[jszymborski]

> unfairly profits from having important information other investors don't have.

It all depends how you come to know the thing, no? If you can infer something from public information others haven't, then bully for you.

I'm pretty sure that if that information is not public, then you're liable. IANAL though so I may be wrong.

[gizmo]

That's totally wrong.

If you make inferences from non-public information (e.g. talking to the CEO) you can freely trade on that, provided the CEO hasn't shared MNPI with you directly.

Every public company has an Investor Relations department that talks to institutional investors every day. Investors wouldn't bother talking to IR if they could get the same information somewhere else. And these communications are not made public and shared with other investors.

[n2d4]

> MNPI with you directly.

Abbreviating that is so misleading, it's incredibly hard to not see it as bad faith! MNPI means "material non-public information". You're saying "non-public information is fine but material non-public information is not", without making it as obvious.

Yes, it has to be material. "Owes $30b in taxes" is ABSOLUTELY material. If on top of that you learn about it from IRS insider contacts, enjoy your time in prison.

Please do read the Wikipedia article; it has a section on the US. https://en.wikipedia.org/wiki/Insider_trading

> SEC regulation FD ("Fair Disclosure") requires that if a company intentionally discloses material non-public information to one person, it must simultaneously disclose that information to the public at large.

[gizmo]

The entire point is that MNPI is a legal concept and information can be both nonpublic (i.e. private correspondence) and tradable for profit (i.e. material) and yet does not constitute MNPI.

You're making the exact mistake that I've repeatedly tried to correct. There is no bad faith on my part.

[n2d4]

Your personal opinion on what "material" means might differ from the court's (and also differs from mine, at least how you phrased it), but I can assure you, a $30bil tax bill is DEFINITELY material.

It's a "legal concept" in the same way that every word used in a lawbook is a legal concept; the US is based on case law, and there is a large amount of precedent for this definition in particular. Again, refer to the Wikipedia for some examples.

I see this mistake a lot among programmers (also myself at some point). They (we) naturally think law is like a rulebook where you go through a decision tree and then arrive at a perfect conclusion, but the truth is that it's up to the courts to decide on the specifics. And they might disagree on those things with you, and with each other, but in the egregious cases disagreements are rare.

[gizmo]

The SEC takes enforcement action in about 40 insider trading cases in a typical year. Most result in fines. Less than half of those cases get forwarded to the justice department. Big "egregious cases" of insider trading cases are practically unheard of. And that's not because wall street is especially virtuous.

Remember that agencies like the IRS, FDA, SEC must not leak a single bit of information (investigation/no investigation). Because that single bit is sufficient to profitably trade on. A hedge fund doesn't need to know the specifics or the exact date of an enforcement announcement in order to make out like a bandit. A tiny amount of signal is sufficient. In fact, a tiny amount of signal is preferred. If a firm knows for a fact that MSFT is in trouble with the IRS they can't trade on it. But if a little bit of information leaks from an agency, that's gold.

[JumpCrisscross]

> that's not because wall street is especially virtuous

It's because insider trading is a generally stupid crime. If you're on Wall Street, there are better ways to make money. The people who insider trade are largely those who think Wall Street is constantly doing it--it's an old joke in finance.

[gamblor956]

If you make inferences from non-public information (e.g. talking to the CEO) you can freely trade on that, provided the CEO hasn't shared MNPI with you directly

This is pretty much the literal definition of insider trading, but feel free to follow this advice if you plan on having a long discussion with the SEC while they audit all of your trades for the past decade.

And these communications are not made public and shared with other investors.

This is false. IR departments will only discuss information that is already made available to investors, through press releases or public compliance filings (such as SEC filings). They absolutely will not provide nonpublic material information just because someone asks, and in the event they do so, it's literally their job to provide an investor communication so that the information is publicly available.

[Armisael16]

Unfortunately it’s generally more complex than that, at least in US law - simply having material nonpublic information isn’t enough. It really matters how you got the information.

For example, when Hindenburg Research did a ton of research and discovered that Nikola was basically totally fraudulent, they traded extremely relevant information that wasn’t publicly available. Not insider trading.

Similarly, if Warren Buffet invests in a company, he knows that its stock is very likely to go up (just as a result of the halo effect around him). He doesn’t have to disclose that he plans to buy, though.