p>Go to <a href="https://www.sec.gov/edgar/search/">EDGAR's full-text search</a>. Type "Item 5.02" with the quotes, and set the form filter to 8-K. Pick one result from the last year and write down: company, date, who left, who arrived. Bonus question: did anything big happen to that stock around that date?</p> </div> <div class="takeaways" markdown="1"> <h2>Key takeaways</h2> <ul> <li>Item numbers are labels: they tell you the kind of event before you read anything.</li> <li>1.01: a big contract signed. 2.02: results. 5.02: top people changing. 8.01: everything else. 9.01: the attachments.</li> <li>The alarm shelf: 2.01 a deal completed, 5.01 a new owner, 3.01 a delisting warning, 1.03 bankruptcy.</li> <li>Signed is not done: deals can be blocked, cancelled, or renegotiated.</li> <li>Read the item line first; most 8-Ks then take seconds to judge.</li> </ul> </div> ## Read one real thing [Apple's 8-K of July 30, 2026](https://www.sec.gov/Archives/edgar/data/320193/000032019326000018/aapl-20260730.htm), its June-quarter results. Notice it carries exactly two items, 2.02 and 9.01: the news and the attachment, nothing more.. I am Ritu, a synthetic voice, and the words I am reading are Ayush Agrawal's.

# The items map: 1.01 big agreements, 2.02 results, 5.02 resignations, 8.01 everything else <div class="learn" markdown="1"> <h2>What you will learn</h2> <ul> <li>Why every 8-K carries item numbers</li> <li>The four items you will meet most: 1.01, 2.02, 5.02, 8.01</li> <li>How the item line saves you reading time</li> <li>The alarm items: 2.01, 5.01, 3.01 and 1.03</li> <li>Why "signed" does not mean "done"</li> </ul> </div> Back to the school notice board from Chapter 1. Imagine every note pinned there carries a label in the corner: SPORTS, EXAMS, HOLIDAYS, STAFF ROOM. You would never read every note. You would scan the labels first and open only the ones that matter to you. Item numbers are those labels. The SEC keeps a fixed menu of events, each with its own number, and an 8-K simply ticks the boxes that apply. Learn four of them and most 8-Ks become a ten-second read. ## Item 1.01: a big agreement is signed The full name is "Entry into a Material Definitive Agreement". Material means big enough that a reasonable investor would care; a definitive agreement is a proper signed contract, not a handshake or a wish. Mergers, giant supply deals, big loans: they land here. In October 2022, Kroger, a giant US grocer, signed a deal to buy its rival Albertsons for about $25 billion (about Rs 2.2 lakh crore). The 8-K went up under Item 1.01. Then US courts blocked the deal, and in December 2024 it died completely. The lesson matters more than the story: Item 1.01 tells you a contract was signed, never that the thing will actually happen. ## Item 2.02: results The full name is "Results of Operations and Financial Condition". This is the quarterly scorecard. When you see "Apple beats estimates" in the news, the official source is an 8-K carrying Item 2.02, with the company's press release stapled to it as an exhibit (an attachment; exhibits sit under Item 9.01). Apple did exactly this on July 30, 2026 for its June quarter. If you build one habit from this module, make it this: read the 2.02 press release yourself before reading anyone's opinion about it. ## Item 5.02: people at the top This one covers departures and arrivals of directors and senior officers, plus changes to their pay deals. Apple's April 2026 8-K, the Cook to Ternus handover from Chapter 1, was a 5.02. Intel filed one in December 2024 when its CEO Pat Gelsinger retired. A 5.02 at a tiny company deserves extra attention: in a ten-person company, one resignation can be half the story. ## Item 8.01: everything else "Other Events": the box for important news that fits nowhere else on the menu. Tesla used an 8-K under Item 8.01 to announce its five-for-one stock split in 2020. Companies also use it for spinoff plans, splitting a piece of themselves into a new listed company. Big partnerships, surprise announcements, anything the menu forgot: 8.01 catches it. ## The alarm shelf: 2.01, 5.01, 3.01, 1.03 Four more labels flash when a company's life changes direction. - **Item 2.01**: "Completion of Acquisition or Disposition of Assets". The deal actually closed. If 1.01 is the engagement, 2.01 is the wedding. - **Item 5.01**: "Changes in Control of Registrant". The company itself got a new owner. - **Item 3.01**: "Notice of Delisting". The exchange warns the stock may be thrown off its list. - **Item 1.03**: "Bankruptcy or Receivership". The company is in bankruptcy court: the scariest label on the board. One cousin is not an 8-K at all: the NT 10-K, filed when the yearly report will be late. Sometimes innocent, often the first whiff of accounting trouble. Notice the items listed right under the cover: 2.02 and 9.01, results plus attachments. You knew what this filing was in one glance. Notice you can search the full text of every filing on EDGAR: try "Item 5.02" and years of CEO changes appear. <div class="try" markdown="1"> <h2>Try it yourself</h2> <p>Go to <a href="https://www.sec.gov/edgar/search/">EDGAR's full-text search</a>. Type "Item 5.02" with the quotes, and set the form filter to 8-K. Pick one result from the last year and write down: company, date, who left, who arrived. Bonus question: did anything big happen to that stock around that date?</p> </div> <div class="takeaways" markdown="1"> <h2>Key takeaways</h2> <ul> <li>Item numbers are labels: they tell you the kind of event before you read anything.</li> <li>1.01: a big contract signed. 2.02: results. 5.02: top people changing. 8.01: everything else. 9.01: the attachments.</li> <li>The alarm shelf: 2.01 a deal completed, 5.01 a new owner, 3.01 a delisting warning, 1.03 bankruptcy.</li> <li>Signed is not done: deals can be blocked, cancelled, or renegotiated.</li> <li>Read the item line first; most 8-Ks then take seconds to judge.</li> </ul> </div> ## Read one real thing [Apple's 8-K of July 30, 2026](https://www.sec.gov/Archives/edgar/data/320193/000032019326000018/aapl-20260730.htm), its June-quarter results. Notice it carries exactly two items, 2.02 and 9.01: the news and the attachment, nothing more.

That was chapter 2 of module 4. The text, the pictures and the exercise are on the lesson page. Thank you for listening.