Erik Lie’s Post

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University of Iowa2K followers

A historic insider trading conviction under Rule 10b5-1 is a wake-up call for executives. On June 23, 2025, former CEO Terren Peizer was sentenced to 42 months in federal prison, fined $5.25 million, and ordered to forfeit $12.7 million in illicit profits. Why? Misuse of Rule 10b5-1 trading plans—the first-ever criminal conviction based solely on this rule. (For context: A Rule 10b5-1 plan is a written trading plan that allows corporate insiders to sell company stock at predetermined times or prices, even during periods when they might otherwise be prohibited from trading due to possessing material non-public information.) Peizer adopted two trading plans immediately after learning his company’s largest customer was pulling out. He skipped the cooling-off period and sold stock the very next day—avoiding over $12 million in losses when Ontrak’s stock plunged 44%. So: Rule 10b5-1 is no longer a safe harbor if misused. Intent matters. As it should. https://lnkd.in/g4bFabcR

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