Subscribe
‘Enforcement 40’ for 2020
Our Sponsors
Join Us On LinkedIn
Join the Securities Litigation and Enforcement Group on LinkedInDo Rule 10b5-1 Plans Still Make Sense for Insiders? : TheCorporateCounsel.net Blog
The conditions that the SEC has now added to Rule 10b5-1 plans, including the cooling-off period, the limitation on overlapping plans and the single trade limitation, have undoubtedly complicated the use of Rule 10b5-1 plans. The additional transparency around the use of Rule 10b5-1 plans raises their profile in a company’s SEC filings. There are […]
How Effective Is SEC Rule 10b5-1 In Deterring Insider Trading?
This study should be of interest to corporate governance policy groups and regulators who are focused on limiting the ability of managers of public corporations to enrich themselves at the expense of their firm’s stockholders. The results suggest that some CEOs successfully exploit weaknesses in the Rule 10b5-1 framework for personal gain. Source: How Effective […]
Has the SEC Made 10b5-1 Trading Plans More Hassle Than They’re Worth? | Tarter Krinsky & Drogin LLP
The bigger question may be whether the SEC’s amendments have just made 10b5-1 trading plans more hassle than they are worth. For example, prior to the amendments the SEC did not require a cooling off period between adopting and trading pursuant to a 10b5-1 plan. Instead, companies and brokerages developed their own policies, typically requiring […]
CEO of Publicly Traded Health Care Company Charged for Insider Trading Scheme | OPA | Department of Justice
An indictment was unsealed today charging Terren S. Peizer, the CEO and Chairman of the Board of Directors of Ontrak Inc., a publicly traded health care company, for allegedly engaging in an insider trading scheme in which he fraudulently used Rule 10b5-1 trading plans to trade Ontrak stock. “Today’s groundbreaking insider trading indictment demonstrates that […]
The Final Countdown: Rule 10b5-1 Changes Kick in Next Week : TheCorporateCounsel.net Blog
Time flies when you are having fun – it seems like we were just taking down the holiday decorations, and now the end of February is rapidly approaching! That means that the SEC’s amendments to Rule 10b5-1 will be effective next Monday, February 27, 2023. While there is a longer compliance period for the disclosure […]
To be or not to be a “non-Rule 10b5-1 trading arrangement” – that is the question! | Nelson Mullins Riley & Scarborough LLP
Perhaps someone should submit the following request to the SEC with respect to its Rule 10b5-1 amendment: “Chairman Gensler – we note your definition of the term ‘non-Rule 10b5-1 trading arrangement.’ Please provide a description of the trading arrangements that would be included in, and those that would be excluded from, that definition. It would […]
New SEC Rules Target Corporate Insider Trading – WSJ
Some insiders were selling shares less than a month after adopting their plans, sometimes even the same day, or adopting and initiating trading plans right before earnings announcements. Another trick has been to adopt multiple 10b5-1 plans and later selectively cancel the ones that wouldn’t work to the insider’s benefit. Potential abuses of 10b5-1 plans […]
When the Gift of a Security Can Become an Insider Trading Charge
Before the SEC’s recent pronouncement on insider trading liability for gifts, it was an open question whether liability existed. Some practitioners took the position that because a gift is neither a purchase nor a sale, an insider could gift securities at any time—even when aware of material nonpublic information—without incurring insider trading liability. This position […]
Rule 10b5-1 Amendments: The Clock is Running! : TheCorporateCounsel.net Blog
The adopting release for the SEC’s recent Rule 10b5-1 amendments provides that the new rules will go into effect 60 days after the release’s publication in the Federal Register. Well, the clock is officially running, because the release was published in the Federal Register on Thursday, December 29, 2022. That means the changes to Rule […]
SEC Toughens Insider Trading Rules for Execs, Limits Protections
The SEC is restricting when top executives can unload company shares and is forcing them to disclose more information about their planned stock sales as part of a renewed effort to combat insider trading. The Securities and Exchange Commission on Wednesday voted unanimously to adopt rules that will require company directors and officers to wait […]