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Insider

A company's directors, its officers and owners of more than 10% of a class of its shares, who must report their trades.

Updated Oct 17, 2026

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Contents, 3 sections
  1. What they must file
  2. Not the same as insider trading
  3. On Listed

In SEC filings, an insider is a person covered by Section 16 of the Securities Exchange Act: a company's directors, its officers (as the rules define them: the executives who make policy, not everyone with a title) and anyone who owns more than 10% of a class of its registered equity securities.

What they must file

  • Form 3 on becoming an insider.
  • Form 4 within two business days of most changes in their holdings.
  • Form 5 once a year for anything not already reported.

Insiders who make a profit from buying and selling within six months can be made to pay it back to the company.

Not the same as insider trading

Being an insider is a status. "Insider trading" in the illegal sense means trading on material information the public does not have, and it can be done by anyone. An insider's reported trade is legal and public.

On Listed

Each insider has a page that lists their filings across companies. Foreign private issuers' insiders do not file these forms, so those companies show no insider trades.

All terms

Related terms

  • Form 3An insider's first statement of what they own in the company, filed within 10 days of becoming an insider.
  • Form 4The filing an insider makes within two business days of buying, selling or otherwise changing their holdings of the company's securities.
  • Form 5An insider's annual statement of changes in ownership that were exempt from Form 4 or should have been reported earlier.
  • Transaction codeThe letter on each Form 4 line that says what kind of transaction it was: P for an open-market purchase, S for a sale, and more.
  • Rule 10b5-1 planA trading plan an insider sets up in advance, so later trades follow the plan rather than a decision made at the time.

Guides that use it

  • Insider trades: what Form 4 tells youHow to read a Form 4 line by line, which transaction codes are decisions and which are paperwork, and what an insider's trade can and cannot tell you.