Material Nonpublic Information and Insider Trading

What this video covers

• The SEC tender-offer antifraud rule under the Securities Exchange Act of 1934, and why it applies specifically to tender offers, not all insider trading
• The disclose-or-abstain obligation imposed on anyone holding material nonpublic information (MNPI) about a tender offer
• Why the offering person (the bidder) is the one exception that can purchase the target's securities, while insiders and tippees cannot
• The tipping prohibition that blocks bidder and target insiders from passing confidential tender offer information to others
• The net long position requirement for tendering, and why short tendering (tendering borrowed shares) is prohibited in partial tender offers
• The broker-dealer obligation to forward annual reports and corporate communications to beneficial owners of securities held in street name
• Which corporate actions trigger customer notification: dividend declarations, forward and reverse stock splits, odd lot tender offers, mergers and acquisitions, rights offerings, and warrants