Form 5
An annual catch-up filing for insider transactions that were exempt from immediate reporting.
Updated 2026-07-26
Some transactions do not have to be reported within two days: certain small acquisitions, gifts and inheritances among them. Form 5 collects them after the fiscal year ends, which means the events it describes may be up to a year old when they become public.
A Form 5 is therefore not late in any wrongful sense — the delay is built into the rules. It is still a delay, and any timeline built from insider filings will show a cluster of old dates appearing shortly after year end.
If a transaction that could have gone on a Form 5 was voluntarily reported earlier on a Form 4, it does not reappear. Counting both without deduplication double-counts activity.
Related terms
5 entries- Disclosure lag
- The gap between the date something happened and the date it became public.
- Form 3
- The first filing an insider makes, declaring what they already hold when they become an insider.
- Form 4
- The filing in which a company insider reports a change in their holdings, normally within two business days.
- Insider
- A person or entity whose relationship with a company obliges them to report their transactions in its securities.
- Transaction code
- The one or two letter code on each row of a Form 4 that says what kind of change occurred.