Risk Fact or Fiction: The Information Content of Risk Factor Disclosures

Inconsistent with concerns of uninformative boilerplate or ‘copy and paste’ disclosure, I find that managers time their identification of new risk factors and removal of previously identified ones to align with the expected occurrence of future adverse outcomes. By using individual risk factors as the unit of disclosure, I am able to provide novel evidence that managers remove stale disclosures on a timely basis. After controlling for firm-specific heterogeneity, I find that the count of individual risk factors disclosed, rather than an aggregate word count, explains time-series variation in managerial disclosure decisions, consistent with the regulatory intent. To shed light on what shapes the disclosure equilibrium, I study the managerial response to demand ‘shocks’ from public and private enforcement actions. The results show that firms respond to investor demand in a manner consistent with the litigation shield hypothesis, and that this effect persists for multiple years. Consistent with the regulatory cost-benefit function, public enforcement does not result in a net increase in disclosed risk factors, but does evoke more definitive disclosures through more specific language and an increased use of numbers