Insider reporting in the EU vs the US: what's different?
In the EU and in the US, the people who run a listed company must tell the public when they trade its shares. The two systems share that aim, but they differ on who reports, how fast, from which amount, and what the filing shows.
At a glance
| EU | US | |
|---|---|---|
| The rule | MAR Article 19 | Section 16(a) of the Securities Exchange Act of 1934 |
| Who reports | Managers (PDMRs) and persons closely associated with them | Directors, officers and owners of more than 10% of a class of registered shares |
| Deadline | Three business days after the trade | Before the end of the second business day after the trade |
| Threshold | €20,000 a year; a regulator may set €10,000 or €50,000 | None for Form 4; a small acquisition up to $10,000 may wait for the Form 5 |
| Who publishes | The company, within two business days of receiving the notification; in some countries the regulator too | The insider files on the SEC's EDGAR system; a company with a website posts it there by the end of the next business day |
| Holding after the trade | Not part of the notification | On every row of the Form 4 |
| Trading window | A closed period of 30 days before results, set by law | No law sets a window before results; companies set their own blackout periods |
Who reports
The EU rule follows the role. MAR Article 19(1) covers persons discharging managerial responsibilities and the people closely associated with them: a spouse or partner, dependent children, relatives who have shared the household for at least a year, and companies they manage or control. A large shareholder who holds no managerial role has no Article 19 duty.
The US rule follows the role and the stake. Section 16(a) covers the directors and officers, and anyone who owns more than 10% of a class of the company's registered shares. The law now names the directors and officers of foreign private issuers too, so a manager of a European company with US-registered shares can report under both systems. The insider reports shares held through a trust or a family member as indirect holdings.
Deadlines and publication
In the EU you need two steps before the public sees a trade. The manager notifies the company and the national regulator within three business days. The company then publishes the notification within two business days of receiving it (MAR Article 19(3)). National law may let the regulator publish instead, and several regulators keep a public register of their own: see the guides for the Netherlands, Germany, Belgium, Sweden and Spain.
In the US one step does it. The insider files the Form 4 on EDGAR before the end of the second business day after the trade (Rule 16a-3(g)), and anyone can read it there once it is filed. A company with a website also posts the form there by the end of the business day after the filing (Rule 16a-3(k)).
How many filings miss these deadlines, per register and per year, is in late filings in numbers.
Thresholds
An EU manager reports once their trades in a calendar year add up to €20,000, counted without netting buys against sales (MAR Article 19(8)). From then on they report every trade in that year. A national regulator may raise the threshold to €50,000 or lower it to €10,000.
The US has no yearly threshold for the Form 4. Rule 16a-6 lets an insider move a small acquisition that does not come from the company, up to $10,000 in market value over six months, to the yearly Form 5, as long as they dispose of no shares in the six months after it, other than in an exempt transaction.
What the filing shows
An EU notification names the person, the reason they report, the company, the instrument with its identifier, the nature of the trade, its date and place, and the price and volume (MAR Article 19(6)). It does not say how many shares the person holds afterwards.
A Form 4 shows a transaction code, the number of shares, the price, and on each row the holding after the trade. A second table covers options and other derivatives. With the holding you can see whether a trade moved a large or a small part of the insider's stake.
Rules on when to trade
- EU: managers may not trade during a closed period of 30 calendar days before the company announces its interim or year-end results (MAR Article 19(11)).
- US: no law sets a window before results. Many companies set blackout periods in their own trading policies, and many insiders trade through a 10b5-1 plan fixed in advance.
- US only: under Section 16(b), a US company can claim any profit that its director, officer or 10% owner makes from a purchase and a sale, in either order, within less than six months. Intent plays no part. The rule does not reach the directors and officers of foreign private issuers, and EU law has no such rule.
Neither reporting rule makes a trade lawful or unlawful. Trading on inside information is a separate prohibition on both sides, explained in directors' dealings vs insider trading.
EU and US filings on this site
Insider Trades shows the EU registers and the Form 4 filings side by side, with a country filter and a link to the original filing on every row. Late filings in both systems appear in the news. The other guides go deeper into each part:
- EU: MAR Article 19, PDMRs, closed periods, short positions and major shareholdings.
- US: Form 4, Forms 3, 4 and 5, 10b5-1 plans, 13F, Congress, OGE reports and lobbying.
Checked against the regulation and the regulator’s own pages on Oct 31, 2026. This guide explains the rules; it is not legal or investment advice.
More guides
- EUMAR art. 19What is a MAR Article 19 notification?How directors' dealings are reported in the EU under the Market Abuse Regulation: who must report, the deadline, the threshold, what a notification contains and where to find them.
- USSEC Form 4How to read an SEC Form 4A field-by-field guide to the Form 4 that US company insiders file with the SEC: who files it, the two-day deadline, the transaction codes, and the 10b5-1 checkbox.
- USSTOCK ActWhat members of Congress must disclose about their tradesHow the STOCK Act makes members of the US Congress report their stock trades: the 30- and 45-day deadlines, the $1,000 threshold, the amount ranges, and what is left out.
- EUNetherlands · AFMWhen does an insider have to report a trade in the Netherlands?Who reports trades to the Dutch AFM, the three-day deadline, the €20,000 threshold, the extra Wft duty for board members, and where you find the filings.
- EUGermany · BaFinWhen does an insider have to report a trade in Germany?Directors' dealings in Germany: who reports to BaFin, the three-day deadline, the €50,000 threshold that applies since 1 January 2026, and where the filings appear.
- EUBelgium · FSMAWhen does an insider have to report a trade in Belgium?Managers' transactions in Belgium: who reports to the FSMA through eMT, the three-day deadline, the €20,000 threshold, and why the issuer has to confirm a filing first.
