Darryl Rains and Sunil Kulkarni
Diversification and cash-flow needs may prompt you to sell company stock regularly. Yet SEC rules, company insider-trading policies, and fears of insider-trading allegations may make stock sales tricky. Rule 10b5-1 trading plans offer a potential solution, but they must be properly drafted and implemented.
Darryl Rains and Sunil Kulkarni
A Rule 10b5-1 trading plan is an ideal solution when SEC regulations and corporate insider-trading policies would otherwise keep you from selling your shares. However, to be effective these plans must be properly implemented. Part 2 explores their restrictions and flexibility, and how to disclose them.
Merrill Freed and Steven Schraibman
Your advisors say now is the time to buy or sell your company stock or to exercise options. But before you proceed, you'd better understand the securities laws that apply. Otherwise, you risk losing your profits, paying big fines, attracting unwanted media attention, and perhaps even going to jail. The storm of controversy over the backdating of stock option grants shows how closely executive stock sales are scrutinized.
Julius Melnitzer
Inside Counsel
The SEC's intensified search for insider trading includes enhanced scrutiny of Rule 10b5-1 trading plans.
Jane Sasseen
BusinessWeek
Concerned about patterns of trades before bad news and abuses that signal insider trading, the SEC is looking into Rule 10b5-1 plans.
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SEC Rule 10b5-1 provides a defense against charges of insider trading if you later trade stock while you know confidential, important information about your company. A Rule 10b5-1 trading plan is a program for the preset purchase and/or sale of your stock that meets the requirements of this SEC rule, including the need to...
SEC Rule 10b5-1 does not have many details on setting up and operating these prearranged stock-trading plans. Best practices have evolved for companies and insiders to follow. These include...
SEC Rule 10b5-1 now provides an affirmative defense...
Surveys show an increase in the use of Rule 10b5-1 plans...
According to experts, most Rule 10b5-1 plans cover...
Only a few companies actually require insiders to have 10b5-1 plans. However...
Companies can adopt insider-trading policies or Rule 10b5-1 plans and make them a condition of accepting any stock grants. Some companies' policies on insider trading actually...
A properly developed Rule 10b5-1 plan offers you an affirmative defense against charges of insider trading. However, it is possible to lose the protection of the rule by canceling or modifying the plan while...
Both Rule 10b5-1 and the broader use of restricted stock and RSUs are new, so practices and procedures are evolving. Companies are considering the widespread use of Rule 10b5-1 plans for this...
Using a blind trust goes beyond the protections of Rule 10b5-1 plans, yet has more restrictions. These are irrevocable grantor trusts with...
Ordinarily, a 10b5-1 plan ends if you die. However...
Only transactions prompt the need for filings: the mere adoption of a 10b5-1 trading plan is...
If all the requirements for Rule 10b5-1 plans are met...
When you set up a Rule 10b5-1 trading plan, one of the key requirements is that you must not...
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