Form 4 Transaction Code Lookup

Each line on a Form 4 carries a one-letter code saying what kind of transaction it was. Search or scan the full list below: what each code means, which SEC category it belongs to, and whether it is an open-market or private trade that the insider chose to make.

Find a code

All 20 codes

Code	What it means	SEC definition	Open-market or private trade?
P	The insider bought shares, on the market or in a private sale.General	Open market or private purchase of a non-derivative or derivative security.	Yes
S	The insider sold shares, on the market or in a private sale.General	Open market or private sale of a non-derivative or derivative security.	Yes
V	A flag, not a trade type: this line was reported before it had to be.General	Transaction voluntarily reported earlier than required.	No
A	The company granted the insider stock, options or units, usually as pay.Rule 16b-3	Grant, award or other acquisition under Rule 16b-3(d).	No
D	Shares went back to the company itself, for example shares surrendered to or repurchased by the company under a plan.Rule 16b-3	Disposition to the issuer of issuer equity securities under Rule 16b-3(e).	No
F	Shares withheld to pay tax when stock vested, or to pay an option’s exercise price. Not a sale into the market.Rule 16b-3	Payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued under Rule 16b-3.	No
I	A move inside a company benefit plan, such as shifting a retirement account into or out of company stock.Rule 16b-3	Discretionary transaction under Rule 16b-3(f) resulting in acquisition or disposition of issuer securities.	No
M	The insider exercised employee options or converted units into shares. Often followed by an S or F line.Rule 16b-3	Exercise or conversion of a derivative security exempted under Rule 16b-3.	No
C	A convertible security, such as preferred stock or a note, was converted into shares.Derivative securities	Conversion of a derivative security.	No
E	An option the insider had written (sold) expired.Derivative securities	Expiration of a short derivative position.	No
H	A derivative the insider held expired or was cancelled and the insider received value for it.Derivative securities	Expiration (or cancellation) of a long derivative position with value received.	No
O	The insider exercised an option whose exercise price was above the market price.Derivative securities	Exercise of an out-of-the-money derivative security.	No
X	The insider exercised an option or warrant at or below the market price, outside the Rule 16b-3 exemption.Derivative securities	Exercise of an in-the-money or at-the-money derivative security.	No
G	The insider gave shares away, often to family, a trust or a charity, or received them as a gift.Exempt and small acquisitions	Bona fide gift.	No
L	A small acquisition within the Rule 16a-6 size limits, which may be reported later on Form 5.Exempt and small acquisitions	Small acquisition under Rule 16a-6.	No
W	Shares passed by inheritance.Exempt and small acquisitions	Acquisition or disposition by will or the laws of descent and distribution.	No
Z	Shares moved into or out of a voting trust.Exempt and small acquisitions	Deposit into or withdrawal from a voting trust.	No
J	Anything not covered by another code. The footnote on the form says what happened.Other	Other acquisition or disposition (described in a footnote).	No
K	A swap or similar contract tied to the stock price.Other	Transaction in an equity swap or instrument with similar characteristics.	No
U	The insider tendered shares in a takeover or similar change of control.Other	Disposition pursuant to a tender of shares in a change of control transaction.	No

How it works

The codes and categories are from the General Instructions to SEC Form 4 (Instruction 8).
Only P (purchase) and S (sale) cover open-market or private trades. Every other code is an award, an exercise or conversion, a tax or price payment in shares, a gift, an inheritance or another non-market event.
V is a flag, not a transaction type: it marks a transaction reported earlier than required.

Notes and limits

Code F is most often shares the company withheld to pay tax when restricted stock vested. It is not the insider choosing to sell.
A single Form 4 can carry several codes for one event, for example M (option exercise) followed by S (sale of the exercised shares). Read the lines together.
Signal8’s insider tables label only P and S as purchases and sales, and show the code on every row.

Questions

What does code P mean on a Form 4?

An open market or private purchase of the security. Together with S, it is one of the two codes for a trade the insider chose to make.

Is code F an insider sale?

No. F is the payment of an exercise price or tax liability by delivering or withholding shares, usually tax withholding when stock vests. No shares are sold into the market.

What is the difference between M and X?

Both are exercises of a derivative such as an option. M is an exercise exempt under Rule 16b-3, typical for employee options. X is the exercise of an in-the-money or at-the-money derivative outside that exemption.

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Code

What it means

Open-market or private trade?

The insider bought shares, on the market or in a private sale.General

Yes

The insider sold shares, on the market or in a private sale.General

Yes

A flag, not a trade type: this line was reported before it had to be.General

The company granted the insider stock, options or units, usually as pay.Rule 16b-3

Shares went back to the company itself, for example shares surrendered to or repurchased by the company under a plan.Rule 16b-3

Shares withheld to pay tax when stock vested, or to pay an option’s exercise price. Not a sale into the market.Rule 16b-3

A move inside a company benefit plan, such as shifting a retirement account into or out of company stock.Rule 16b-3

The insider exercised employee options or converted units into shares. Often followed by an S or F line.Rule 16b-3

A convertible security, such as preferred stock or a note, was converted into shares.Derivative securities

An option the insider had written (sold) expired.Derivative securities

A derivative the insider held expired or was cancelled and the insider received value for it.Derivative securities

The insider exercised an option whose exercise price was above the market price.Derivative securities

The insider exercised an option or warrant at or below the market price, outside the Rule 16b-3 exemption.Derivative securities

The insider gave shares away, often to family, a trust or a charity, or received them as a gift.Exempt and small acquisitions

A small acquisition within the Rule 16a-6 size limits, which may be reported later on Form 5.Exempt and small acquisitions

Shares passed by inheritance.Exempt and small acquisitions

Shares moved into or out of a voting trust.Exempt and small acquisitions

Anything not covered by another code. The footnote on the form says what happened.Other

A swap or similar contract tied to the stock price.Other

The insider tendered shares in a takeover or similar change of control.Other

How it works

The codes and categories are from the General Instructions to SEC Form 4 (Instruction 8).

Only P (purchase) and S (sale) cover open-market or private trades. Every other code is an award, an exercise or conversion, a tax or price payment in shares, a gift, an inheritance or another non-market event.

V is a flag, not a transaction type: it marks a transaction reported earlier than required.

Notes and limits

Code F is most often shares the company withheld to pay tax when restricted stock vested. It is not the insider choosing to sell.

A single Form 4 can carry several codes for one event, for example M (option exercise) followed by S (sale of the exercised shares). Read the lines together.

Signal8’s insider tables label only P and S as purchases and sales, and show the code on every row.

Questions

What does code P mean on a Form 4?

An open market or private purchase of the security. Together with S, it is one of the two codes for a trade the insider chose to make.

Is code F an insider sale?

No. F is the payment of an exercise price or tax liability by delivering or withholding shares, usually tax withholding when stock vests. No shares are sold into the market.