Who has to file Form 4?
Under US securities law, corporate "insiders" must report their trades in the company's equity to the Securities and Exchange Commission. That group includes directors, executive officers, and any shareholder who owns more than 10% of a class of the company's voting stock. When one of these people buys, sells, receives or exercises company shares, the transaction shows up on a Form 4.
Every Form 4 is public. You can read any of them, free, on the SEC's EDGAR system — see the EDGAR full-text search for Form 4 filings and the SEC's overview of EDGAR.
The two-business-day deadline — and why filings are always delayed
Since 2002, insiders must file Form 4 within two business days of the transaction. That is fast for a regulation, but it still means every Form 4 you read describes a trade that already happened — sometimes two or more days earlier, and occasionally much later when an insider files late.
This is the single most important thing to internalise: a Form 4 is a delayed disclosure, not a live signal. By the time you see a purchase, the insider may have bought days ago at a very different price. Tools that surface these filings (including Levunt) are showing you the public record after the fact.
The fields that matter
- Reporting person and relationship
- Who traded, and their role — director, officer, or 10% owner. A purchase by a sitting CEO reads differently than one by a distant board member.
- Transaction date
- The date the trade actually happened — not the date it was filed. Compare the two to see how delayed the disclosure is.
- Transaction code
- A single letter describing the type of transaction. The most common codes are explained in the table below.
- Amount and price
- How many shares changed hands and at what price per share.
- Shares owned after the transaction
- The insider's remaining position, shown as direct or indirect (for example, held through a trust or family member). Context matters: selling 10% of a large holding is different from selling out entirely.
The transaction codes you will see most
| Code | Meaning | How traders usually read it |
|---|---|---|
| P | Open-market purchase | The insider bought shares with their own money. Generally the most-watched code. |
| S | Open-market sale | A sale. Very common for compensation and diversification — not automatically bearish. |
| A | Grant or award | Shares granted as compensation. Not a market purchase. |
| M | Option exercise | Converting options into shares, often followed by a same-day sale (code S). |
| F | Shares withheld for tax | Shares surrendered to cover taxes on vesting awards. Administrative, not a directional view. |
| G | Gift | Shares transferred as a gift, often to family or a trust. Not a market transaction. |
What Form 4 cannot tell you
- Why the insider traded. Filings show what happened, never the motive. Insiders sell for taxes, tuition, diversification and a hundred ordinary reasons.
- Real-time activity. The disclosure lag means the market has often already moved.
- Anything about future prices. Insider activity is one data point among many. It is information, not a prediction — and never a guarantee of direction.
- Whether a trade was pre-planned. Many sales happen under pre-arranged 10b5-1 plans. Some filings note this; many require checking the footnotes to find out.
A practical way to use these filings
- Filter out the noise: awards (A), option exercises (M), tax withholding (F) and gifts (G) are routine.
- Focus on open-market purchases (P) and sales (S), and check the size of the trade against the insider's remaining holdings.
- Note who traded — a cluster of several insiders buying around the same time carries more weight than a single small sale.
- Always check the transaction date versus the filing date so you know how stale the information is.
Trading involves risk. Levunt provides information, not investment advice or guaranteed returns. Public insider filings are delayed disclosures and say nothing certain about future prices.