What is the deadline to file an SEC Form 4?

Before the end of the second business day following the day the transaction was executed, under SEC Rule 16a-3(g). Business days exclude Saturdays, Sundays and US federal holidays.

Do weekends count toward the Form 4 filing deadline?

No. Only business days count. A transaction on a Thursday is due the following Monday; a transaction the day before a federal holiday pushes the deadline out by an extra day.

Is there ever more than two business days to file?

The deadline for the reporting person can run from a later date in specific cases — for example, when a broker executes a plan-based transaction and notifies the insider afterward, the clock can start from the date of notification. The filing itself is still due two business days after that trigger date.

What happens if a Form 4 is filed after the deadline?

It is a reporting violation under Section 16(a). Isolated lapses with a reasonable explanation are generally not pursued, but companies must disclose known delinquencies in the annual proxy under Item 405 of Regulation S-K, and the SEC has brought enforcement actions for chronic or egregious lateness.

SEC Form 4 Filing Deadline Calculator

Section 16 gives an insider two business days to report a trade on Form 4. Counting them correctly means excluding weekends and the eleven US federal holidays, and remembering that the transaction date itself does not count.

Transaction date

Date filed (optional)

Form 4 due by

Wednesday, September 9, 2026

The transaction date falls on a weekend or holiday. The rule counts from the transaction date regardless — the two business days that follow it.

— Labor Day2026-09-07
✓ First business day2026-09-08
✓ Second business day — deadline2026-09-09

Holidays are the eleven US federal holidays, shifted to their observed weekday. EDGAR is open on Good Friday, so it is not counted. Deadlines for some plan-executed trades run from a later date this tool cannot see; check the filing.

The rule

SEC Rule 16a-3(g): a Form 4 must be filed before the end of the second business day following the day the subject transaction was executed.

Three things people get wrong:

The transaction date is day zero, not day one. A Monday trade is due Wednesday, not Tuesday.
Weekends and federal holidays are skipped entirely. A Thursday trade is due the following Monday. A Friday trade before a Monday holiday is due Wednesday.
Federal holidays follow their observed date. When Independence Day falls on a Saturday, the holiday is observed the preceding Friday, and that Friday is not a business day for this purpose.

The exception worth knowing

For certain transactions executed under a Rule 10b5-1 trading plan, where a broker carries out the trade and tells the insider afterward, the two-business-day clock can start from the date the insider is notified rather than the trade date. The filing window is still two business days; it just begins later. A footnote on the filing will usually say so. This tool assumes the ordinary case, where the clock starts on the transaction date.

Checking whether a real filing was late

Enter both the transaction date and the date filed and the tool will tell you how many business days past the deadline the filing landed, if any. On this site we do that measurement across every Form 4 we hold — by company and by individual filer — on the late-filings tracker. Those numbers come from the filing dates themselves, not from this calculator.

The short version

Two business days after the transaction, weekends and federal holidays not counted, transaction date excluded. For most filings that is all there is to it; a plan-executed trade with broker notification is the main case where the clock starts somewhere other than the trade.