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Insider Trades and Private Information: The Special Case of Delayed-Disclosure Trades

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  • Shijun Cheng
  • Venky Nagar
  • Madhav V. Rajan
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    Abstract

    In certain circumstances, insider trades such as private transactions between executives and their firms could be disclosed after the end of the firm's fiscal year, on a Form-5 filing. We find that insider sales disclosed in such a delayed manner for large firms are predictive of negative future returns (−6 to −8 percent), as well as lower future annual earnings relative to analyst forecasts. These results stand in contrast to existing findings on the uninformativeness of quickly disclosed open-market insider sales. The Sarbanes-Oxley Act curtailed the use of Form 5 under the presumption that managers used this vehicle opportunistically. Our systematic evidence supports this presumption. , Oxford University Press.

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    Bibliographic Info

    Article provided by Society for Financial Studies in its journal The Review of Financial Studies.

    Volume (Year): 20 (2007)
    Issue (Month): 6 (November)
    Pages: 1833-1864

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    Handle: RePEc:oup:rfinst:v:20:y:2007:i:6:p:1833-1864

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    Cited by:
    1. Cook, Douglas O. & Wang, Huabing (Barbara), 2011. "The informativeness and ability of independent multi-firm directors," Journal of Corporate Finance, Elsevier, vol. 17(1), pages 108-121, February.
    2. Rüdiger Fahlenbrach & René M. Stulz, 2007. "Managerial Ownership Dynamics and Firm Value," NBER Working Papers 13202, National Bureau of Economic Research, Inc.
    3. Agrawal, Anup & Nasser, Tareque, 2012. "Insider trading in takeover targets," Journal of Corporate Finance, Elsevier, vol. 18(3), pages 598-625.
    4. Betzer, André & Gider, Jasmin & Metzger, Daniel & Theissen, Erik, 2010. "Strategic trading and trade reporting by corporate insiders," CFR Working Papers 09-15 [rev.], University of Cologne, Centre for Financial Research (CFR).
    5. Lee, Cheng-Few & YiLin, Wu, 2009. "Two-stage models for the analysis of information content of equity-selling mechanisms choices," Journal of Business Research, Elsevier, vol. 62(1), pages 123-133, January.
    6. Skaife, Hollis A. & Veenman, David & Wangerin, Daniel, 2013. "Internal control over financial reporting and managerial rent extraction: Evidence from the profitability of insider trading," Journal of Accounting and Economics, Elsevier, vol. 55(1), pages 91-110.
    7. Van Geyt, Debby & Van Cauwenberge, Philippe & Vander Bauwhede, Heidi, 2014. "Does high-quality corporate communication reduce insider trading profitability?," International Review of Law and Economics, Elsevier, vol. 37(C), pages 1-14.

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