Insider Transactions: Method

Insider Transactions: Method

What it does

The directors and officers of a company listed in the United States, and anyone who owns more than ten percent of its shares, must tell the U.S. Securities and Exchange Commission (SEC) each time their holding of the company's securities changes. They do it on Form 4, which must be filed before the end of the second business day after the transaction. The filings are public. This page lists the transactions reported on the Forms 4 of one company over the last 24 months, explains the code on each line, and adds the lines up in a few plain ways. It describes what was filed. It does not say what a purchase or a sale means for the company or its shares.

The data is a copy of the filings held on this site, for about 500 of the larger U.S. listed companies. Nothing is fetched when you open the page. The top of the results says how many of the company's filings are loaded and from which date the list is complete.

The method

What a line is. Table I of Form 4 holds transactions in non-derivative securities, which for nearly every company means its common shares. Each line gives the transaction date, a transaction code, the number of shares, whether they were acquired (A) or disposed of (D), the price where there is one, the number of shares held after the transaction, and whether they are held directly (D) or indirectly (I), for example through a trust. The page copies those fields. Table II of the form, which holds options, stock units and other derivative securities, is not read.

The transaction codes. The code says what kind of change the line reports. The definitions on the page are those of General Instruction 8 of Form 4:

P = open market or private purchase
S = open market or private sale
A = grant, award or other acquisition from the company (Rule 16b-3(d))
D = disposition back to the company (Rule 16b-3(e))
F = payment of an exercise price or a tax liability by delivering or withholding shares
M = exercise or conversion of a derivative security such as an option or a stock unit
G = bona fide gift
J = other acquisition or disposition, described in the filing
and the less common codes C, E, H, I, K, L, O, U, V, W, X and Z, each defined in the table when it appears.

Summary by code. For each code the page counts the lines and the filings, adds the shares marked A and the shares marked D, and adds shares × price over the lines that give a price above zero.

Purchases and sales. Purchases are the lines with code P marked A; sales are the lines with code S marked D.

N_net = N_buy − N_sell (shares)
V_net = V_buy − V_sell, where V = Σ shares × price over the lines that give a price

The monthly chart and table add the same lines by the month of the transaction date.

Rule 10b5-1 plans. A person who may know things the public does not can adopt a written plan in advance that fixes the dates or prices and amounts of future sales. Form 4 carries a box that the filer checks when a transaction in the filing was made under such a plan (General Instruction 10); the box was added to the form in 2023. It is one box for the whole filing. The page forms

p_plan = 100 × (shares sold in filings with the box checked) / (shares sold in filings whose data carry the box)

Search by insider name. Typing part of a name (at least three letters) in the insider box lists the reporting persons whose name, as written in the filings, holds every word typed, in any order and without regard to capitals. Names are filed family name first as a rule. The list gives the companies each person filed for, the number of filings and the latest filing date, at most 25 names in alphabetical order. Choosing a name shows that person's transaction lines in all the companies loaded on this site, newest first, with the company, the relationship stated in each filing, the same summary by code and the same monthly sums. The page shows only what Form 4's transaction table reports. The reporting person's address, which is also on the form, is not stored on this site and is never shown.

Amendments. A Form 4/A corrects or adds to an earlier Form 4 and may repeat its lines. Lines of amendments are shown in the list, marked 4/A, and are left out of every total.

What it assumes

• The filings are taken as filed. A mistake in a filing that was not corrected by an amendment is in the numbers.
• All classes of non-derivative security in Table I are added together. For a company with two classes of shares the totals mix them.
• Share counts are not adjusted for stock splits. Lines from before and after a split are on different bases.
• A line without a price adds to the share totals and not to the money totals.
• Code P and code S each cover open market and private transactions; the form does not separate them.

When it misleads

• Most lines are pay, not trading. Awards (A), exercises (M) and shares withheld for tax (F) follow from how the person is paid. A long list of F and M lines says that awards vested, nothing more.
• Sales have many reasons. Tax bills, diversification, a house, a divorce, a plan adopted a year earlier. The form does not give the reason and the page does not guess it.
• The box is new and is per filing. A plan mentioned only in a footnote is not counted, and a filing with the box checked may also hold lines that were not made under the plan.
• Indirect and joint holdings. The same economic transaction can be reported by a fund and by the director who represents it, in separate filings; it then appears twice.
• Coverage. When not all of the company's filings are loaded, the totals cover only the period stated at the top of the results. Foreign companies that report on Form 20-F or 40-F do not file Form 4 and are not covered.
• A person's list is partial. It holds the filings loaded so far, for the companies on this site, for at most 24 months. It is not the person's whole trading record and says nothing about what he or she owns elsewhere. One entry is one name as filed; a person who also files through a trust or a company appears there under that name.
• Not on Form 4. Holdings that did not change, the first statement of a new insider (Form 3), the yearly Form 5 and notices of proposed sales (Form 144) are not here.

Worked example

One Form 4 filed for Apple Inc. on 19 October 2026 (accession number 0001140361-26-040126) reports seven lines in Table I, with the Rule 10b5-1 box checked:

15 Oct 2026, code M, 10,926 shares acquired, no price, 24,292 held after
15 Oct 2026, code F, 5,361 shares disposed at 342.00, 18,931 held after
16 Oct 2026, code S, 200 at 342.66; 192 at 343.68; 880 at 345.66; 80 at 346.47; 40 at 347.46, 17,539 held after the last

Read with the codes: stock units were converted into 10,926 shares (M); 5,361 of them were withheld to pay tax (F); and 1,392 shares were sold in five parts (S). For this filing alone:

N_sell = 200 + 192 + 880 + 80 + 40 = 1,392 shares
V_sell = 200 × 342.66 + 192 × 343.68 + 880 × 345.66 + 80 × 346.47 + 40 × 347.46 = 480,315.36
holding check: 24,292 − 5,361 − 1,392 = 17,539

The sale lines of this filing count toward the shares sold under a Rule 10b5-1 plan, because its box is checked.