On November 12, the European Securities and Markets Authority (ESMA) published version 13 of its questions and answers document (Q&As) on the Market Abuse Regulation (MAR).
The Q&As now include a new question, 7.10, relating to the scope of the trading restrictions for persons discharging managerial responsibilities (PDMRs) during a closed period under MAR. ESMA clarifies that the prohibition in MAR does not encompass transactions of the issuer relating to its own financial instruments, even if the PDMRs themselves are making the decision or putting a previous decision into practice. When a PDMR acting in its capacity as a director or employee of the issuer, such actions are not PDMR transactions for a third-party account, but are instead transactions of the issuer itself, therefore the prohibition does not apply.
The Q&As, however, point out that any transaction carried out by the issuer during a closed period should be considered carefully, as the issuer remains subject to the prohibition under MAR of insider trading. Therefore, if the issuer is in possession of inside information relating to its own financial instruments, the issuer will be prevented from trading on them unless it had established, implemented and maintained the internal amendments and procedures identified in MAR.
Version 13 of ESMA’s Q&As on MAR is available here.