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Rule 10b5-1 Amendments: What Executives Need to Know

Monday, July 8, 2024

The Securities & Exchange Commission introduced amendments to Rule 10b5-1, which went into effect in phases beginning on February 27, 2023. The 2023 amendments, which are intended to enhance investor protections against insider trading, include additional requirements such as cooling-off periods, certifications of acting in good faith and restrictions on multiple, overlapping plans. After the amendments, the rule still has the same foundational purpose but with additional restrictions and requirements to increase transparency and prevent abuse of material nonpublic information (MNPI).