Replies to post #160505 on Biotech Values

[lax20m]

Thanks for the info..... You are correct that it is illogical and thus not intuitive to conclude that one could cancel at anytime. That does make Berger's statements and inaction more suspect.

[biomaven0]

Canceling a 10b5-1 plan is permitted at any time because not trading is not considered a form of insider trading.

I think that puts it too strongly.

Here's Wikipedia on the SEC's revised attitude to cancellations:

On March 25, 2009, the SEC staff revised its interpretative guidance regarding the circumstances under which the affirmative defense in Rule 10b5-1(c) is available. In particular, the staff followed the approach previously urged by some commentators to clarify (1) that the cancellation of a 10b5-1 plan could call the good faith of other, executed plans into doubt and (2) that the Supreme Court's decision in Blue Chip Stamps v. Manor Drug Stores, 421 U.S. 723 (1975), did not affect the SEC's ability to bring an enforcement action against a would-be insider trader who canceled a trading plan and did not trade in a particular transaction because a subsequent decision, Merrill Lynch, Pierce, Fenner & Smith, Inc., v. Dabit, 547 U.S. 71 (2006), made clear that Blue Chip Stamps dealt only with the implied private right of action for violations of Rule 10b-5 and not the "in connection with" requirement for all Rule 10b-5 violations.

[ilpapa]

The difference between a sin of commission and a sin of omission.