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On December 14, 2022, the SEC unanimously approved a final rule updating insider trading rules and related disclosures. Highlights in this article include:

  • Mandatory cooling-off periods for directors, officers, and other persons—other than the issuer—for newly adopted or modified Rule 10b5-1 trading plans
  • Enhanced the affirmative defense requirements under Rule 10b5-1
  • New disclosures on insider trading plans, policies, and procedures
  • Updated filing requirements for gifts of securities

Issuers should review and revise, if needed, their insider trading and equity grant policies.

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