What Is Material Nonpublic Information?
Material nonpublic information is data relating to a company that has not been made public but could have an impact on its share price. It is agaiﷺnst the law for holders of nonpublic material information to use🎶 the information to their advantage in trading stocks. It is also illegal to share this information with others who use it to profit in the market.
Key Takeaways
- Material nonpublic information refers to corporate news or information that has not yet been made public and which could also have an impact on its share price.
- It is illegal to use this kind of information for one's advantage in trading stocks or other securities.
- Legally, it does not matter how material nonpublic information is obtained, or whether the person who acts on it is employed by the company or not.
- Insider trading is illegal when it involves the use of nonpublic material information.
Understanding Material Nonpublic Information
It does not matter how the material nonpublic information was received or if the person is employed by the company. For example, suppose someone learns about nonpublic material information from a family member and shares it with a friend. If the friend uses this 澳洲幸运5官方开奖结果体彩网:insider information to profit in the stock market, then all𝓀 three of the people involved could be prosecuted.
Important
The best way to stay out of legal trouble is to a𝔍void sharing material nonpublic info🏅rmation.
Learning before the public that a company's expected earnings per share (EPS) for a giv🍸en quarter could be markedly weaker than expected would be material nonpublic information. Getting information about developments in an ongoing lawsuit involvꦉing a company is another example.
澳洲幸运5官方开奖结果体彩网:Materiality is also an essential part of the definition of material nonpublic information. The nonpublic information must be si✨gnificant enough to change the price of a company's stock. If a che𝄹ckout clerk working for a large company learns that their hours are going to be reduced next month, that is nonpublic information; however, it is not material because it will not move the stock price.
Material Nonpu🐓blic Inform♑ation vs. Insider Trading
Contrary to popular misconceptions, not all 澳洲幸运5官方开奖结果体彩网:insider trading is illegal. Insiders are legally permitted to buy and sell shares of their company's stock, provided the transactions are registered and filed with the 澳洲幸运5官方开奖结果体彩网:Securities and Exchange Commission (SEC).
The illegal type of insider trading takes place when material nonpublic information is used to obtain an unfair advantage. For example, say a director of marketing at an automotive company overhears a meeting between the 澳洲幸运5官方开奖结果体彩网:chief executive offer (CEO) and the 澳洲幸运5官方开奖结果体彩网:chief financial officer (CFO). Three days before the company releases its earnings, the CFO tells the CEO that the company did not meet its ⭕expected revenue forecasts and lost money over the past quarter.
The director with the nonpublic informat💧ion knows thꩵat a cousin owns several shares in the company and advises this cousin to sell them right away. That is an example of material nonpublic information because the most recent financial results have not yet been released to the public.
Imagine that the cousin mentioned above then sells sha💝res the next d🐽ay before the earnings numbers are released. Taking action on this insider information could be considered illegal insider trading since it creates an unfair advantage over other investors.
If, on the other hand, the cousin waits to sell shares until after the numbers are r🧜eleased to the public, the trade is mor🃏e likely to be legal. At that point, the data would be publicly available information instead of nonpublic material information.
Types of Material Nonpublic Information
There are many types of corporate information that can be considered nonpublic material information. Sometimes, this information comes from within the company affected. Alternatively, it can come from regulatory agencies, lawmakers, 澳洲幸运5官方开奖结果体彩网:credit agencies, or financial institutions.
Other examples of material nonpublic information include critical financial filings such as earnings reports. Upcoming corporate actions that can move the price of a stock are often considered as nonpublic material information, too. Examples include prior knowledge of 澳洲幸运5官方开奖结果体彩网:initial public offerings (IPOs), acquisitions, stock buybacks, or splits.
The outcomes of pending legal proceedings can also be considered material nonpublic information. Such outcomes include decisions in lawsuits and rulings by agencies like 澳洲幸运5官方开奖结果体彩网:the Food and Drug Administration (FDA) and the ไNational Highꦰway Traffic Safety Administration.
What Is Nonpublic Personal Information?
Nonpublic information typically relates to the personal information of an individual that is not and should not be available to the public. This includes Social Security Numbers, ba๊nk information, other personal identifiable financial information, and certain transactions with financial institutions.
Is Insider Trading Illegal?
Insider trading is illegal when it is done by using material nonpublic information. 🦄Havi𒉰ng information that is not public and making investing decisions off of that, particularly if those decisions can impact the financial well-being of an entity, is considered illegal and is a civil and criminal offense that is punishable with prison time and fines.
When Can Material Nonpublic Information Be Disclosed?
Material nonpublic information can be disclosed at the discretion of a company in compliance with the law. When a company discloses material public information on a large scale, it is widely disseminated and can be used by all individuals, creating a fair playing field for investors.