3 ms·
Securities laws in the United States prohibit trades made with "material non-public information". A 10b5-1 plan is an affirmative defense to insider trading.
by khuey 9y ago
Securities laws in the United States prohibit trades made with "material non-public information". A 10b5-1 plan is an affirmative defense to insider trading. The basic idea is that before you get access to material non-public information, you decide "I want to buy/sell X shares on the second Tuesday of every month" or similar. Because the trades are made in a way that was determined before you had access to material non-public information, this is not considered insider trading.
(IANAL, this is not legal advice, etc etc)
- jzwinck 9y agoWhat if you cancel the planned trades when you learn of some coming news that disadvantages them?
- ericseppanen 9y agoThis is a loophole that exists, yes. 10b5-1 plans set up by the company will sometimes have a rule that no changes are allowed for 30 days, which solves the problem. Not sure how widespread this practice is.
- Dobbs 9y agoThere are rules about amending your plans. My company has trading windows (a month or two after earnings, window open for around three weeks) for when people above a certain level are allowed to make trades. Even higher level employees must have a trading plan. You can only modify your trading plan during the trading window and there are restrictions and limits on how you can modify it and if you need permission to modify it. Or something along those lines, I'm not high enough level to have to deal with the specifics so I only know the generalities I picked up while trying to determine if I needed to care.
- icelancer 9y agoYou may have to produce your research or justification for modifying your plans, or selling outside of those scheduled plans. Most attorneys and financial experts will strongly advise you to document every minutia around all changes, no matter how innocuous.