4.2 Selected Quarterly Financial Data | DART – Deloitte Accounting Research Tool

Under Regulation S-K, Item 302, registrants that have securities registered under Section 12(b) or 12(g) of the Exchange Act must disclose selected quarterly financial data for each full quarter within the two most recent fiscal years and any subsequent interim period for which financial statements are presented if a registrant reports a material retrospective change (or changes). In such circumstances, a registrant must disclose (1) an explanation for the material change(s) and (2) select financial information reflecting such change(s) for the affected quarterly periods, including the fourth quarter. Material retrospective changes may include, for example, a change in accounting principle in accordance with ASC 250 or a disposition of a business that is accounted for as a discontinued operation in accordance with ASC 205-20. The quarterly financial data table does not need to be provided in an IPO registration statement because the entity’s securities are not yet registered.

Although this requirement only applies to existing registrants and only when a material retrospective change has occurred, companies undertaking an IPO frequently include selected quarterly financial data voluntarily, often at the request of underwriters, to illustrate the sequential quarterly growth of the business. If presented, the quarterly financial data typically include, at a minimum:

Net sales.
Gross profit (net sales less costs and expenses associated directly with or allocated to products sold or services rendered, including depreciation and amortization).
Income (loss) from continuing operations.
Income (loss) from continuing operations per share.
Net income (loss).
Net income (loss) per share.
Net income (loss) attributable to the registrant.

The quarterly financial data may be included in an unaudited footnote to the annual financial statements or in a separate table elsewhere in the registration statement.