The event

Two filings, one security, one stated rule

Flock raises a US overlap when a 13F filer reports a larger position in a security than it held the previous quarter, and an insider at the same issuer files a Form 4 purchase disclosure — each inside its own stated window. The comparison, mapping and exclusion rules are written down here and on the methodology page.

Disclosures shown are public regulatory filings. Data may be delayed or incomplete. Smart-money entities may no longer hold positions shown. Not investment advice.

What has to be true

All three conditions, or there is no overlap. The source facts come from SEC EDGAR; the quarter comparison and issuer mapping follow the published rules.

Step 1: The 13F leg

At least one 13F filer reports a larger position in the security than it reported for the immediately preceding quarter, on a filing period inside the last 120 days.

A 13F reports an absolute snapshot, not a change, so the increase is computed against a named prior quarter that is recorded with the event. Where no prior snapshot is stored, no comparison is made and no overlap is raised.

Step 2: The Form 4 leg

At least one Form 4 reporting owner — an officer, director, or ten-percent holder of the same issuer — files a transaction-code-P Form 4 purchase disclosure inside the last 45 days.

SEC transaction code P records a purchase without stating where it was executed, so Flock describes these filings as purchase disclosures and nothing more.

Step 3: The same security

Both legs must land on the same mapped US issuer and security. A 13F reports by CUSIP and a Form 4 by issuer CIK, so the two are joined through Flock's issuer mapping — and where that mapping is not confident, no overlap is raised.

Issuers with several share classes are the hard case: a Form 4 names the issuer, not the class. Read the mapping limits before relying on a multi-class name.

What an overlap means

This overlap pairs two separate SEC disclosures on the same security: a 13F filer reporting a larger position than the previous quarter, and a Form 4 reporting owner disclosing a purchase. Both describe what was filed in the past, on different timetables. It does not mean the parties agree, coordinated, or recommend this security.

Overlap means tracked entities filed a disclosure on the same security within a defined time window. It does not mean they agree, coordinated, or recommend this security. Entities may have since changed positions.

And what it does not mean

  • Not a current position. A 13F describes a quarter-end that is already past, and a Form 4 describes a transaction that has already happened.
  • Not agreement. The two parties file under different rules and for different reasons; Flock does not infer coordination from the timing.
  • Not a prediction, a rating, or a recommendation of any kind.
  • Not the whole picture. 13F covers US-listed long equity positions above the reporting threshold; short positions, debt and most derivatives never appear.

Questions people actually ask

Why two different windows?
Because the two filings run on different clocks. The 13F leg accepts a report period inside 120 days, which spans the latest quarter-end throughout the calendar but does not assume every filer has reported; a 13F-HR may arrive up to 45 days after quarter-end. The Form 4 leg accepts a filing inside 45 days; Form 4 is normally due within 2 business days of the transaction.
Why is one filer and one insider enough?
Because the bar this event sets is the conjunction, not a headcount. Two different kinds of party — an institution filing quarterly and a company insider filing per transaction — disclosing a purchase in the same security is the fact being reported. Counting more of either side would describe a different event.
Does an overlap mean the price will move?
No. Flock publishes what was filed, by whom, and when. It makes no claim about what happens next, and nothing on this site is advice.
How current is it?
As current as the filings. The 13F side may arrive up to 45 days after the quarter it describes; the Form 4 side is normally due within 2 business days of the transaction. Each source figure carries its filing date, while computed deltas and overlap strength are identified separately.

The full source, date and exclusion rules are on the methodology page. If you want this as data rather than as pages, see the data feed.

Flock republishes information from public SEC filings for informational purposes only. Nothing on this page is a recommendation, solicitation, or offer to buy or sell any security.

Flock is not a registered investment adviser or broker-dealer, does not provide personalized financial advice, and owes no fiduciary duty to any reader.

Filed data lags reality: Form 13F holdings are as of quarter end and filed up to 45 days later, and Form 4 insider transactions are filed within 2 business days of the trade. Positions shown may have changed or closed, and filings may contain errors we do not correct.

Flock makes no warranty as to the accuracy, completeness, or timeliness of any data shown and accepts no liability for decisions made in reliance on it. Consult a licensed financial adviser before making investment decisions.

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