Insider Filing Violations and Illegal Information Delay
研究发现大量内部人违反SEC规定延迟申报交易,在SOX法案前后分别有29%和8%的交易逾期,违规集中在信息不对称高时期,内部人借此获取异常收益,违规者面临董事会席位减少和离职率上升。
Abstract We document that a significant number of insiders violate the Securities and Exchange Commission (SEC) reporting requirements by filing open market transactions after the legally required deadline. Prior to the Sarbanes–Oxley Act (SOX), 29% of transactions fell outside the required reporting window. Following SOX, 8% are delinquent. Violations cluster in periods of high information asymmetry, incentivizing insiders to keep trades private and earn abnormal returns. Collectively, these findings suggest that a subgroup of insiders personally benefit from violating SEC disclosure requirements. Evidence also suggests that blockholders provide governance for violations. Guilty insiders experience a reduction in board seats and an increased likelihood of turnover.