Two habits make this vocabulary useful. First, read the code before the headline: a sale coded F is paperwork, a sale coded S is a decision, and a 13F line is a quarter-old snapshot. Second, check the date on every figure: filings describe the past, and the gap between the event and the disclosure is where most misreadings happen. The research pages linked under each term show the measurements behind these definitions.
1. Form 13F
A quarterly report filed with the SEC by institutional investment managers that hold at least $100 million in certain securities. It is due 45 days after the end of each calendar quarter and lists the long positions the manager held on the last day of that quarter, including stock and listed options. It never shows short positions, cash, bonds outside the covered list, or anything bought or sold after the quarter ended. A 13F is a dated snapshot, not a live portfolio. See How to Read a 13F Filing.
2. Form 4
The form on which officers, directors, and owners of more than 10 percent of a company report changes in their ownership. It is due by the end of the second business day after the trade, which makes it the fastest insider disclosure in the system. Table I covers shares held directly; Table II covers derivative positions such as options. Every line carries a transaction code that says what kind of move it was. See Form 4 Transaction Codes.
3. Form 144
A notice that an affiliate of a company, such as an officer or a large holder, proposes to sell restricted or control shares. It names the shares, the broker, and the approximate sale date, but it is a notice of intent, not a completed sale. A census of 63,013 notices on this site found that 83.9 percent became actual sales within 90 days, which is why the site treats a notice as supply on the way rather than supply already delivered.
4. PTR
A Periodic Transaction Report, the disclosure form members of Congress file under the STOCK Act for stock trades over $1,000. The deadline is the earlier of 30 days after the member is notified of the trade and 45 days after the trade itself. A filing more than 30 days late draws a $200 fee, and no extensions are available for these reports. The report states a value range, not an exact dollar amount. See Disclosure Rules FAQ.
5. STOCK Act
The Stop Trading on Congressional Knowledge Act of 2012, which requires members of Congress and senior staff to disclose securities trades and bars trading on nonpublic information learned through official work. Its periodic transaction reports are the source of the congressional trade data on this site. Annual financial disclosures, filed by May 15 with extensions of up to 90 days, are a separate system with a separate deadline.
6. Section 16
The section of the Securities Exchange Act that governs trading by officers, directors, and owners of more than 10 percent of a company. It requires an initial ownership report on Form 3, change reports on Form 4, and an annual catch-up on Form 5 for certain items that may be deferred. Its short-swing rule, Section 16(b), lets the company recover profits from a purchase and sale within six months.
7. 10b5-1 plan
A written trading plan that gives an insider an affirmative defense against insider-trading claims when the plan is adopted in good faith, before the insider holds material nonpublic information, and the later trades follow the plan formula without further influence. Since April 1, 2023, the related Form 4 filings carry a checkbox marking plan trades, and the plan adoption date appears in a footnote. A plan does not make the trades invisible; it makes them pre-committed. See 10b5-1 Plan Age.
8. Cooling-off period
The waiting period between the adoption of a 10b5-1 plan and the first trade under it. For directors and officers, the wait is the later of 90 days after adoption and two business days after the issuer discloses results for the quarter in which the plan was adopted, capped at 120 days after adoption. For other plan users the wait is 30 days. The rule is written at 17 CFR 240.10b5-1(c)(1)(ii)(B).
9. Transaction code P
The Form 4 transaction code for an open-market or private purchase of shares. It is the code behind every insider buy counted on this site, and it is distinct from grants and awards, which use code A, and from option exercises, which use code M. A cluster of P codes from several insiders at one company is the raw material of the site insider-cluster tests.
10. Transaction code S
The Form 4 transaction code for an open-market or private sale chosen by the insider. It differs in kind from code F, where shares never reach the market because they are delivered to the issuer or withheld for tax or exercise-price obligations. Most insider selling volume on this site is code S, which is why sale clusters are read as deliberate selling rather than paperwork.
11. Transaction code F
The Form 4 transaction code for shares delivered to the issuer or withheld to satisfy a tax or exercise-price obligation, typically when equity awards vest. An F row never reaches the market, so it is not evidence that the insider chose to sell. Counting F rows as sales would overstate insider selling, and the site excludes that reading wherever the code is shown.
12. Transaction code G
The Form 4 transaction code for a bona fide gift of shares. Before a 2023 rule change, gifts could wait for the annual Form 5; since the change, they belong on Form 4 within two business days like other trades. A G row moves shares without a market price, so it carries no buy or sell signal on its own.
13. Transaction code A
The Form 4 transaction code for a grant, award, or other acquisition of shares from the issuer, most often equity compensation. An A row increases the insider ownership count without any cash purchase, so it must not be read as an open-market buy. The site transaction-code guide lists all twenty codes with the same distinction applied throughout.
