ARTICLE · 28 DECEMBER 2022

SEC Adopts New Rules For Rule 10b5-1 Insider Trading Plans

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On December 14, 2022, the U.S. Securities and Exchange Commission (SEC) adopted new rules regarding the use of Rule 10b5-1 trading plans, which are similar to automatic securities...

CanadaCorporate/Commercial Law

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On December 14, 2022, the U.S. Securities and Exchange Commission (SEC) adopted new rules regarding the use of Rule 10b5-1 trading plans, which are similar to automatic securities disposition plans (ASDPs) and automatic securities purchase plans in Canada (ASPPs)¹, and related disclosure requirements².

The substantive amendments in respect of the implementation and administration of Rule 10b5-1 trading plans will primarily affect director, officer and other third-party insider plans, with limited changes to issuer trading plans pending the outcome of the SEC's continuing consideration of its proposed share repurchase rules³.

What you need to know

The amendments to Rule 10b5-1 apply to trading plans in respect of all securities that are listed on a U.S. national securities exchange or are otherwise registered under section 12 of the Securities Exchange Act of 1934 (Exchange Act), including those issued by Canadian companies relying on the

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SEC Adopts New Rules For Rule 10b5-1 Insider Trading Plans

What you need to know

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