This has been answered before, but here it is one more time.
Executive Officers And Directors May Not Trade Employer Securities During Certain Blackout Periods
Under Section 306(a) of the Act, beginning January 26, 2003, executive officers and directors of a public company will be prohibited from directly or indirectly trading, acquiring or otherwise transferring during a "blackout period" equity securities issued by that company in connection with the insider's service or employment. Securities acquired outside of the insider's service or employment as a director or executive officer, such as securities acquired in the open market, are not subject to the ban.
The definition of "blackout period" for the insider trading prohibition prohibition, legal prevention of the manufacture, transportation, and sale of alcoholic beverages, the extreme of the regulatory liquor laws. The modern movement for prohibition had its main growth in the United States and developed largely as a result of the is not identical to the definition used for the participant notice requirements, discussed below. For purposes of the insider trading prohibition, a "blackout period" is limited to a situation where the issuer or a plan fiduciaryfiduciary (fĭd`shēĕ'rē), in law, a person who is obliged to discharge faithfully a responsibility of trust toward another.
..... Click the link for more information. temporarily suspends, for at least three consecutive business days, the ability of 50 percent or more of the participants or beneficiaries under all individual account plans maintained by the issuer to purchase, sell or otherwise acquire or transfer an interest in any equity securities of the issuer held by the plan. An "individual account plan" is a retirement plan which provides for an individual account for each participant and which provides benefits based solely upon the amounts contributed to the account and any earnings and losses. Individual account plans include 401(k) plans, profit sharing profit sharing, arrangement by which employees receive, in addition to their wages, a share of the net profits of a business. The purpose is to give them an incentive to increase their output through enhanced morale, less wasteful use of materials, better care of plans, stock bonus plans and money purchase pension plans. Future rules will clarify how to apply the 50 percent benchmark to groups of entities affiliated with the issuer, and will also provide exceptions for suspensions connected with corporate transactions and regularly scheduled suspension periods incorporated into the plan.
Any issuer of securities registered under Section 12 of the 1934 Act (including securities listed on a national securities exchange in the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. ), or that is required to file reports under Section 15(d) of the 1934 Act, is subject to the insider trading restriction. In addition, the restriction applies to any company that has filed a registration statement that has not yet become effective under the Securities Act of 1933 (1933 Act), unless and until that registration statement is withdrawn. The Act does not define "executive officer" and, although Section 306 does not amend the Securities Exchange Act of 1934 (1934 Act), we believe it is likely that the definition of "executive officer" contained in Rule 3B-
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