Neiman Marcus 2009 Annual Report Download - page 485

can be subject to treble damage awards in civil lawsuits.
INSIDER TRADING
Federal securities laws forbid the purchase or sale of a publicly traded security based upon "inside" information unavailable to outside
parties. The term "inside information" means any material information that has not been publicly disclosed by the Company. These
laws also prohibit employers, directors, officers and associates from "tipping" others with inside information or knowingly or
recklessly failing to take steps to prevent others whom they control (whether directly or indirectly) from trading on such inside
information. Trading under these circumstances is only permissible after a reasonable amount of time has passed after the Company
has disclosed this information to the public. Specifically, associates shall not:
• share inside information with individuals outside the Company;
• use or disclose any non-public or inside information about other companies;
• trade stock or securities of the Company or other firms based on inside information; or
• advise others to buy or sell securities of the Company.
What is "material"? Any fact which may affect the price of the stock or securities and/or which a reasonable investor would consider
important in deciding whether to purchase or sell shares of stock or other securities of the Company is generally considered material.
Examples include: financial results or forecasts; a significant proposed acquisition or disposition of a business; hiring, firing or
resignation of a director or officer of the Company; a stock split or change in dividend; significant litigation; or changes in customary
earnings and earnings trends.
What constitutes public disclosure? Information is effectively disclosed to the public if it is contained in an annual or quarterly report
to stockholders, a Company press release, or in public filings with securities regulatory authorities.
What is a reasonable period of time after which purchases and sales can be made? Essentially, the investing public must have had
time to digest and to analyze the information which has been disclosed. With regard to information in a press release, purchases and
sales can be generally made beginning two (2) business days after the release. For information in a report mailed to stockholders,
purchases and sales should not be made until at least one (1) week after the date of mailing.
Associates must not discuss Company affairs with securities analysts, members of the press, or any other persons who do not have a
direct relationship with the Company. Discussing the affairs and prospects of the Company could lead to serious legal liability and
must be conducted only by the Investor Relations department or other authorized personnel.
EMPLOYMENT LAWS
Associates are required to comply with all applicable labor and employment laws. Associates must also help promote the Company's
goal of providing a safe and healthy workplace that is free of sexual harassment or other types of misconduct, and help ensure equal
treatment in the recruitment, hiring, placement, training, compensation,
5