The adoption of 10b5-1 plans is rising among public companies. As the preferred approach to executive trading, 10b5-1 plans are seen as an essential risk management tool by 90% of decision-makers.1 With more companies strongly encouraging their use, 10b5-1 plans are becoming available to a growing number of insiders. Yet, despite these trends, 97% of public companies say that recent Securities and Exchange (SEC) regulations have heightened oversight, with 82% noting they have added administrative complexity.1 These findings and more are explored in the 2025 10b5-1 Plan Trends Report—a survey of 150+ public company leaders providing insight into the growing reliance on 10b5-1 trading plans..
10b5-1 Plan Trends Report: Perspectives from Public Company Leaders
Discover how the role of 10b5-1 plans at public companies is evolving.
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Four Key Survey Findings:
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110b5-1 Plans Are Popular and Growing in Use
Among public companies surveyed, 97% report insider use of 10b5-1 plans in the most recent fiscal year, up from 74% in the 2021 survey.2 In addition, the share of total Form 144 filling values attributable to 10b5-1 plans is growing, reaching 39% in 2024 from 22% in 2022.3 These findings suggest more companies are institutionalizing 10b5-1 plans as a core component of their insider trading practices.
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2Increased Regulatory Requirements are Raising Awareness and Accountability for Insider Trading
The Securities and Exchange Commission’s (SEC) 2022 amendments to Rule 10b5-1 and related rules introduced stricter requirements and greater transparency, prompting many companies to re-evaluate their policies. Still, 93% of respondents agree the new rules offer clear guidance for staying compliant.1
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3Companies are Expanding 10b5-1 Plan Use and Tightening Policies Around Their Governance
Companies are expanding eligibility to a broader set of insiders while also introducing new restrictions to ensure responsible use. The percentage of companies requiring or strongly encouraging 10b5-1 plan usage to non-directors and those outside of the C-suite has more than tripled, reaching 39% from just 11% in 2021.2
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4Training and Advice are Important
Companies are increasingly looking for partners that offer education and strategic guidance, not just plan execution. Nearly half (48%) of public company respondents strongly agree that training and education are essential components of a 10b5-1 provider’s offering, and 65% already offer holistic planning services to their executives.1
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Footnotes:
1 “2025 10b5-1 Plan Trends Report.” Morgan Stanley at Work.
2 In this presentation, we compare the 2025 survey results to the results of a 2021 survey, which was designed by Morgan Stanley in partnership with Wilson Sonsini Goodrich & Rosati and the Society for Corporate Governance and in consultation with Steve Giove of Ebullience.com. The 2021 survey was conducted with members of the Society and asked questions similar to those in the 2025 survey about 10b5-1 plan usage and policies . Any overlap in respondent groups between the two surveys is unintentional. This presentation and the 2025 survey are not in any way attributable to the Society except for the inclusion of results from the 2021 survey as noted above. A link to the 2021 survey can be found here(opens in a new tab).
3 Reprinted with the permission of The Washington Service. 301-913-5100, https://www.washingtonservice.com(opens in a new tab). The above data is compiled by The Washington Service from Form 144 filings with the Securities and Exchange Commission.
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