Summary
General Electric Company (GE) filed an 8-K on October 23, 2015, to report a potential temporary suspension of trading in GE securities for its directors and executive officers. This potential blackout period is a consequence of GE's split-off of Synchrony Financial, specifically the "Synchrony Exchange Offer" which commenced on October 19, 2015. If a significant portion of GE benefit plan participants (50% or more in the U.S.) elect to exchange their GE shares held within these plans for Synchrony Financial shares, a trading restriction, known as a 'blackout period,' may be imposed under Sarbanes-Oxley Act regulations.
Key Highlights
- 1GE announced a potential trading blackout for directors and officers due to the Synchrony Financial split-off.
- 2The blackout is contingent upon employee participation in the Synchrony Exchange Offer.
- 3If imposed, the blackout period would restrict trading of GE securities by affected individuals.
- 4Participants in GE's Savings Plans may be unable to trade GE stock or obtain distributions/loans during the blackout.
- 5The blackout period could last longer than three consecutive business days.
- 6Affected individuals can still participate in the Synchrony Exchange Offer during the blackout.
- 7GE will provide notice of the blackout and information on its duration upon request.