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Monday, September 28, 2026

2022 US Corporate Governance Survey: Part 3 - Cooley

Insider Trading Policy: Hedging and Pledging

Cooley is committed to providing public companies and their boards with relevant, on-demand resources. As a part of that effort, we are excited to be conducting a multipart survey series designed to provide insights and best practices on key corporate governance topics, practices and market trends.

Here are the results and key takeaways from Part 3 of the survey series, which focused on policies and procedures related to hedging and pledging of company securities.

Hedging and pledging

Addressed in policies

The vast majority of company respondents address hedging and pledging of company securities in their insider trading policy or a separate policy. Notably, the companies with policies that address hedging only – or do not address hedging or pledging – have less than five years of maturity as a public company and a market cap below $500 million.

Hedging coverage

Prohibitions for all employees and directors

Almost three-quarters of company respondents prohibit hedging of company shares for all employees and directors.

Hedging policies covering company securities

The hedging policies of nearly all company respondents cover all company securities, regardless of how they were acquired.

Prohibiting hedging of company securities

Company respondents were largely aligned in never permitting hedging of company securities.

Pledging coverage

Variation among companies

There was more variation in the coverage of the pledging policies among...



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