Search Faculty Publications

ALLAN HORWICH

2023

Articles

• Insider Trading in the Clinical Trial Setting, 20 Indiana Health Law Review 199 (2023) (Co-authored by: Crista M. Brawley).

Working Papers

• The Myriad Ways SEC Rule 10b5-1 Is Invalid, ___ Business Lawyer ___(forthcoming Winter 2023-2024), Northwestern Law & Econ Research Paper No. 23-10, Northwestern Public Law Research Paper No. 23-36 (2023).

• The Myriad Ways SEC Rule 10b5-1 Is Invalid, SSRN (2023).

2022

Op-Eds/Blog Posts/Popular Press

• Insider Trading and Clinical Drugs Trials, CLS Blue Sky Blog (Nov. 8, 2022) (Co-authored by: Crista M. Brawley).

2021

Articles

• COVID-19 and Rule 10b-5, 55 University of Richmond Law Review Online 101 (2021).

2019

Articles

• A Call for the SEC to Adopt More Safe Harbors that Limit the Reach of Rule 10b-5, 74 Business Lawyer 53 (2018-2019).

2018

Articles

• The Unresolved Quandary of Disclosure of Executive Illness, Harvard Law School Forum On Corporate Governance & Financial Regulation (May 16, 2018).

• The Securities Law Disclosure Rules of the Road Regarding Executive Illness, 46 Securities Regulation Law Journal 1 (2018).

2017

Articles

• U.S. Supreme Court to Decide Whether Failure to Make Required MD&A Disclosure Can Provide Basis for Damages Under Rule 10b-5, Schiff Hardin Insights (Mar. 31, 2017).

2016

Articles

• The Legality of Opportunistically Timing Public Company Disclosures in the Context of SEC Rule 10b5-1, 71 Business Lawyer 1113 (2016).

Op-Eds/Blog Posts/Popular Press

• The Legality of Opportunistically Timing Public Company Disclosures in the Context of SEC Rule 10b5-1, THE CLS BLUE SKY BLOG (Mar. 30, 2016).

• The Problem of Influencing Disclosure Timing in the Context of SEC Rule 10b5-1 Plans by Corporate Insiders, OXFORD BUSINESS LAW BLOG (Apr. 10, 2016).

Working Papers

• The Legality of Opportunistically Timing Public Company Disclosures in the Context of SEC Rule 10b5-1 (2016).

2015

Articles

• The Mosaic Theory of Materiality – Does the Illusion Have a Future?, 43 Securities Regulation Law Journal 129 (2015).

2014

Op-Eds/Blog Posts/Popular Press

• Insider Trading and Regulatory Overreach, San Francisco Daily Journal, 8 (Nov. 20, 2014).

Working Papers

• The Mosaic Theory of Materiality—Does the Illusion Have a Future?.

2012

Articles

• An Inquiry into the Perception of Materiality as an Element of Scienter under Rule 10b-5, 67 Business Lawyer 1 (2011).

2011

Working Papers

• An Inquiry into the Perception of Materiality as an Element of Scienter Under SEC Rule 10b-5.

2010

Articles

• When the Corporate Luminary Becomes Seriously Ill: When is a Corporation Obligated to Disclose that Illness and Should the Securities and Exchange Commission Adopt a Rule Requiring Disclosure? , Securities Law Review 2010 (2010).

• Cleaning the Murky Safe Harbor for Forward-Looking Statements: An Inquiry into Whether Actual Knowledge of Falsity Precludes the Meaningful Cautionary Statement Defense, 35 Journal of Corporation Law 519 (2010).

2009

Articles

• When the Corporate Luminary Becomes Seriously Ill: When is a Corporation Obligated to Disclose That Illness and Should the Securities and Exchange Commission Adopt a Rule Requiring Disclosure? , 5 New York University Journal of Law And Business 827-871 (2009) reprinted in Securities Law Review 2010 (West Publishing) (Langevoort ed.)..

• Role of Rule 10b5-1 Plans in Securities Litigation , Securitieslaw360 (January 12, 2009).

2007

Articles

• The Origin, Application, Validity, and Potential Misuse of Rule 10b5-1, 62 Business Lawyer 913 (2007).

• Pleading Reform or Unconstitutional Encroachment? An Analysis of the Seventh Amendment Implications of the Private Securities Litigation Reform Act, 35 Securities Regulation Law Journal 1 (2007) (Co-authored by: Sean Siekkinen ).

