This InsightMeter guide is for readers who already met Form 4 letter codes—and who still screenshot a single code without noticing whether the row lives in Table I (non-derivative securities) or Table II (derivative securities). Your reader job is two-table literacy: know what each table is for, how common codes appear in worked public-filing-style examples, and how footnotes and “amount owned after” fields prevent fake certainty. The Form 4 insider-codes guide remains the letter dictionary; the footnotes guide remains the fine-print sibling; this article is the table-structure workshop with worked examples.
Table I generally reports transactions and holdings in non-derivative securities (for example common stock lines under Section 16 reporting conventions). Table II generally reports derivative securities (for example options, convertible instruments, and similar derivative lines as disclosed). Mixing the tables is how “insider bought 50,000” captions accidentally describe an option grant, an exercise mechanics row, or a conversion—or miss that a derivative line and a common-stock line are linked.
Ask one primary question per note. Ownership change in common shares as reported? Start in Table I, then check whether Table II explains related derivative activity. Option grant, exercise, conversion, or other derivative story? Start in Table II, then see whether Table I shows resulting share movements. “Should I buy because code P?” is not an educational question.
Soft product note: InsightMeter-style insider tables can surface Form 4 rows quickly. Free signup unlocks limited interactive views so you can practice table labels; fuller history may sit behind paid tiers. Soft invitation: after you finish the worked examples, you may create a free account (utm_campaign=checklist30s)—this guide is complete without Pro checkout.
Table I can prove, at best: that a reporting person disclosed a non-derivative securities transaction or holding line with a date, code, amount, price (when applicable), and ownership form (direct/indirect), plus an amount beneficially owned following the reported transaction(s) as presented on the form.
Table I does not prove private fundamental foresight, does not prove the person’s entire economic book across all entities, and does not prove that an open-market code is a personalized recommendation for you. It also does not replace footnotes: plan language, indirect ownership through trusts, and multi-line explanations often live under the tables.
Read “amount owned after” as a reported beneficial-ownership figure after the disclosed transaction line(s)—not as a brokerage screenshot of every related account you wish existed, and not as proof the person cannot have other reportable or non-reportable interests elsewhere under different structures.
Educational habit: copy transaction date, code, shares, price, ownership form, and amount owned after into separate binder fields before writing any adjective.
Table II can prove, at best: that a reporting person disclosed derivative securities activity or holdings—such as option-related lines—with fields that may include title/exercise price/convertible terms, transaction codes/amounts, dates exercisable/expiration as applicable, and underlying share counts as presented.
Table II does not prove that a derivative grant is “free money,” that an exercise is bullish mind-reading, or that a disposition of derivatives equals panic. Many Table II rows are mechanical compensation or conversion plumbing. Headlines that ignore Table II—or that treat it as identical to Table I—manufacture false certainty.
Linkage skill: exercises and conversions often create paired stories across Table II and Table I (derivative decreases / share increases, sometimes with code M, and sometimes with tax withholding code F on Table I). Reading only one table is how you invent “mystery shares.”
Educational habit: when Table II appears, write the derivative title and key terms in the binder before translating anything into common-stock slang.
Code P (open-market or private purchase) often appears on Table I when common shares are purchased in ways the form categorizes under P. Educational reading: discretionary cash purchase stories are possible—but still not tips. Check footnotes for context and role.
Code S (open-market or private sale) often appears on Table I for sales. Pair with 10b5-1 footnotes when present. Educational reading: sale ≠ proven panic; plan sales and diversification exist. Still not a short tip.
Code A (grant/award) commonly appears for compensatory awards and can show up in contexts involving Table I share awards and/or Table II option/derivative awards depending on what was granted. Educational reading: award ≠ open-market buy. Collapsing A into “insider buying” is a classic retail error.
Code D (disposition to the issuer, often associated with certain withholdings/forfeitures/dispositions under form instructions) and code F (payment of exercise price or tax liability by delivering/withholding securities) frequently mark mechanical share movements—especially around vesting and option exercises—rather than “they hate the stock.” Code M (exercise or conversion of derivative security) is a bridge code: look at Table II and Table I together. Related codes such as G (gift), C (conversion), X (expiration), and V (in-kind/voluntary) also need table context; see the codes primer for letter-by-letter depth.
Fiction G (public-filing concepts, not a live tip): Officer O reports Table I code P for 2,000 common shares at a stated price on date T, direct ownership, amount owned after 52,000. No Table II activity the same day.
Careless caption: “Insider buying confirmed—load the boat.” Careful note: “Table I code P for 2,000 common; after-holdings 52,000; role officer; no Table II same-day; educational observation only.”
What to check next (still not a tip): footnotes for trading-plan language or indirect ownership; whether the size is material versus after-holdings; whether similar P codes repeat across windows; whether a cluster of unrelated officers appears (cluster literacy is a sibling guide).
Falsification prompt: What would weaken a strong narrative? A same-week 10b5-1 sales program elsewhere, a tiny P versus huge after-holdings, or identity confusion with a similarly named officer at another issuer.
Fiction H: Director D reports Table II code A for employee/director stock options covering 10,000 underlying shares, with exercise price and expiration fields as disclosed. Table I shows no open-market P.
