Insider-sale signal hierarchy: three gates that separate routine sales from informative sells Insider executes a sale observed event Nottebohm, Aug 7 2026 Gate 1: Discretionary vs 10b5-1 was timing/size pre-committed? 10b5-1 plan Gate 2: Size vs residual holdings what fraction of holdings sold? ~1.1% trim Gate 3: Clustering multiple insiders selling unplan'd? plan cluster all three fail routine Verdict: informative sell signal all gates fail the routine test Verdict: routine non-informative any gate passes the routine test Nottebohm sale: 10b5-1 plan (adopted Jul 9 2025), ~1.1% of ~513,382 residual direct shares, multi-year systematic pattern
Gate 1 Plan status 10b5-1 (routine)
Gate 2 Sale size ~1.1% trim (routine)
Gate 3 Clustering plan cluster (routine)
Verdict: routine, not a red flag. Nottebohm's Aug 7 2026 sale passes all three routine tests.