Form 5
Also known as: annual statement of beneficial ownership
DEFINITION
Form 5 must be filed within 45 days of fiscal year-end. It captures transactions that did not require a Form 4 — small gifts, certain exempt grants, transactions missed during the year — plus a re-statement of holdings. Most insiders never file one because all their year's transactions were reported on Form 4s.
WHY IT MATTERS FOR RETAIL INVESTORS
When you see a Form 5, the question to ask is: what was being deferred to year-end and why? Late-disclosed gifts to family trusts, late-reported exempt transactions, or missed Form 4 corrections all show up here. It is a low-noise filing but occasionally surfaces governance carelessness — repeated Form 5 corrections from the same insider is a small but real red flag.
OFFICIAL SEC SOURCE
https://www.sec.gov/about/forms/form5.pdf ↗RELATED TERMS
See Form 5 in a real filing
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