11200 Rockville Pike, Suite 310
Rockville, MD 20852
August 13, 2002
Jonathan G. Katz
Securities and Exchange Commission
450 Fifth Street, NW
Washington, DC 20549-0609
Re: Comments on Ownership Reports and Trading By Officers, Directors and Principal Security Holders File No.: S7-31-02
Dear Mr. Katz:
I am an Insider and 10% Owner of a Nasdaq listed company. I fully support the proposed changes that would require all Insider transactions executed on or after August 29, 2002 to be reported within two-business days.
Specific comments follows:
Reporting of Pledged Securities. The investing public should be made aware of any Insider transaction that pledges Company stock or uses Company stock to secure or collateralize a loan. This represents a huge and very significant hole in the current reporting requirements. These types of transactions are much more meaningful and significant than open market buys and sells. The potential downside to an Investor of a forced sale due to call on the pledged asset is significant. The investing public must be made aware of any or all loans that are secured or collateralized by Company stock. I cannot stress in strong enough words the need for Insiders to report pledged securities, which in my opinion, represents one of the biggest risks to an investor.
Sanctions/Penalties. These new disclosure rules need teeth - real penalties for non-compliance. Perhaps economic penalties, loss of trading privileges in the Company's stock, etc. Something more than just a slap on the wrist.
I appreciate the opportunity to comment on this very important issue and rule change. Please do not hesitate to contact me if you have any questions.
Albert E Girod