"375 multiple times" Sometime back Dr Missling filed a programmed purchase plan. There is a rule within SEC 10b5-1 where an insider may apply for a continuing program purchase plan and continue that plan even though they have insider information that would effect the purchase price of the stock. So Doc has been making programmed buys of multiples of 375 shares a couple times per week. See above the SEC form 4's. Some of our members think that this is some sort of signal that Dr Missling is sending us the shareholders. He did something similar to this sometime back ahead of some real news. So who knows maybe it is again going to happen? Perhaps somewhat interesting. The amount of stock purchased per week come pretty close to 100% of Dr Misslings Salary for that week.
Under Rule 10b5-1, directors and other major insiders in the company – large shareholders, officers and others who are able to access material nonpublic information (MNPI) – are able to establish a written plan that details when they will be able to buy or sell shares at a predetermined time on a scheduled basis. It is established this way so that the insiders have the ability to buy or sell shares when they are not in the vicinity of MNPI. This also allows companies to utilize 10b5-1 plans in large stock buybacks.
For the insider to enter into this plan, he must not have any access to the MNPI regarding anything about the company as well the company's securities. The plan must follow three distinct criteria to be valid:
1. The price and amount must be specified (this may include a set price) and certain dates of the sales or purchases must be noted.
2. Metrics behind the method of buying or the sales method must be qualified, determining the math behind determining the price and date.
3. The plan must allow the broker the right to determine when to make the sale or purchase as long as the broker does so without any MNPI to coincide with insider trading laws. Guidelines
It is recommended that companies allow an executive to either amend or adopt a 10b5-1 plan when the executives are allowed to trade the securities in tandem with their insider trading policy; Rule 10b5-1 stops any insiders from changing or adopting a plan if they are in possession of MNPI.
There is nothing in the SEC laws that make it necessary to disclose the use of Rule 10b5-1 to the public, but that doesn't mean companies shouldn't release the information anyway. Announcements of utilizing Rule 10b5-1 are helpful to ward off public relations problems and helps investors understand the logistics behind certain insider trades.
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