Why SEC Filings Are a Primary Source

A filing on SEC EDGAR is a document the company or the filer submits to the regulator, with legal liability for its content. That makes it a primary source, unlike a news story about it. It is not infallible: filings get amended, and fraudulent filings have occurred. Reading the filing on sec.gov is the way to check what was actually disclosed.

Form 8-K: Material Events

A company files an 8-K within four business days of a material event. The form is organised in numbered items, which tell you the type of event before you read the text:

Item 1.01, Entry into a Material Definitive Agreement. Contracts, licensing deals, merger agreements.

Item 2.02, Results of Operations and Financial Condition. The earnings release is usually furnished under this item.

Item 5.02, Departure or appointment of directors and certain officers. Changes of CEO, CFO or board members.

Item 8.01, Other Events. A catch-all for disclosures that fit no other item. These need the text read to know what they are.

Form 4: Insider Transactions

Officers, directors and holders of more than 10% of a class of shares report their transactions on Form 4 within two business days. Each transaction carries a code. TradeAI News counts only open-market or private purchases (code P) and sales (code S); grants, awards and option exercises are excluded, because they are compensation rather than a decision to put money in or take it out.

A purchase is a person committing their own money at a known price. A sale has many possible reasons: taxes, diversification, a pre-arranged plan. Several insiders purchasing within a short window is a notable aggregate fact; it is information, not instruction, and not a forecast.

Example: on 2026-10-17 the IIPR offering filings and Form 4 page listed a purchase (code P) of 40,000 shares by Alan D. Gold, director and Executive Chairman, transaction date 2026-10-08, filed 2026-10-13 (source: SEC Form 4). The page does not show a value for that row because the filed price could not be checked against the US listing. Form 4 data reaches the ticker pages about a day after filing. The insider tracker lists purchases and sales market-wide; the glossary page on insider buying explains the codes.

Offering Filings: Registration Statements and Prospectuses

When a company wants to offer securities to the public, it registers them with the SEC. The ticker pages list these forms in a section called Offering filings:

  • S-1 and F-1 (with amendments): full registration statements, used for IPOs and for offerings by companies that cannot use the short form. F-1 is the version for foreign private issuers.
  • S-3 and F-3 (with amendments): short-form registration for eligible companies, often a shelf that registers securities to be sold later, in one or more pieces.
  • S-3ASR and F-3ASR: automatic shelf registrations for well-known seasoned issuers, effective on filing.
  • 424B4: the final prospectus filed under Rule 424(b)(4), typically after an offering registered on S-1 or F-1 is priced.
  • 424B5: a prospectus supplement filed under Rule 424(b)(5), typically when securities are taken off a shelf.

Other prospectus filings, such as 424B3 and 424B7, are not covered.

What these filings do not show. A registration statement or prospectus does not by itself show that any shares were sold, how many, or at what price. Some cover debt securities or resales by existing holders rather than new shares from the company. A shelf can sit unused. The filing is made by the issuer and appears under each of its tickers.

Two dated examples, as of 2026-10-16 (source: SEC EDGAR daily index): the IIPR page listed 3 offering filings in the last 90 days, all 424B5 prospectus supplements, filed 2026-09-01, 2026-10-07 and 2026-10-09; the JEF offering filings page listed 36 in the same window. A count like JEF's says how often the issuer filed, not how many shares it sold; each row links to the filing on sec.gov, where the document says what it covers.

Schedule 13D and 13G

An investor who acquires more than 5% of a class of a company's shares discloses it on Schedule 13D, or on the shorter 13G if the holding is passive. A 13D includes the filer's stated purpose, which is why activist stakes are usually disclosed on it.

How TradeAI News Reads SEC Filings

Events. TradeAI News polls the SEC EDGAR ATOM feed along with the other sources in its roster. It reads the form type from the filing header and labels the text with keyword and phrase rules. Events picked up this way appear in the dashboard event feed.

Offering filings. Read from the SEC EDGAR daily index once a day, after the SEC publishes it (around 10:30 pm ET), and shown on the ticker pages with the filing date and a link to sec.gov.

Form 4. Ingested separately, limited to codes P and S, and shown on the ticker pages and in the insider tracker.

Frequently Asked Questions

How quickly are new SEC filings picked up?

Events are read from the EDGAR ATOM feed by polling, so a filing is picked up on the next cycle after it appears. Across all sources: Events are detected a median of 23.8 minutes after the source publishes them (90th percentile: 50.9 minutes), measured over the 30 days to Oct 2, 2026. We do not publish a separate figure for EDGAR. Offering filings follow the daily index, so a filing appears once the index for its filing day is published.

Does an S-3 or a 424B5 mean the company sold shares?

Not by itself. An S-3 can register a shelf that is never used, and a prospectus supplement can cover debt or resales. The final terms, if there are any, are in the documents on sec.gov.

Is insider buying a forecast?

No. It is a public, attributed record of what an insider did at a known price. Insiders can be wrong about their own company, and a purchase says nothing about timing.

What is the difference between a 13D and a 13G?

Both disclose a stake above 5%. A 13D is for holders who may seek to influence the company; a 13G is for passive holders such as index funds.