Per $BBRW - We are relying on SEC Rule 10b-18 (Purchases of certain equity securities by the issuer and others.) for the stock repurchase. This will be executed in September.
Thank you.
Rule 10B-18 is a Securities and Exchange Commission (SEC) rule that is intended to reduce liability for companies (and their affiliated purchasers) when the company repurchases shares of the company's common stock. Rule 10B-18 is considered a safe harbor provision. A safe harbor is a legal provision to reduce or eliminate legal or regulatory liability in certain situations as long as certain conditions are met. If the company abides by the four conditions of Rule 10B-18 when it is repurchasing the shares, the SEC will not deem the transactions in violation of anti-fraud provisions of the Securities Exchange Act of 1934.
Understanding Rule 10b – 18
Rule 10B-18 provides information about the manner, timing, price, and volume of repurchases by an issuer. While compliance with the rule is voluntary, if an issuer wants to reduce or eliminate their regulatory liability, they must satisfy each of the four conditions daily. Otherwise, repurchases will not fall under the safe harbor for that day.
KEY TAKEAWAYS
Rule 10B-18 is a Securities and Exchange Commission (SEC) rule that is intended to reduce liability for companies (and their affiliated purchasers) when the company repurchases shares of the company's common stock.
Rule 10B-18 is considered a safe harbor provision; it is not mandatory that a company follows the conditions of the rule, but in order to reduce their liability, companies may adhere by its guidance regarding the manner, timing, price, and volume of repurchases.
In addition to following the conditions laid out in the rule, a company must also report–quarterly and annually–more detailed information regarding share repurchases on additional SEC filings, including Form 10-Q, Form 10-K, and Form 20-F, in order to be in compliance.
The SEC instituted Rule 10B-18 in 1982. It was intended to help create a way for a company's board of directors to authorize the repurchase of a certain number of the company's shares. In 2003, the SEC amended the rule, adding additional requirements for companies. Companies must now disclose more detailed information regarding share repurchases on additional SEC filings, including Form 10-Q, Form 10-K, and Form 20-F.
