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How to read an SEC Form 4, and which transactions actually matter

GuideNumbers as of 2026-10-14

Insider filings are the most direct disclosure there is of what the people running a company are doing with their own money. Every one of them is free. Reading them correctly is the part nobody documents — here are the two filters that separate a decision from a vesting schedule.

What a Form 4 is

Officers, directors and holders of more than 10% of a company's stock must report changes in their holdings to the SEC within two business days, on Form 4. Form 3 is the initial statement when someone becomes an insider; Form 5 is an annual catch-up. Each filing names the issuer, the insider and their role, and lists transactions: date, code, shares, price and holdings afterwards.

Transaction codes

CodeMeaningA decision?
POpen-market or private purchaseYes — the insider chose to buy with their own money
SOpen-market or private saleSometimes — often a scheduled 10b5-1 plan
AGrant or awardNo — set by the compensation committee
MOption exerciseNo — follows a vesting schedule
FShares withheld to pay taxNo — mechanical
GGiftNo

Filter one: only 9% of transactions are decisions

Of 2,317,601 transactions in the filings since 2019, just 218,895 carry code P. Codes A, F and M outnumber P by about five to one and run on schedules set years earlier. Aggregate without filtering and you are mostly measuring the payroll calendar.

Filter two: dollar totals double-count by default

Affiliated funds and general partners co-file the same transaction under separate owner rows. A naive sum of dollar values counts one purchase two or three times. Every figure on this site counts each filing once.

Trade date versus filing date

An insider may trade on Monday and file on Wednesday. The trade date tells you what they knew; the filing date tells you when you could have known. Every chart here plots the filing date.

All of this is built in — the Filings Browser shows only decisions, the daily report lists yesterday's, and the schema page documents the three tables the data ships as.

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Questions this post answers

What is SEC Form 4?

The form officers, directors and 10% holders file within two business days of a change in their holdings of the company's stock. It lists each transaction with its date, code, shares, price and holdings afterwards.

What does transaction code P mean on a Form 4?

An open-market or private purchase — the insider chose to buy shares with their own money. It is the only code that is unambiguously a decision.

Why exclude grants and option exercises?

Because codes A, M and F follow vesting schedules and tax rules set years earlier. They say nothing about what the insider thinks of today's price, and they outnumber real purchases five to one.

Is insider selling a bad sign?

Usually not. Executives sell for diversification, taxes and pre-arranged plans. Insiders buy for one reason and sell for many, which is why the buying carries the information.

Where can I see yesterday's insider buys?

The daily insider buying report on this blog lists them free every morning; the members area has the full feed with charts and alerts.

Related

Built from SEC EDGAR ownership filings. Only open-market purchases (transaction code P) and sales of $1M or more are counted; grants, option exercises and tax withholding are excluded because they run on schedules set years earlier. Historical description, not a prediction, and not investment advice.