Compliance May 12, 2025

SEC Guidance Clarifies Insider Trading Rules for 401(k) Brokerage Windows

The Securities and Exchange Commission clarified what applies when a 401(k) plan participant subject to insider trading rules sells company stock through a self-directed brokerage window.

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The Securities and Exchange Commission recently clarified that when a 401(k) plan participant subject to insider trading rules sells company stock through a self-directed brokerage window, the transaction must meet all requirements of Rule 10b5-1(c)(1), which provides an affirmative defense against insider trading liability, including the requirements governing open market trades.

A self-directed brokerage window in a 401(k) plan allows participants to independently buy and sell, through a brokerage platform, a broader range of investments beyond the plan’s standard offerings. 

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For participants subject to insider trading laws, restrictions on trading company stock apply equally to shares held in their 401(k) accounts—whether the stock is part of the plan’s core investment lineup or purchased separately through the brokerage window.

Since transactions made through these brokerage windows involve open-market counterparties, participants—including corporate insiders—must ensure their trades meet all conditions of the rule. This includes, among other requirements, committing to a binding contract, instruction or written plan when not in possession of material nonpublic information.

“Even though the transactions are made through a retirement plan, they are treated the same as open market trades when it comes to insider trading rules,” the SEC stated in its April 25 update.
Deals & People May 9, 2025

Retirement Industry People Moves – 5/9/2025

Schwab Advisor Services names managing director of relationship management; Manulife John Hancock Investments names a retirement investment consultant; Nationwide Retirement hires a divisional sales manager; and more.

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Schwab Advisor Services Names Managing Director of Relationship Management

Julian Lopez

Schwab Advisor Services welcomes back Julian Lopez as managing director of relationship management—a newly created role designed to support Schwab’s largest and “most complex” independent advisory firms.

Lopez rejoins the leadership team with expertise in serving registered investment advisers across a broad range of sizes and specialties.

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Lopez returns to Schwab after more than two years as executive vice president for relationship management at LPL Financial. Prior to that, he had spent 23 years with Schwab, holding multiple roles, including leadership roles in business development and relationship management.

Manulife John Hancock Investments Hires Retirement Investment Consultant

Lloyd Silk

Manulife John Hancock Investments introduced Lloyd Silk as a new retirement investment consultant. Silk brings more than 25 years of experience in the retirement plan industry.

Silk has been a DCIO specialist for Invesco and, most recently, was a workplace benefit specialist for Bank of America/Merrill Lynch.

“He has developed a proven track record of delivering exceptional service to clients,” Manulife’s corporate announcement stated.

Nationwide Retirement Hires Divisional Sales Manager

Kevin Jones

Nationwide Retirement Solutions announced that Kevin Jones has joined the company’s distribution team as divisional sales manager focusing on specialty markets. Jones reports to Rich Porter, senior vice president of Nationwide Retirement Solutions Distribution.

Jones joins Nationwide after 18 years at Edward Jones, where his experience spanned retirement product management, compliance, technology and operations. Jones will build and lead a team of workplace retirement plan consultants focused on serving financial advisers and their business-owner clients.

Seyfarth Shaw Names New Corporate Practice Leaders

Seyfarth Shaw, a provider of advisory, litigation and transactional legal services to clients, elevated two attorneys to corporate practice chairs: Steven Richman, new chair of Seyfarth’s institutional investor practice, and Aaron Gillett, new vice chair of the mergers and acquisitions practice.

Based in Atlanta, Richman serves as investment counsel to institutional investors such as large public pension funds, private pension funds (large and small), endowments, and foundations and family offices. Richman succeeds Robert Bodansky, who has led the institutional investor practices since its launch more than 20 years ago.

Based in Chicago, Gillett focuses his practices on M&A transactions, as well as corporate governance, commercial finance and commercial contracts.

Northern Trust Asset Management Names Co-CIOs

Michael Hunstad (left), Chris Roth (right)

Northern Trust Management named Michael Hunstad and Chris Roth as co-CIOs, effective June 1. The duo will succeed Angelo Manioudakis, who will retire on May 31, having served as CIO since September 2021.

Hunstad and Roth currently oversee the firm’s equities and fixed-income investments, respectively. They will report to Daniel Gamba, president of Northern Trust Asset Management.

The duo will oversee the firm’s investment performance, process and philosophy, according to a statement from Northern Trust. They will also be co-chairs of the firm’s investment policy committee. The firm’s fixed-income, equity, multi-asset and alternative CIOs will report to Hunstad and Roth.

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