News & Analysis as of

Insider Trading Rule 10b-5 10b5-1 Plans

Skadden, Arps, Slate, Meagher & Flom LLP

SEC Staff Issues Guidance on Recent Rule 10b5-1 Amendments and Related Disclosure Requirements

On August 25, 2023, the staff of the U.S. Securities and Exchange Commission’s (SEC’s) Division of Corporation Finance issued guidance to address certain open questions on the amendments to Rule 10b5-1 and related disclosure...more

Katten Muchin Rosenman LLP

SEC Adopts Amendments to Rule 10b5-1 Plan Requirements and Increases Disclosure Requirements Regarding Insider Trading Policies

On December 14, the Securities and Exchange Commission (SEC) unanimously adopted amendments to Rule 10b5-1 and related regulations governing "10b5-1 Plans." 10b5-1 Plans enable (1) public company insiders to sell their...more

Nutter McClennen & Fish LLP

Nutter Securities Enforcement Update: October 1, 2022

The Nutter Securities Enforcement Update is a periodic summary of noteworthy recent securities enforcement activity, settlements, decisions, and charges. ...more

BCLP

Flawed 10b5-1 plan leads to insider trading finding against executives

BCLP on

A recent SEC order found that two executives of Cheetah Mobile Inc. engaged in illegal insider trading when selling shares under a purported 10b5-1 trading plan. The SEC found that they established the plan after learning of...more

Bradley Arant Boult Cummings LLP

SEC Proposes Significant Amendments to Rule 10b5-1 Trading Plans for Corporate Insiders

On December 15, 2021, the Securities and Exchange Commission (SEC) issued proposed amendments to Rule 10b5-1, an SEC rule that provides an affirmative defense to insider trading liability in circumstances where trading was...more

Nelson Mullins Riley & Scarborough LLP

SEC Seeks to Fix “Cracks” in Rule 10b5-1

Overview - On December 15, 2021, the SEC proposed amendments to Rule 10b5-1 and certain other provisions of the securities laws to attempt to mend what Chair Gary Gensler previously referred to as “cracks” in the insider...more

Womble Bond Dickinson

SEC Proposes New Rules for Share Repurchases and Rule 10b5-1 and Insider Trading Matters

Womble Bond Dickinson on

On December 15, the SEC proposed rules to address two stated priorities for the agency under Chair Gary Gensler: modernizing disclosure of share repurchases and curbing perceived abuses around Rule 10b5-1 and insider trading....more

Fenwick & West LLP

SEC Proposed Rules Would Revise Rule 10b5-1 Requirements and Require Enhanced Disclosure of 10b5-1 Plans and Share Buybacks

Fenwick & West LLP on

On December 15, 2021, the U.S. Securities and Exchange Commission issued a proposal (the Rule 10b5-1 proposal) that would amend Rule 10b5-1 of the Securities Exchange Act of 1934 (Exchange Act), and require, among other...more

Seyfarth Shaw LLP

Rule 10b5-1: Fix the Cracks But Save the Baby

Seyfarth Shaw LLP on

On June 7, 2021, U.S. Securities and Exchange Commission Chair Gary Gensler announced at the CFO Network Summit that he has asked his staff to make recommendations for the Commission’s consideration on how it might “freshen...more

Dorsey & Whitney LLP

Equifax Data Breach: Preliminary Lessons for the Adoption and Implementation of Insider Trading Policies

Dorsey & Whitney LLP on

Insider trading allegations have surfaced at Equifax, a credit rating agency that last week announced a data breach that could potentially affect 143 million consumers in the United States, nearly half of the country’s...more

Stinson - Corporate & Securities Law Blog

Case Illustrates Role Of 10b5-1 Plans In Securities Litigation

A Fourth Circuit case, Yates v. Municipal Mortgage & Equity, LLC (March 2014), recently examined the role of 10b5-1 plans in an alleged securities fraud case involving a financial statement restatement. To prevail on a Rule...more

Pierce Atwood LLP

Why You Should Revisit The Terms Of Your Corporate Insider Trading Policy In Light Of Increased Public And SEC Scrutiny

Pierce Atwood LLP on

Section 10(b) and Rule 10b-5 of the Securities Exchange Act of 1934 prohibit the employment of manipulative and deceptive devices in connection with the purchase or sale of securities, including transacting in securities “on...more

Skadden, Arps, Slate, Meagher & Flom LLP

Corporate Finance Alert: Share Repurchases

In recent months, a number of companies have repurchased or announced plans to repurchase their shares. Management and boards of directors overseeing companies with significant cash stockpiles yet finding fewer mechanisms to...more

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