10b5-1 plans are the tell most advisors miss
When an exec files a new 10b5-1, they're telegraphing the next 6-18 months of liquidity. The filing is public. Almost no one reads it.
When a corporate officer files a new Rule 10b5-1 trading plan, the SEC treats it as a footnote on a Form 4. The news media treats it as nothing — it's not a transaction yet, so it's not a story.
It is, however, a near-perfect signal of the next 6-18 months of that executive's liquidity. And it's a signal almost no one in the advisor ecosystem is systematically tracking. We think that's a mistake, and 10b5-1 plan tracking is the next surface we're building into Core Growth AI.
The compliance backstory
Rule 10b5-1 lets an insider pre-schedule trades during open windows so they can transact during otherwise-restricted blackout periods. After a wave of abuse, the SEC tightened the rule in late 2022:
- 120-day cooling-off period for officers/directors before any scheduled trade can execute.
- Mandatory good-faith certifications.
- No overlapping plans.
- Required disclosure on Form 4 footnotes when a trade was made under a plan, including the plan adoption date.
What this means in practice: a CFO who adopts a new 10b5-1 in January is telegraphing that they expect to sell — usually substantial positions — starting in May, with that selling continuing on a pre-scheduled cadence through the end of the plan.
What the footnote actually tells you
A typical 10b5-1 footnote on a Form 4 looks something like:
Sale effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 14, 2026.
That's three concrete pieces of information:
- Plan adoption date — anchor for the 120-day cooling-off math.
- Selling has started — the plan is now executing.
- Cadence inference — by watching subsequent Form 4 filings tied to the same plan date, you can reverse-engineer the schedule.
Stack three or four of those Form 4s and you have a roadmap of when this executive will come into liquidity for the next year.
Why this is the next signal we're building
Every advisor we've spoken to about 10b5-1 plans has had the same reaction: "Oh, that's where the timing comes from." Most knew the plans existed. None had a way to systematically track them.
Today, Core Growth AI parses Form 4 transactions, RSU vests, option exercises, lockup expiries, and Form 5 annual disclosures directly from EDGAR. It catches the execution of 10b5-1 plan trades the same way it catches any other Form 4. What it does not yet do — and this is the build we have queued next — is extract the plan adoption date from the footnote, link subsequent transactions back to the same plan, and project forward the expected sale cadence.
When that ships, it'll look like this on an insider's dossier:
- 🗓 10b5-1 plan adopted Mar 14, 2026
- First eligible sale window: May 12, 2026
- Prior plan cadence: ~$2.4M every 90 days, 6 tranches
That gives an advisor a forward calendar of pre-scheduled liquidity windows for every executive in their territory — not a single one of which will appear in news scraping until weeks after the fact.
A word on compliance
Just because an executive adopted a plan doesn't mean it's a layup to call them. There are still material non-public information considerations on your end — especially if you have an existing advisory relationship with the issuer. Run any new outreach through your CCO. The Compliance Co-Pilot module we're building will flag issuer-level concentration and pull the relevant disclosure language into a one-screen approval card, but the human judgement still belongs to the CCO.
Where this fits in the roadmap
10b5-1 footnote parsing is the first dedicated product surface we plan to ship after launch. It builds on parsing infrastructure that's already in place — the Form 4 XML pipeline, the per-insider event timeline, the dossier card system — so the lift is in the footnote extraction and the forward-projection logic, not in foundational plumbing.
When it's live, this post gets a follow-up with the exact UI and the first real plan adoptions we caught in EDGAR with it.
In the meantime, a Liquidity Brief will surface the executives in your geography and ICP whose existing wealth events we're already tracking — Form 4 sales, RSU vests, option exercises, and 10b5-1 executions (the trades the plan produces) as they hit EDGAR. 30 executives, contact info, dossier, and a drafted intro for each. $199. 48 hours.