January 26, 2022 Webinar
12:00pm – 1:00pm EST
Register here.

Various academic studies and some well-publicized sales by corporate executives made pursuant to 10b5-1 trading plans have drawn media scrutiny and attention from legislators, prompting calls for the SEC to take a closer look at the area. In addition, issuer share repurchase programs have

On December 15, 2021, the Securities and Exchange Commission (the “SEC”) proposed amendments (the “proposal”) to Rule 10b5-1 under the Securities Exchange Act of 1934 (the “Exchange Act”) and related disclosure obligations for public companies. The proposal would (i) add new conditions to the availability of the affirmative defense to insider trading liability contained in

In their article Insider Giving in Duke Law Journal, S. Burcu Avci, Cindy A. Schipani, H. Nejat Seyhun, and Andrew Verstein, use their dataset to illustrate the scope, strategies, and effects of insider giving.  In this context, insider giving refers to shareholders with inside information and/or the ability to backdate their gifts donating securities to

June 21, 2021 Webinar
1:00pm – 2:00pm EDT
Register here.

Under Securities and Exchange Commission Chair Jay Clayton’s leadership, the SEC focused on a number of areas that were collectively termed “good corporate hygiene.” These subsumed policies related to trading in a company’s stock, especially the use of Rule 10b5-1 trading plans and the

Today, the Office of Information and Regulatory Affairs released the Spring 2021 Unified Agenda of Regulatory and Deregulatory Actions, which includes the Securities and Exchange Commission’s rulemaking agenda.

The rulemaking agenda identifies short-term and long-term actions to be taken by the SEC.  There are a number of items that are noted in the final rulemaking

During its meeting on June 10, the Securities and Exchange Commission’s Investor Advisory Committee held a panel discussion regarding 10b5-1 plans, welcoming three market participants and academics.  As we previously blogged, SEC Chair Gary Gensler asked for recommendations for the Commission’s consideration on how to “freshen up Rule 10b5-1.”

Dr. Dan Taylor, Associate

Today, speaking at a conference, Securities and Exchange Commission Chair Gary Gensler shared some thoughts regarding Rule 10b5-1 plans and how the SEC might “freshen up” the rule.  The Chair noted that currently there is no required cooling off period required when an insider establishes a plan and then makes a first trade pursuant to

Today, Senators Elizabeth Warren (D-Mass.), Sherrod Brown (D-Ohio), and Chris Van Hollen (D-Md) released a letter from Securities and Exchange Commissioner Lee responding to the Senators’ letter (available here) from February 2021.  The February 2021 letter from the Senators called on the Securities and Exchange Commission to review Rule 10b5-1, and asked that the

Speaking in connection with the Practising Law Institute’s (PLI) Directors’ Institute on Corporate Governance, Securities and Exchange Commission Division of Corporation Finance Director, William Hinman, shared his views on a principles-based approach to disclosure requirements and to rulemaking.  His remarks, which when read along with those of Chair Jay Clayton at the Economic Club and