What is Form 4 (Insider Transactions)?

Form 4 reports changes in the holdings of company insiders—directors, certain officers, and holders of more than 10% of a class of shares. It must generally be filed within two business days of the transaction.

What it shows

• Who traded and their relationship to the company.
• The date, number of shares, and price.
• A transaction code, for example open-market purchase (P), sale (S), grant or award (A), or tax withholding (F).
• Holdings after the transaction, and whether they are held directly or indirectly.

Reading it carefully

Not every insider sale says something about the company. Many transactions are routine:

• Planned sales under Rule 10b5-1 trading plans are scheduled in advance.
• Tax withholding on vesting stock awards shows up as dispositions.
• Gifts and transfers to trusts may not involve any sale on the market.

Footnotes on the form often explain the context. Open-market purchases (code P) are less common than sales. A Form 4 records what was traded, when and at what price; it does not state why.

Where to find it

Form 4 filings are public and free on SEC EDGAR, listed under the company and under each insider’s name.

This glossary entry is general information, not investment advice.