Careless caption: “Director bought 10,000 shares.” Careful note: “Table II award of options (code A); underlying 10,000; not a Table I open-market purchase; compensation plumbing until/unless later exercises appear.”
Why table labels matter: social posts often lift the underlying share number from Table II and paste it into a “shares bought” sentence. That is a unit-and-instrument error, not a small rounding issue.
Teaching repair: require students to say “options awarded” or “derivative award” before they are allowed to mention the underlying share count.
Fiction I: Officer O exercises options. Table II shows code M reducing a derivative position. Table I shows common shares acquired via the exercise/conversion mechanics, and a same-day or related code F share withholding for taxes.
Careless caption: “Insider sold (code F)—bearish.” Other careless caption: “Insider bought (shares went up)—bullish.” Careful note: “Paired Table II M exercise with Table I share increase and F tax withholding; mechanical compensation event; not an open-market P/S thesis.”
Binder fields that prevent the fight: derivative title, exercise price, underlying count, Table I shares in, code F shares withheld, net share change, after-holdings, footnote pointers. Net share change can be positive even when a “sale-looking” code appears for withholding.
Related literacy: code D dispositions to the issuer can also appear in mechanical contexts. Always read the code beside the table and footnotes—not as a standalone emoji.
Fiction J: Officer O reports Table I code S for several days of common-stock sales. Footnote references a Rule 10b5-1 plan. Table II quiet.
Careless caption: “They know—dumping everything.” Careful note: “Table I code S sales totaling N shares across dates D1–D3; footnote claims 10b5-1 plan; after-holdings still H; educational observation about reported sales under plan language—not a short recommendation.”
Comparative lane reminder: if a Form 144 notice also appears, keep it on a separate row (see Form 4 vs 144 vs 10b5-1). Do not sum noticed and reported amounts into one mega-sell.
Falsification prompt: Would absence of plan language prove panic? No—absence is absence. Would plan language prove sales are irrelevant? No—size and diversification can still matter as facts without becoming a tip.
Fiction K: Table I shows code G gifts to a family trust, or a code D disposition in a context explained by footnotes as issuer-related mechanics. Indirect ownership footnotes name a trust.
Careless caption: “Insider dumped to exit.” Careful note: “Gift/disposition code with indirect-ownership footnote; identity is trust/relationship-specific; not interchangeable with open-market S.”
Identity skill: spouse accounts, LLCs, and trusts are not the same as the officer nickname. Match reporting-person strings and relationship footnotes. Surnames are not identity.
If Table II convertibles or other derivatives sit in the same filing family, ask whether any conversion path links to the Table I movement before you narrate.
Use this checklist whenever a Form 4 claim might depend on table structure.
Checklists are educational process tools. They do not create profitable trades.
Most Table I/II errors are instrument collapses wearing certainty.
Correcting them improves insider-filing literacy even if you never trade.
Even perfect table hygiene cannot recover private negotiations, every related account, every derivative not presented as you expect, or future prices.
Section 16 rules, form instructions, and issuer practices can change. This article is educational process guidance, not legal advice on insider reporting compliance.
Absence of a Table I P is not proof of bearishness; presence of a P is not proof of a tradeable edge for you.
Nothing here recommends buying or selling any security based on Form 4 Table I or Table II rows.
Assign Fiction H and Fiction I. Require students to draw arrows between Table II and Table I fields before writing adjectives. Recommendations fail the drill.
Ban the bare phrase “insider buying/selling” in first drafts. Require “Table I code P” or “Table II code A options award” style labels.
Pair with the codes primer and footnotes guide so letter decoding and fine print stay attached to table structure.
US Form 4 acceptances often arrive during Hong Kong night hours. Morning triage: table label + code + identity first; narrative later.
If you only saw a social card with a code letter, open the filing and find which table the letter sits on before amplifying.
Keep issuer identity cards handy so similarly named officers at different companies do not merge overnight.
Use insider screens to locate candidate Form 4 rows, then force Table I/II labeling in your notes before any caption. Screens accelerate capture; they do not finish instrument literacy.
Soft CTA: after one clean two-table worksheet, you may create a free InsightMeter account (utm_campaign=checklist30s) to practice vocabulary on interactive tables. Paid plans remain optional for deeper history—not a requirement to understand public filings.
Keep 13F inventory questions and Form 4 ownership-change questions in separate binder sections even when both concern the same issuer ticker.
Form 4 Insider Codes Explained · Form 4 footnotes without a lawyer · Form 4 vs Form 144 vs Rule 10b5-1: which disclosure to weight when · 10b5-1 plans: what they do and don’t tell you
Methodology · Glossary · Sign Up
Read Form 4 as a two-table document: Table I for non-derivative lines, Table II for derivative lines—then interpret codes like P/S/A/D/M/F inside that structure with footnotes and after-holdings fields so ownership-change literacy stays educational instead of tip-sheet theater. Continue with the Form 4 codes and footnotes guides, Form 4 vs 144 vs 10b5-1, methodology, and glossary. Nothing here recommends buying or selling any security.