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Re: dfall post# 49073

Friday, 02/01/2008 1:14:05 PM

Friday, February 01, 2008 1:14:05 PM

Post# of 107353
also, what if these insiders are still with the company and not ex-directors?

imo Then they would be insiders still and would be required to follow the law..

Aug 09, 2002
Preparing for Accelerated Form 4 Filing Mandated by the Sarbanes-Oxley Act of 2002

"Among its enhanced disclosure provisions, the Sarbanes-Oxley Act of 2002 requires accelerated reporting on Form 4 by Section 16 insiders (directors, executive officers and greater than 10% stockholders) of their transactions in company equity securities executed on or after August 29, 2002. Generally, insiders will be required to report transactions on Form 4 within two business days following the day of the transaction. Public companies should prepare now to assist their executive officers and directors to meet the new filing deadlines. We provide below a number of suggestions to assist in this preparation.

Section 16 of the Securities Exchange Act of 1934 currently requires company insiders to report changes in their beneficial ownership of the company’s equity securities within 10 days following the end of the month in which the transaction occurred. However, under present SEC rules, certain transactions that are exempt from short-swing profit liability by virtue of Rule 16b-3, including grants, awards or other acquisitions of securities from the issuer that meet certain approval conditions or which are held for at least six months, dispositions of securities to the issuer meeting certain approval conditions and voluntary intra-plan transfers involving a company equity securities fund (e.g., within a company retirement plan) are subject to deferred reporting on Form 5 within 45 days after the end of the company’s fiscal year. In addition, other transactions are currently exempted entirely from Section 16 reporting, including certain transactions under tax-qualified plans, such as purchases under an employee stock purchase plan, transactions pursuant to a domestic relations order, cancellations or expirations of derivative securities, such as stock options, where no value is received by the insider, and mere changes in the form of beneficial ownership, such as a change from direct to indirect ownership."

http://64.233.167.104/search?q=cache:aTMNXE_Hw20J:www.dlapiper.com/global/publications/detail.aspx%3Fpub%3D782+Filing+Requirements+for+Insider+Trades+%22Form+4+filings%22&hl=en&ct=clnk&cd=3&gl=us&client=firefox-a

SECURITIES AND EXCHANGE COMMISSION
OWNERSHIP REPORTS AND TRADING BY OFFICERS, DIRECTORS AND PRINCIPAL SECURITY HOLDERS

[RELEASE NO. 34-46313; File No. S7-31-02]
http://www.sec.gov/rules/other/34-46313.htm



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