Guide

Form 4 code S, an insider sale on the market or in a private deal

Code S on a Form 4 marks an open market or private sale, meaning the insider sold the company's securities on an exchange or to another buyer. Shares sold carry S in column 3 of Table I, and a sold derivative carries it in column 4 of Table II.

Fifteen sale lines from one Acuity filing

Acuity Inc. President and CEO Neil Ashe filed a Form 4 on October 30, 2026 with fifteen S lines, six dated October 28 and nine dated October 29, adding up to 30,247 shares. Instruction 4(a)(ii) of the Form 4 instructions puts each transaction on its own line, and column 5 walks his direct holding down from 107,615 shares after the first line to 78,075 after the last.

Each price in column 4 carries a footnote calling it a weighted average and giving the range behind it. The first line, 707 shares at $314.53, comes from sales between $314.32 and $315.31, and the filer offers to provide the count sold at each price on request.

Footnote 1 on every line says the sales happened automatically under a Rule 10b5-1 trading plan he adopted on July 1, 2026, and the 10b5-1 box at the top of the form is checked. The filing gives no other reason.

Our Form 4 alerts fold lines like these into one sentence, giving the total shares sold and, when every line has a usable price, the average price and an approximate dollar total.

Other codes that also show D

An S line shows (D) for disposed of in column 4, and so do several codes that are not sales to a buyer. F covers shares the company withholds, or the insider hands over, to pay tax or an exercise price at vesting or exercise, and the code F page reads one. D is a disposition to the company itself under Rule 16b-3(e). G is a bona fide gift. An S/K line is a sale through an equity swap or a similar instrument, the case Instruction 8 marks with K next to the code.

When the 10b5-1 box arrived

The SEC added the box in Release 33-11138, dated December 14, 2022, as part of amendments to Rule 10b5-1, and insiders had to use it on Forms 4 filed on or after April 1, 2023. Instruction 10 asks the filer to tick it when a trade was made under a plan meant to satisfy the affirmative defense in Rule 10b5-1(c) and to give the date the plan was adopted in the Explanation of Responses.

A sale reported before April 2023 has no box, and any mention of a plan there depends on what the filer chose to write in a footnote. For a director or officer, the same amendments bar trades under a new plan until the later of 90 days after adoption or two business days after the 10-Q or 10-K that covers the quarter of adoption, and never longer than 120 days.

Acuity's fiscal year ends August 31, so the quarter that held July 1 was reported in the 10-K filed on October 23, 2026. Two business days later is October 27, after the 90 day mark of September 29, so the wait ran through October 27 and the first sale line is dated October 28. Ashe's two other Forms 4 since July 1, filed on October 26 and October 27, report stock awards under code A and shares withheld for tax under code F, and no sale.

Not financial or investment advice. Filing Ahoy reports what was filed; it does not tell you what to buy or sell. Filing Ahoy is not affiliated with the SEC.