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Technology Stocks : XYBR - Xybernaut -- Ignore unavailable to you. Want to Upgrade?

To: Wolff who wrote (3885)	4/5/2000 11:33:00 PM
From: bluto1961	Respond to of 6847

Wolff, it's in the fine print.... Near as I can glean from past filings, this is the first insider "selling window" applied for. Moynahan has registered his current holdings and so would be eligible if he so chose, and if the "committee" consented, to sell up to the number of shares listed in this filing. If business is good and he gets a bonus of additional shares or options, those would have to be registered separately at some time via an additional S-8/A and the clock starts on those from date of that filing. I imagine the same scenario could occur with other directors and management. Newman's a different story as his holdings are much larger--see the snippet below on allowable ratios of 144 sales versus percentage of outstanding shares or average trading volumes, etc. Besides needing the consent of the committee, he is additionally limited on his sales numbers because they could potentially be so large as to be classified as distribution. Disclaimer: I am not a securities expert. I'm just a guy who plays golf and drinks beer with some Legislative Services and Treasury attorneys. I try to keep up with the chit-chat when I'm not hooking shots or falling off my barstool. mark Clipped from the S-8/A... e.Limitation on amount of securities sold. Except as hereinafter provided, the amount of securities which may be sold in reliance upon this rule shall be determined as follows: 1.Sales by affiliates. If restricted or other securities sold for the account of an affiliate of the issuer, the amount of securities sold, together with all sales of restricted and other securities of the same class for the account of such person within the preceding three months, shall not exceed the greater of i.one percent of the shares or other units of the class outstanding as shown by the most recent report or statement published by the issuer, or ii.the average weekly reported volume of trading in such securities on all national securities exchanges and/or reported through the automated quotation system of a registered securities association during the four calendar weeks preceding the filing of notice required by paragraph (h), or if no such notice is required the date of receipt of the order to execute the transaction by the broker or the date of execution of the transaction directly with a market maker, or iii.the average weekly volume of trading in such securities reported through the consolidated transaction reporting system contemplated by Rule 11Aa3-1 under the Securities Exchange Act of 1934 during the four-week period specified in subdivision (ii) of this paragraph.