What Is SEC Form 4? Insider Transaction Disclosures
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Start with the transaction code
Open-market purchases and sales, option exercises, awards, gifts and tax-related dispositions use different codes. Before interpreting a signal, check the code, direct or indirect ownership, transaction price and holdings after the transaction.
A real filing: why a P code needs its footnote
Bill Ackman's Form 4 for PSUS transactions dated April 30, 2026 has several rows coded P. Footnotes 2, 3 and 4 distinguish an IPO purchase, an open-market purchase and a private placement. Read the transaction date and code, then the footnotes attached to that row before interpreting it. A/D in the acquired/disposed column describes the change; D/I in the ownership column describes direct or indirect ownership. They are different fields.
Open the PSUS Form 4 exampleTimely does not mean complete
Form 4 is usually faster than quarterly 13F reporting, but it still covers only specified reportable transactions. It does not fully explain an insider's finances, motivation or the company's prospects, and it is not a substitute for fundamental research.
How to read common Form 4 transaction codes
| Code | Common meaning | Interpretation boundary |
|---|---|---|
| P | Open-market or private purchase | Often closest to a discretionary buy; still check price, footnotes and ownership form |
| S | Open-market or private sale | Reports a sale but does not by itself explain motive, a trading plan or total exposure |
| A | Grant, award or other acquisition from the issuer | Usually not a cash purchase initiated in the market |
| M | Exercise or conversion of a derivative security | The exercise itself is not an open-market common-stock purchase |
| F | Securities delivered or withheld for exercise price or taxes | Often tax-related and should not automatically be treated as a discretionary sale |
| G | Gift | Usually has no market execution price and is not an open-market sale |
Ownership code D means direct ownership; I means indirect ownership through a spouse, trust, entity or another arrangement. D/I is not a buy/sell signal, and the footnote controls the nature of indirect ownership.
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This page is a general educational explanation based on the cited public sources. It is not legal or investment advice. Always verify the latest rule and original filing.