14. Direct and indirect ownership (D/I)
The ownership-form flag on every Form 4 line. D means the shares are held directly, in the insider own name. I means they are held indirectly, through another person or entity such as a spouse, a child, or a trust, where the insider still holds a pecuniary interest. Trades by a spouse or child are reportable on the insider form, which is why indirect lines appear alongside direct ones.
15. Schedule 13D
The filing an investor makes after crossing 5 percent beneficial ownership of a public company when the investor may seek to influence control. It discloses the size of the stake, the source of funds, and the purpose of the position, including any plans for the company. An activist stake is a 13D event; a passive stake of the same size is usually a 13G event instead.
16. Schedule 13G
The shorter alternative to Schedule 13D for holders of more than 5 percent who do not intend to influence control, including passive investors and certain institutions. Because it carries less detail about intent, a switch from 13G to 13D is itself a signal: it means a holder that once claimed to be passive has decided to act. The site tracks that switch as a dedicated signal.
17. EDGAR
The Electronic Data Gathering, Analysis, and Retrieval system, the SEC public database where 13F filings, Form 4 filings, and Schedules 13D and 13G are published. Every fund and insider number on this site traces to a document in EDGAR, and the site practice is to cite the filing itself rather than a summary of it. If a number cannot be traced to EDGAR, it does not appear as a verified figure.
18. Fails-to-deliver (FTD)
Shares that were sold but not delivered by the settlement date, as published in SEC fails-to-deliver data. A surge in fails can reflect heavy short selling, settlement friction, or both, and the site treats it as a supply warning only when it coincides with other signals. A fails count on its own is never presented as proof that a stock will fall.
19. Short interest
The total number of shares sold short and not yet covered, published by FINRA twice a month. It is usually read as a share count and as a percentage of the public float, and as days to cover at average volume. Rising short interest means more traders are positioned for a fall; it does not mean the fall has happened, and the site short-interest tests score it against later prices rather than assuming the outcome.
20. Filing lag
The number of days between a trade and the public filing that discloses it. Form 4 sets the legal yardstick at two business days, but measured lags run longer in a long tail of cases, and congressional reports run longer still under the 30 and 45 day clocks. Lag matters because a signal can only be traded after disclosure: a copycat return measured from the trade date is not a return any reader could have earned. See Form 4 Filing Lag.
21. 13F amendment (13F-HR/A)
An amendment to a Form 13F already filed. It must take one of two forms, chosen by a checkbox on the cover page: a restatement, which resubmits the whole report and replaces the original table, or an addition of new holdings entries, which supplements the original and leaves its rows standing. Corrections of errors use the restatement form; disclosures of holdings whose confidential treatment expired or was denied must use the additions form, never a restatement. Each amendment is numbered in sequence. See How to Read a 13F Filing.
22. Confidential treatment (13F-CTR)
A request to keep specified holdings out of the public 13F while a trading program is still under way, on the ground that disclosure would reveal the strategy prematurely. If the SEC denies the request, or the granted period expires, the manager must file an amendment disclosing those holdings within six business days of the denial notice or the expiration. Holdings disclosed this way arrive as additions to the original filing, not as a restatement. See How to Read a 13F Filing.
23. Official List of Section 13(f) securities
The SEC's quarterly list of the securities that must be reported on Form 13F. It covers mainly U.S. exchange-listed stocks, shares of closed-end investment companies and ETFs, and certain convertible debt, equity options, and warrants. Shares of open-end investment companies, ordinary mutual funds, are not on the list and are not reported. A position counts toward the 13F only if its security is on the list for that quarter. See How to Read a 13F Filing.
24. Other Included Managers
The managers, numbered in a 13F filing, whose reportable securities are included in the filer's report because investment discretion is shared. When several managers share discretion over the same stock, only one of them reports it, and the filing lists the others by number. That is why a single stock can occupy many rows of one 13F: each row is a different combination of managers. Berkshire Hathaway's Apple position, for example, is spread across twelve such rows in its Q2 2026 filing. See How to Read a 13F Filing.
25. Deadline rules: weekends and the 5:30 p.m. cutoff
When a 13F deadline falls on a Saturday, Sunday, or federal holiday, it moves to the next business day. For Q3 2026 the deadline is Monday, November 16, 2026. A 13F submitted on EDGAR after 5:30 p.m. Eastern is treated as filed on the next business day; the 10 p.m. same-day cutoff that applies to some other forms does not apply to 13F. See Q3 2026 13F Deadline Tracker.
26. 13F Notice (13F-NT)
A short filing used when a manager's reportable holdings are reported by another manager instead. The notice names the reporting manager and lists no positions of its own, so it must never be read as an empty portfolio. It is the filing type behind every "0 entries" line in a manager's filing history.
