Don't know if this helps or hurts the "pro-con" debate, but the footnotes indicate a 10b5-1 plan. I.e. a "predetermined plan to buy or sell without insider knowledge".
SEC Rule 10b5-1 provides a defense against charges of insider trading if you later trade stock while you know confidential, important information about your company.
A Rule 10b5-1 trading plan is a program for the periodic purchase and/or sale of your stock that meets the requirements of this SEC rule. When properly created, these plans provide company insiders (usually executives but also any person who has stock or options) with a way to diversify their interest in company stock and, hopefully, manage the media and market reaction to executive stock sales.
Typically, these pre-established trading plans specify the number of shares to be sold (or purchased) at the price and date detailed and/or have a formula or algorithm that triggers the trade and the number of shares involved. In the interpretation of experts, a simple limit order (e.g. sell 5,000 shares when the stock hits $22) does not create a Rule 10b5-1 trading plan. If its conditions are met, Rule 10b5-1(c) sets forth an "affirmative defense" in litigation over insider trading. These requirements include:
your sales or purchases followed a detailed plan or arrangement that was established when you were unaware of "material" undisclosed information about the company
your transactions were made either by an independent person who must follow your advance instructions on when to trade or by a person you granted discretion, leaving you with no subsequent influence (e.g. pursuant to a blind trust, power of attorney, or broker's discretionary account)
Example: A written one-year contract between executive and broker that instructs the broker to sell 10,000 shares on the first trading day of each month and twice as many shares (20,000) if the price has increased by 5% since the prior sale date.
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