Restrictions on the Publication of Research Reports and on Public Appearances
Member firms may not distribute a research report, and research analysts may make no public appearance, regarding a subject company for which the firm has participated in:
- • An initial public offering, until 10 days have passed following the date of the offering
- • A secondary offering, until 3 days have passed following the date of the offering
This is called a quiet period. FINRA allows four exceptions to this requirement:
1. There is no quiet period if the issuer is an EGC
or
2. There is no quiet period if the issuer is an investment company that has been a reporting issuer for 12 months, the issuer kept current in its reporting during that time, and the analyst’s employer is not the issuer’s affiliate or investment adviser.
or
3. If a research report or public appearance is relevant to “the effects of significant news or a significant event on the subject company,” then the report may be released or the appearance made before the end of the quiet period.
or
4. There is no quiet period for research reports regarding follow-on offerings of certain securities that already enjoy high trading volume.
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Summary |
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Rules for Research Analysts as Pertains to Research Reports |
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Offering |
Pre-Filing Period |
Cooling-Off Period (20 days with SEC) |
Post-Effective Period |
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IPO |
Broker-dealers cannot publish research reports unless issuer is an EGC Research analysts may not participate in pitch meetings with non-EGC issuers Research analysts may attend meetings with EGC issuers, but they may not solicit investment banking business |
Broker-dealers cannot publish research reports unless issuer is an EGC | |