NorthWest Biotherapeutics Inc (NWBO)

[biosectinvestor]

The two rules that are most obvious for disclosure in a short period are the rules for 8-K disclosures and Regulation FD.

Clinical trials would fall most clearly under “other” items in this carefully itemized list of things covered by 8K’s. https://assets.fenwick.com/legacy/FenwickDocuments/Form_8-K_Reference_Chart.pdf

And “other items” are discretionary.

Regulation FD covers “selective disclosure” and makes selective disclosures illegal. If the company discloses material information to certain enumerated persons, then it must make that disclosure more broadly available.

https://media2.mofo.com/documents/faqs-regulation-fd.pdf

The rules of course prefer transparency and disclosure, but receiving data, even TLD is not clearly covered and has been an issue of discussion for many years. The companies can review, internally discuss and determine how and what they will disclose with full discretion. At some point, if they are not careful, they could create liability, not regulatory liability typically, but liability to shareholders by lawsuits. But they are not under a 4 day time limit to disclose trial results.

Now other obligations may intersect with such disclosures, past and contemporary, but even general and boilerplate warnings can often cover them. So they have to be careful, but this is the challenge with all biotechs, for managers as well as investors.

That is not to say that I am at all negative on TLD. Not at all. But the obligation to disclose is not as people keep representing on bulletin boards, and even in some general investor oriented locations/publications. Those assurances mislead investors and create false assurances, IMHO. No one knows what the results are except those persons that have been unblinded and you can’t hypothesize from disclosure rules that the results MUST be positive because we have not yet heard anything. That is misleading.

Any lawyer should be quite reticent to mislead people in that manner.

https://media2.mofo.com/documents/faqs-regulation-fd.pdf