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Insider trade on Splunk acquisition?

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417 points mkmk | 5 comments | 21 Sep 23 15:58 UTC | HN request time: 0.612s | source
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YeBanKo ◴[21 Sep 23 16:37 UTC] No.37600196[source]▶
Is there any legit way in which whoever made this trade could have got a wind of a potential acquisition without relying on inside knowledge?
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arcticbull ◴[21 Sep 23 16:39 UTC] No.37600226[source]▶
Knowing about the acquisition puts you in possession of material nonpublic information. It's unlawful to trade on the basis of such information whether you work at the company or not. Passing it along is 'tipping' and acting on it is still 'insider trading.'
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1. kylecordes ◴[21 Sep 23 16:44 UTC] No.37600298[source]▶
I am far from an expert - but think this is essentially true - but does not universally imply you can't trade on the info.

Example: You watch the front door of an office building. From seeing who walks in, you ascertain with 99% probability that companies X and Y are working on some kind of big deal. If you're just a random person with no relationship to those companies, you can trade on this information.

(Not legal advice! Don't do this unless you are sure it is OK! Which I am not!)

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2. ◴[21 Sep 23 16:45 UTC] No.37600324[source]▶
3. ◴[21 Sep 23 16:51 UTC] No.37600403[source]▶
4. jumhyn ◴[21 Sep 23 17:02 UTC] No.37600555[source]▶
Right, the SEC’s guidance[1] on this specifies that merely trading on MNPI alone is not enough:

> Illegal insider trading refers generally to buying or selling a security, in breach of a fiduciary duty or other relationship of trust and confidence, on the basis of material, nonpublic information about the security.

If you have no fiduciary duty or other relationship of trust and confidence, it’s not insider trading. So to my understanding, if you, say, overheard two execs chatting about this in an airport lounge you’d be free to trade on it.

Note: this only applies to the US! Different countries may define things differently.

[1]: https://www.investor.gov/introduction-investing/investing-ba...

5. kortilla ◴[22 Sep 23 04:46 UTC] No.37607983[source]▶
No, it’s essentially false. The crime is not trading on something the public doesn’t know. It’s breaching the trust for information given to you in confidence. It’s completely different despite looking similar on the outcome.