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SEC Statements Suggest Heightened Insider Trading Scrutiny Even if Using a Rule 10b5-1 Trading Plan | White & Case LLP

To embed, copy and paste the code into your website or blog: Recent warnings from the US Securities and Exchange Commission ( SEC ) and the US Congress could translate into more aggressive scrutiny of trading plans adopted pursuant to Rule 10b5-1 of the Securities and Exchange Act of 1934 ( Exchange Act ). In a speech delivered on June 7, 2021, SEC Chair Gary Gensler identified several cracks in Rule 10b5-1 trading plans that could allow for insider trading. 1 A few days later, the SEC released an updated rulemaking agenda, which includes amendments to the affirmative defense against insider trading provided by Rule 10b5-1 to corporate executives and directors

SEC Staff to Toughen Corporate Insider Securities Trading Pursuant to Rule 10b5-1 Regs

Tuesday, July 20, 2021 Last month, the U.S. Securities and Exchange Commission (“SEC”) released its 2021 regulatory agenda that included the affirmative defense provisions of Rule 10b5-1 among the areas in which the agency may take additional rulemaking action. 1 This release followed an announcement by SEC Chairman Gary Gensler (“Gensler”) on June 7, 2021, that he had directed SEC staff to consider both tougher restrictions on securities trading by corporate insiders pursuant to Rule 10b5-1 trading plans and increased transparency for such trading.  Gensler expressed his concern that abuse of Rule 10b5-1 plans has led to a gap in insider trading laws and undermines investor confidence in the markets.

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