New SEC Rules Regarding 10b5-1 Trading Plans and Share Repurchases
Director and Officer Certifications and Trading Restrictions, Form SR Disclosures
Recording of a 90-minute premium CLE video webinar with Q&A
This CLE webinar will examine the SEC's recently proposed amendments relating to Rule 10b5-1 trading plans and shareholder repurchase programs. The panel will discuss the new disclosure requirements, the controls and processes that companies should consider in order to conform with the new rules, and the potential liability of companies and their officers and directors for failing to comply.
- Current 10b5-1 and shareholder repurchase framework: potentially abusive trading practices
- Rule 10b5-1 amendments
- Limitation to one plan, cooling-off period after adoption
- Certifications as to good faith adoption of plan, material non-public information
- Actions that violate the good faith requirement
- Proposed share repurchase disclosure rules
- Form SR
- Additional disclosures and timing of disclosures
- Actions companies should take to comply with the new rules
The panel will review these and other relevant issues:
- What are the potential trading abuses that the 10b5-1 amendments are meant to address?
- How will the new rules affect the ability of officers and directors to purchase or sell company shares under a 10b5-1 trading plan?
- What kinds of additional disclosures are required under the new Form SR?
- What actions should companies take now to comply with the new regulations?
David L. Kornblau
Clients turn to Mr. Kornblau, a member of Denton’s Litigation and Dispute Resolution and White... | Read More
Clients turn to Mr. Kornblau, a member of Denton’s Litigation and Dispute Resolution and White Collar and Government Investigations practices, to represent them in sensitive and complex investigations, securities litigation and internal investigations.Close
Kevin C. Timken
Partner; Co-Leader, Securities & Capital Markets
Michael Best & Friedrich
Mr. Timken has extensive experience in public and private securities offerings, broker-dealer compliance (particularly... | Read More
Mr. Timken has extensive experience in public and private securities offerings, broker-dealer compliance (particularly regarding resales of restricted securities under Rule 144 and otherwise), and regulatory enforcement defense with the SEC, Commodity Futures Trading Commission, the Financial Industry Regulatory Authority, and state securities regulators. His practice includes preparing offering documents for public and private financings, preparing ongoing disclosures to stockholders and the investment community, advising broker-dealers and investment advisors, and other related securities matters.Close