A single insider filing is a sentence in a language with only five words: who, what, how much, when, and under which rules. Most reading mistakes come from skipping one of the five.
The five fields that matter in every filing
Every disclosure regime we ingest, from SEC Form 4 to MAR Article 19 notifications, reduces to the same skeleton:
- The person: name and role (CEO, CFO, director, or a person closely associated with them).
- The nature: purchase, sale, award, exercise, pledge, gift.
- The volume and price: how many shares, at what unit price.
- Two dates: when the trade happened, and when it was published.
- The instrument: ordinary shares, derivatives, or something more creative buried in a footnote.
The rest of this guide walks through each field in the order a practitioner should read them, with links to the deeper studies this series has published on each one.
Nature: the only field with a built-in prior
Start with what kind of transaction it is. The academic record, from Seyhun onward, is consistent on one asymmetry: insider purchases carry information on average, insider sales mostly do not. An executive can sell for a divorce, a house, a tax bill, or simple diversification. There is exactly one reason to buy with personal cash.
On US Form 4 filings the nature is encoded in a transaction code: P is an open-market or private purchase, S a sale, A a grant or award, M an option exercise, F shares withheld for taxes, G a gift. Only code P is a discretionary buy; a Form 4 that looks bullish can be an automatic vesting event once you check the code. European MAR notifications describe the nature in free text, which is messier but carries the same distinction.
Two refinements matter:
- Option exercises are not purchases. An M followed by an S is an insider converting compensation into cash, not a conviction trade.
- Pre-scheduled plans dilute the signal. In the US, trades executed under a 10b5-1 plan were committed to months in advance, so they say little about what the insider believes today. The filing usually flags this; the footnotes are where such details hide.