Virginia Clauses Relating to Transactions with Insiders
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The conditions in amended Rule 10b5-1 include a cooling-off period for officers and directors that expires at least 90 days after the plan's adoption or, if later, ?two business days following the disclosure of the issuer's financial results? in a 10-Q or 10-K, or in a 6-K or 20-F for foreign private issuers (FPIs), up ... Amended Rule 10b5-1 and New Insider Trading Disclosure Latham & Watkins ? upload ? SiteAttachments Latham & Watkins ? upload ? SiteAttachments PDF
78j) and § 240.10b?5 (Rule 10b?5) thereunder include, among other things, the purchase or sale of a security of any issuer, on the basis of material nonpublic information about that security or issuer, in breach of a duty of trust or confidence that is owed directly, indirectly, or derivatively, to the issuer of that ... 17 CFR § 240.10b5-1 - Trading ?on the basis of? material nonpublic ... cornell.edu ? cfr ? text ? 240.10b5-1 cornell.edu ? cfr ? text ? 240.10b5-1
Rule 10b5-1 allows insiders to sell company stock by setting up a predetermined plan that specifies in advance the share price, amount, and transaction date. The insider selling the stock and the broker carrying out the transaction must certify that they are not aware of any material nonpublic information (MNPI).
SEC Rule 10b-5 prohibits corporate officers and directors or other insider employees from using confidential corporate information to reap a profit (or avoid a loss) by trading in the Company's stock. This rule also prohibits ?tipping? of confidential corporate information to third parties.
For example, an employee's 10b5-1 plan could establish limit orders for 20 shares of ?Stock X? specifying if it hits a share price of $30 on the execution date of March 1, 20 shares will be sold; however, if the price were $40 per share on March 1, the plan could dictate that 50 shares be sold. Stock-based compensation: How to use your 10b5-1 plan to achieve ... plantemoran.com ? insight ? 2023/03 ? how... plantemoran.com ? insight ? 2023/03 ? how...
SEC Rule 10b-5-1 allows officers of publicly held companies (statutory insiders) to establish "pre-arranged trading plans" that set future transaction dates and amounts of that issuer's securities; or that specify algorithms that establish the transaction dates and amounts. SIE: Regulations (Securities Exchange Act of 1934) - Quizlet quizlet.com ? sie-regulations-securities-exchange-... quizlet.com ? sie-regulations-securities-exchange-...
