[ahahahahah]

Warning: random anonymous commenters on the internet will confidently make claims about all kinds of legal matters. do not trust them.

> it does not matter how you obtained it

Yes, it does. It's just that it's more nuanced than the naive interpretation would lead you to believe.

> asking an employee what they're building and they ignore the confidentiality agreement to tell you

In the parent's description of this, it is almost certainly the case that you would have no duty of trust or confidence to the person that told you. In that case, it would be fine for you to trade on it (well, assuming you weren't otherwise restricted from such trading).

You can learn more here: https://www.law.cornell.edu/cfr/text/17/240.10b5-1

[lesuorac]

Did you read your own link? It literally doesn't matter how you obtained it.

> (b) Awareness of material nonpublic information. Subject to the affirmative defenses in paragraph (c) of this section, a purchase or sale of a security of an issuer is on the basis of material nonpublic information for purposes of Section 10(b) and Rule 10b-5 if the person making the purchase or sale was aware of the material nonpublic information when the person made the purchase or sale.

Not a single word describing "how". Its just did you have nonpublic information.

[ahahahahah]

I don't know what to tell you. You continue to pick out sentences from sources and assume that either there is no relative context and just make up your own interpretation of it. You can't just read a line like that and make up your own meaning for it. You need to understand those in the context of the rules it's explaining (https://www.law.cornell.edu/cfr/text/17/240.10b-5).

Maybe the law is too dense. Here's another analysis of the law for you to consider: https://federal-lawyer.com/the-ultimate-guide-to-the-federal...

From there:

"federal courts have interpreted Rule 10b-5 to allow for enforcement action when the following four elements are satisfied:

Breach of a fiduciary duty or violation of a relationship of “trust and confidence” in connection with the purchase or sale of a corporate security;

Use or possession of material nonpublic information in connection with the purchase or sale of a corporate security;

Knowing or reckless use of the material nonpublic information when purchasing or selling the corporate security at issue; and,

Reaping a personal benefit as a result of the purchase or sale."

And again, whether there's a duty of trust or confidence to the source of the information is a key factor in whether it can be traded on legally.

[michaelt]

The law is complicated, but basically if you're not an insider, information becomes public when you, a member of the public, notice it.

If you're at the airport near google HQ and you the CEO of a struggling AI startup arrive and hail a taxi to the google offices, and you think an acquisition might be on the cards? You're free to trade on that information, anyone in the airport could have recognised that guy.

Some complexity arises because insiders aren't allowed to tip you off. If you're golf buddies with the CEO of a struggling AI startup, and he tells you he made a business trip yesterday and Moffett Field is a great airport? If you figure an acquisition is on the cards and trade on that, it's insider trading.