A Plan for Managing Stock Sales: 10b5-1s and SEC Rules

Corporate insiders at publicly traded companies are privy to information that can have a major impact on the share price, such as a Federal Drug Administration (FDA) approval or rejection of a new drug. As a result, corporate trading policies restrict the number of days corporate insiders can buy or sell shares. Often, these policies limit the number of open trading windows to less than 60 days per year.

Overall, insider trading restrictions include blackout periods and exposure to material, non-public information (MNPI).

These trading constraints hamper corporate executives’ ability to manage their holdings, posing a stock concentration risk within their overall investment portfolios.

There is a solution to this problem: Rule 10b5-1

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