• The Federal Enforcement Framework Pertinent to the Energy Markets , Energy Antitrust News 9-29 (Winter 2006).

2006

Articles

• Warnings to the Unwary: Multi-Jurisdictional Federal Enforcement of Manipulation and Deception in the Energy Markets After the Energy Policy Act of 2005 , 27 Energy Law Journal 363 (2006).

• The Clinical Trial Research Participant as an Inside Trader: A Legal and Policy Analysis, 39 Journal of Health Law 77 (2006).

2004

Articles

• Is There a Breach in the Breakwater of the Statutory Safe Harbor for Forward-Looking Statements? [re Asher v. Baxter Int'l, 7th Cir.], 8 Wall Street Lawyer No. 4 19 (September 2004).

• New Form 8-K and Real-Time Disclosure, 37 Review of Securities and Commodities Regulation 109 (June 16, 2004).

• Initial Ruminations on Insider Trading in the Mutual Fund Scandal, 7 Wall Street Lawyer No. 7 at 1 (December 2003).

• The Role and Responsibilities of Audit Committees, Banking & Financial Services Policy Report no. 11, at 1 (November 2003).

• A Primer on SEC Rule 10b-5-1: Affirmative Defenses for Insider Trading, 41 The Corporate Lawyer (isba) no. 4, at 3 (November 2003) (Co-authored by: Andrew Klein).

• Audit Committees (updated version December 2003).

2003

Articles

• Special Litigation Committees: Who the Members Are May Be More Important Than What the Committee Does, 7 Wall Street Lawyer No. 2 23 (July 2003).

• Audit Committees.

• SEC Update: More Sarbanes-Oxley Rules: Benefit Plan Blackouts and Financial Experts, 6 Wall Street Lawyer No. 10 23 (March 2003).

• New Requirements for Disclosure of Financial Condition Under the Federal Securities Laws, 35 Review of Securities & Commodities Regulation 243-253 (November 27, 2002).

2002

Books

• When Does Proper Accounting Treatment Amount To Securities Fraud? (Securities Enforcement and Litigation, American Conference Institute September 2002).

Articles

• SEC Update: The Advance of Shareholder Democracy: Adopted and Impending Actions Enhancing Shareholder Knowledge and Voting Power, 6 Wall Street Lawyer no. 6 at 18 (November 2002).

• Section 11 of the Securities Act: The Cornerstone Needs Some Tuckpointing, 58 The Business Lawyer 1-44 (November 2002).

• Securities Laws and the Audit Committee in the Post-Enron World, 6 Wall Street Lawyer No. 2 p.7 (July, 2002).

• Careful Pleading Can Avoid the Fatal Impact of the Securities Litigation Uniform Standards Act, 5 Wall Street Lawyer 1 (March 2002).

• SEC Update: The Unger Study: The Controversy over Regulation FD Continues, 5 Wall Street Lawyer No. 9 p.13 (February 2002).

2001

Articles

• SEC Update; The Spotlight Shines on Analyst Conflicts of Interest, 5 Wallstreetlawyer.com no. 3 (August 2001) .

• SEC Update: Recent Case Highlights Liability Implications of EDGAR Rules, 5 Wallstreetlawyer.com 20 (June, 2001) .

• Insider Trading After SEC Rule 10b-5 reprinted from National Law Journal, January 22, 2001, 11 Securities Reform Act Litigation Reporter 148-151 (May 2001) .

• SEC Update: the SEC Learns That the Securities Laws Do Have Limits, 11, no. 4 Wallstreetlawyer.com 19 (April 2001) .

Op-Eds/Blog Posts/Popular Press

• Corporate Insiders Given a 'Break' Under New Rule: Rule 10b5-1 Has An Awareness Test and Offers Some Flexibility and Certainty for Trading, National Law Journal, page B10 (January 22, 2001) .

2000

Articles

• SEC Update: Internet Auctions of Securities Approved in No-Action Letters, 4 Wallstreetlawyer.com No. 5 26 (October, 2000) .

• The Neglected Relationship of Materiality and Recklessness in Actions Under Rule 10b-5, 55 Business Lawyer 1023-1038 (2000) .

• Regulation S-P--Privacy of Consumer Financial Information, 4 Wallstreetlawyer.com 30 (August 2000) (Co-authored by: Lisa Matyas) .

1997

Articles

• Possession Versus Use: Is There a Causation Element in the Prohibition on Insider Trading?, The Business Lawyer (August 1997).