Survey Results: Rule 10b5-1 Plan Practices


1. Does your company require insiders to sell shares only pursuant to a Rule 10b5-1 trading plan?
  Answer Responses Percent  
Yes, insiders are required to use Rule 10b5-1 plans in order to sell shares 2 4.2%
No, but they are strongly encouraged 21 43.8%
No, and they are not explicitly encouraged 25 52.1%
Not sure, it hasn’t come up 0 0.0%

2. Does your company review and approve each insider’s Rule 10b5-1 trading plan?
  Answer Responses Percent  
Yes, it is subject to prior review and approval by the company pursuant to the insider trading policy 35 77.8%
Yes, but only the template plan is reviewed and not the actual trading schedule 6 13.3%
No, but we have a broker that we require to be used and have reviewed that brokers template 3 6.7%
No, and there is no requirement to go through a specific broker 1 2.2%

3. Does your company allow sales of shares through Rule 10b5-1 trading plans during blackout periods?
  Answer Responses Percent  
Yes 37 82.2%
No 6 13.3%
Not sure, it hasn’t come up 2 4.4%

4. Does your company require a waiting period between execution of Rule 10b5-1 trading plans and time of first sale?
  Answer Responses Percent  
Yes, it is a two week waiting period or less 5 10.9%
Yes, it is a one month waiting period (or close to it) 15 32.6%
Yes, it is a two month waiting period (or close to it) 2 4.3%
Yes, it is a waiting period until the next open window 13 28.3%
No 7 15.2%
Not sure, it hasn’t come up 4 8.7%

5. Does your company allow insiders to voluntarily terminate a Rule 10b5-1 plan?
  Answer Responses Percent  
Yes 38 86.4%
No, only terminations dictated by the trading plan are allowed 6 13.6%

6. Does your company make public disclosure of the insiders’ Rule 10b5-1 trading plans?
  Answer Responses Percent  
Yes, but only for directors and/or one or more officers 9 20.0%
Yes, for all directors and employees 1 2.2%
No 35 77.8%

7. If your company makes public disclosure, how does it do it?
  Answer Responses Percent  
Form 8-K 5 41.7%
Press release 0 0.0%
Website posting 0 0.0%
Combination of above 0 0.0%
Other 7 58.3%

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