Legal Counsel

Section 16 Compliance

Section 16 compliance is the ongoing obligation to file Forms 3, 4, and 5 for every officer, director, and 10 percent beneficial owner. Finrep tracks covered persons, holdings, and open derivative positions in one ledger, surfaces reportable events with the specific form and deadline, and monitors filing status through EDGAR submission.

Last updated: 2026-04-20
Form 3, 4, 5
all three tracked
Two-business-day
deadline calculation
Live ledger
of covered person holdings
See sample reports
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TWFG logo
HP logo
EXL logo
Wells Fargo logo
Rapid7 logo
Procept logo
FOX logo
Cognizant logo
Infosys logo
Moloco logo
Massimo logo
Moloco logo
TWFG logo
HP logo
EXL logo
Wells Fargo logo
Rapid7 logo
Procept logo
FOX logo
Cognizant logo
Infosys logo
Moloco logo
Massimo logo
Moloco logo
TWFG logo
HP logo
EXL logo
Wells Fargo logo
Rapid7 logo
Procept logo
FOX logo
Cognizant logo
Infosys logo
Moloco logo
Massimo logo
Moloco logo
TWFG logo
HP logo
EXL logo
Wells Fargo logo
Rapid7 logo
Procept logo

Sample Section 16 Compliance Reports

See what a Finrep section 16 compliance looks like on real public company filings. Download and review the full output.

Today's reality

Section 16 Compliance without Finrep

  • Covered person holdings tracked in a spreadsheet, updated after the fact
  • Reportable events identified from broker emails forwarded to legal
  • Form 4 deadlines calculated ad hoc, by hand, against SEC business-day rules
  • Filing status tracked in a separate system from the underlying transaction record

Legal Counsel · Ongoing

Every missed Form 4 shows up in next year's proxy

A general counsel's office tracking Section 16 compliance is tracking a moving target. An officer exercises options on Monday. An RSU tranche vests for a director on Tuesday. A 10 percent holder acquires additional shares through an affiliate on Wednesday. A founder makes a charitable gift on Thursday. Each transaction has a form, a deadline, and a reportable detail set, and the clock is counting business days, not calendar days.

The failure mode is the lag between when a transaction happens and when someone in legal hears about it. The email from the broker arrives Friday afternoon. The deadline passed Wednesday. Item 405 disclosure in the next proxy, a conversation with the audit committee, and a Section 16(b) short-swing profit analysis on whether the late filing triggers a matching transaction. The calendar failure is the compliance failure.

Without Finrep

Manual process

  • Covered person holdings tracked in a spreadsheet, updated after the fact
  • Reportable events identified from broker emails forwarded to legal
  • Form 4 deadlines calculated ad hoc, by hand, against SEC business-day rules
  • Filing status tracked in a separate system from the underlying transaction record
Finrep

With Finrep

Automated workflow

  • Live ledger of covered persons, holdings, and open derivative positions
  • Reportable events surfaced with the form, deadline, and pre-populated detail
  • Two-business-day clock calculated automatically with SEC holiday calendar
  • Filing status tracked from event through EDGAR submission in one view

From covered person profile to filed form in four steps

01

Configure covered persons

Set up profiles for all officers, directors, and 10 percent beneficial owners. Opening holdings, open derivative positions, 10b5-1 plans, and related-party structures are captured once.

02

Monitor reportable transactions

Track open-market transactions, option exercises, RSU vestings, gifts, and 10b5-1 plan transactions as they occur. Each event is mapped to the specific covered person and the reportable instrument.

03

Review filing obligations

See upcoming filing deadlines with the required form type (Form 3 for new insiders, Form 4 for most transactions, Form 5 for annual catch-up), the two-business-day deadline, and pre-populated transaction detail.

04

Track filing status through EDGAR

Monitor whether each required filing has been submitted, with alerts for approaching deadlines and confirmation of EDGAR acceptance for each filed form.

What you get

Live compliance dashboard with covered-person ledger, deadline queue, filing status, and delinquency review support

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Legal Counsel

What Section 16 Compliance does at a glance

Team
Legal Counsel
Filing phase
Ongoing
Output
Live compliance dashboard with covered-person ledger, deadline queue, filing status, and delinquency review support
Modules
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What a working compliance system actually tracks

Two-business-day deadline calculation

Form 4 deadlines calculated against SEC business-day rules with the SEC holiday calendar applied. Form 3 and Form 5 deadlines tracked on their separate timelines. No manual day counting, no calendar-day errors.

Full reportable transaction coverage

Captures open-market transactions, option exercises and tax withholds, RSU and PSU vestings, gifts, inherited securities, 10b5-1 plan transactions, exempt transactions, and derivative position changes.

Live covered-person ledger

Holdings and open derivative positions are maintained in real time for every officer, director, and 10 percent holder. New Section 16 officers are flagged on appointment. Covered-person status changes (departures, threshold crossings) are tracked.

Filing status through EDGAR submission

Each reportable event is tracked from transaction through drafted form to EDGAR acceptance. Overdue filings surface immediately. Late filings carry the Item 405 implication into the proxy compliance workflow.

Built for the counsel that signs the Section 16 letter

Purpose-built for every role in the filing workflow.

Legal Counsel

The Monday-morning question ("do we have any Section 16 events open from last week?") has an answer in one view instead of three inboxes. The deadline calendar and the transaction record are the same system.

Corporate Secretary

New officer appointments trigger the Form 3 filing automatically. Departures update the covered-person ledger. Proxy Item 405 reporting is backed by a full filing-status record, not a reconstruction after year-end.

Common Questions About Section 16 Compliance

Form 3 (new insiders), Form 4 (most reportable transactions), and Form 5 (annual catch-up). Transaction coverage includes open-market buys and sells, option exercises, RSU and PSU vestings, gifts, inherited securities, 10b5-1 plan transactions, exempt transactions, and derivative position changes. Table I and Table II both supported.

Run your SEC filing cycle on Finrep