- EUSweden · FIWhen does an insider have to report a trade in Sweden?Insider trades in Sweden: who reports to Finansinspektionen, the three-day deadline, the €20,000 threshold, and how the insider register (insynsregistret) works.
- EUSpain · CNMVWhen does an insider have to report a trade in Spain?Managers' transactions in Spain: who reports to the CNMV, the three-day deadline, the €20,000 threshold in Article 230 of the Securities Market Act, and where the filings appear.
- EUMAR art. 19(11)What is a closed period?The 30 days before a listed EU company publishes its results, when its managers may not trade its shares: the rule, the exceptions, the Listing Act changes and the US blackout.
- EUMAR art. 3What is a PDMR?Who counts as a person discharging managerial responsibilities (PDMR) under EU law, who is closely associated with them, and why it matters for reporting trades.
- USSEC Section 16Form 3, 4 and 5: what's the difference?The three SEC forms that US company insiders file: Form 3 when they become an insider, Form 4 after a trade, Form 5 once a year. Who files each one, and by when.
- USSEC Rule 10b5-1What is a 10b5-1 plan?How US insiders trade through a pre-arranged plan under SEC Rule 10b5-1: the rule, the 2022 changes (cooling-off, certification, overlapping plans) and the Form 4 checkbox.
- USSEC Form 13FHow to read a 13F filingWho files Form 13F with the SEC, by when, and what it shows: the long positions of large US fund managers at the end of each quarter, without shorts or cash.
- USLobbying Disclosure ActHow does US lobbying disclosure work?How the US Lobbying Disclosure Act works: registration on Form LD-1, quarterly LD-2 reports with amounts rounded to $10,000, and the twice-yearly LD-203 contribution reports.
- USOGE Form 278What must the President and senior officials disclose?The OGE Form 278e financial disclosure of the US President, Vice President and senior officials, and the 278-T report of trades within 30 or 45 days.
- EUShort Selling RegulationShort positions in Europe: what is the 0.5% rule?How the EU Short Selling Regulation works: net short positions go to the regulator from 0.1% of a company's shares and become public from 0.5%, with each 0.1% step above.
- EU/USMAR art. 14 · Rule 10b-5Directors' dealings vs insider trading: what is legal?The difference between a reported directors' dealing and illegal insider trading under EU law (MAR Articles 7, 8 and 14) and US law (Rule 10b-5), with the penalties.
- EU/USLate filingsHow often are insider filings late?How many Form 4 filings, Congress trade reports and EU insider notifications arrive after the legal deadline, per year, counted from the registers on this site.
- EUNetherlands · AFMHow many insider trades are reported in the Netherlands?Managers' trades reported to the Dutch AFM, counted per year and per sector: entries in both AFM registers, companies, and open-market buys and sales.
- USSTOCK ActWhich members of Congress trade the most?Members of the US Congress ranked by the number of trades they reported for the last full calendar year, with purchases, sales and the amount ranges as filed.
- EU/USInsider salesWhy do insiders sell stock?The common reasons company insiders sell their own shares: pay in stock, tax, spreading risk, cash for a house, a pre-set 10b5-1 plan. And what research found about sales.
- USSEC Form 4Form 4 transaction codes explainedEvery transaction code on an SEC Form 4, from P and S to A, M, F, G and J, with its meaning from the SEC's own instructions, and which codes are trades at the market.
- EU/USInsider purchasesWhat is cluster buying?Cluster buying: several insiders of one company buying its shares within a short period. How this site counts a cluster: three buyers within 90 days, by filing date.
- EU/USRegistersHow to track insider trades for freeThe official free registers of insider trades: SEC EDGAR in the US, and AFM, BaFin, FSMA, FI and CNMV in Europe. What each one lets you search and download.
- EU/USResearchDo insider purchases predict stock returns?What studies of US, UK and German filings found about share returns after insiders buy, from Lakonishok and Lee to Cohen, Malloy and Pomorski, and the limits of those findings.
- USSTOCK ActCan members of Congress trade stocks?Yes: members of the US Congress may trade stocks, but must report each trade within 45 days under the STOCK Act. The late fee, and the bills to ban trading as of 31 October 2026.
- USResearchDo politicians beat the market?What studies found about the stock returns of US senators and representatives, from Ziobrowski in 2004 to studies of trades after the STOCK Act, and why the results differ.
- USOGE Form 278What stocks does Trump own?Where to find what President Trump owns: the annual OGE Form 278e with assets in value ranges, the 278-T reports of trades, and what neither form shows.
- EUMAR art. 19Biggest insider purchases in Europe this yearThe largest open-market share purchases by company insiders in the Netherlands, Germany, Belgium, Sweden and Spain this year, ranked by amount in euros.
- EUMAR art. 19(11)When do insiders buy? Purchases by monthOpen-market purchases and sales by company insiders in the Netherlands, Sweden and Spain, counted per calendar month over all full years, and how closed periods fit in.
- USSEC Form 13FWhat is Berkshire Hathaway buying?Berkshire Hathaway's largest US stock holdings from its latest Form 13F, how many positions grew, shrank, appeared or disappeared, and what the filing leaves out.
- EU/USTransparency DirectiveMajor shareholdings in the EU: the 3% and 5% ruleWhen an investor in an EU listed company must report its stake: the 5% threshold of the Transparency Directive, lower national thresholds, the deadlines, and the US Schedule 13D.
- EU/USMCPInsider trading data in Claude and ChatGPT (MCP)Connect InsiderRadar to Claude or ChatGPT over MCP: the address, the sign-in steps, and the six read-only tools for insider, Congress, 13F and lobbying filings.