# Form 5: Annual statement of changes in beneficial ownership

Canonical: https://sec-api.dev/sec-forms/form-5

> Form 5 is an annual report insiders use for certain transactions that were exempt from Form 4 or that should have been reported earlier. Many insiders never file one because they have nothing deferred to report.

## Who files it

Section 16 insiders with exempt or deferred transactions to report.

## Deadline

Within 45 days after the issuer’s fiscal year end.

## What it contains

- Small acquisitions and gifts eligible for deferred reporting
- Transactions not reported during the year

## Recent filings observed

| Filed | Company | Form | Filing |
| --- | --- | --- | --- |
| 2026-11-06 | UNIVERSAL TECHNICAL INSTITUTE INC | 5 | https://www.sec.gov/Archives/edgar/data/1261654/000119312526452005/0001193125-26-452005-index.htm |
| 2026-11-06 | SRERE LINDA J | 5 | https://www.sec.gov/Archives/edgar/data/1193863/000119312526452005/0001193125-26-452005-index.htm |

## API

`GET https://sec-api.dev/api/v1/insider-transactions?period=2026q3&form=5&limit=5` with `Authorization: Bearer $SEC_API_KEY`

## Questions

**Why are Form 5 filings rare?** Most transactions must be reported on Form 4 within two business days, so only deferred or previously unreported items remain for Form 5.

Source: https://www.sec.gov/files/form5data.pdf

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Independent. Not affiliated with, endorsed by, or sponsored by the U.S. Securities and Exchange Commission. Data is reproduced from public SEC filings and datasets. Not investment advice.
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