27. Item 408 (10b5-1 plan disclosure)
The rule that requires public companies to disclose, in each quarterly report (Form 10-Q, Part II, Item 5) and each annual report (Form 10-K, Part II, Item 9B), the Rule 10b5-1 trading plans their officers and directors adopted or terminated during the period, including the adoption date and the total shares covered. Because the disclosure precedes any trade, it can reveal a planned sale months before the first Form 4 appears.
28. Cluster buying
Several insiders buying the same stock in the same short window. This site scores a cluster as three or more open-market buyers within fourteen days, treated as a single event. Tested clusters did not beat the index reliably: their average excess return was negative and statistically indistinguishable from zero, so clustering alone is not treated as a buy signal. See Insider Clusters.
29. Form 8-K
A current report companies file for major events between quarterly reports: executive arrivals and departures (Item 5.02), acquisitions, bankruptcies, and similar items. This site's 8-K index covers more than sixty thousand events since 2023, and each stock page shows the latest three with links to the EDGAR originals. See Insider Buying Ahead of 8-K Filings.
30. Ten-percent owner
A holder of more than ten percent of a company's voting stock. Ten-percent owners are Section 16 insiders and must report their trades on Form 4 like officers and directors. For foreign private issuers, the ten-percent test alone does not create a filing duty: only holders who are also officers or directors must file.
31. Put and call options in 13F (SH and PRN)
Listed put and call options appear in 13F alongside stock, measured by the number of shares the options control rather than the number of contracts. Stock rows carry share counts, marked SH; debt rows carry principal amounts, marked PRN. The two units must never be added together, and an option row must never be read as shares owned outright.
32. Amount ranges in congressional reports
Congressional transaction reports never state an exact dollar value. They use statutory value bands, beginning at $1,001 to $15,000 and rising through $15,001 to $50,000, $50,001 to $100,000, and higher bands. Any trade size or return computed from these bands is an estimate with a built-in error range, not a precise figure.
33. CUSIP
A nine-character identifier for a security, used as the join key between filings, prices, and company records. When a company splits, merges, or replaces a security, the CUSIP can change, and a naive quarter-to-quarter comparison will read the change as a sale of the old security and a purchase of the new one. Cross-checking against the company's own filings is the guard against that false signal.
34. Clone portfolio
A hypothetical portfolio that copies a fund's disclosed long positions at quarter-end, used to measure whether following the disclosure would have beaten the index. Clone returns are not the fund's actual returns: they ignore fees, taxes, trading inside the quarter, and every position the filing never shows. See Copycat Portfolios.
35. 63-day scoring window
This site's standard window for measuring returns after a disclosure: roughly one calendar quarter of trading days. Every signal is scored against SPY over the same window, and a result is reported as evidence only if it also survives out-of-sample holdout testing. Windows are stated on every chart so a reader can see exactly what period a number covers.
36. Widely held investment fund
A publicly traded or widely diversified fund over which the reporting individual exercises no control. Transactions in such funds, including diversified mutual funds and ETFs, are excluded from congressional transaction reporting, because the filer cannot steer what the fund holds. The exclusion is why a member's fund trades never appear in transaction reports.
37. Schedule 13D/A (activist amendments)
An amendment to a Schedule 13D, filed when a large holder's position or intentions change. When a holder's stake falls below five percent, no further 13D amendments are required, so the holder can go quiet until the next quarterly 13F, a gap in which private negotiations may continue out of public view. See 13D Activist Drift.
38. Form 5
The annual catch-up report under Section 16, covering transactions that were eligible for deferred reporting during the year, such as certain small acquisitions and gifts. It is due within 45 days after the company's fiscal year ends. Because most insider activity must already appear on Form 4 within two business days, Form 5 entries are the exception, not the main record.
39. Excess return
The return of a stock or portfolio minus the return of a benchmark, here SPY, over the same window. A positive excess return means the signal beat the index; a negative one means it trailed. This site reports excess returns with confidence intervals, because a point estimate without its uncertainty cannot distinguish skill from noise.
40. Short-swing profit rule (Section 16(b))
The rule that lets a company recover profits an insider makes from a purchase and sale, or sale and purchase, of its stock within less than six months. It applies regardless of whether the insider actually used inside information: matching trades inside the window are enough. The rule is a reason insiders often confine their trading to pre-committed plans.
Revision history
Created November 3, 2026, with twenty terms. Extended with twenty additional terms on November 4, 2026.
Sources: SEC EDGAR filings; House Office of the Clerk disclosures; Senate eFD system; 17 CFR 240.10b5-1 and 240.16a-3; GetCoattail research pages linked under each term. Definitions are summaries; the linked pages carry the full verification.