FairPoint Communications 2014 Annual Report Download - page 127

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FAIRPOINT COMMUNICATIONS, INC.
INSIDER TRADING POLICY
and Guidelines with Respect to
Certain Transactions in Company Securities
(January 24, 2011, as revised October 30, 2014)
___________________
This Insider Trading Policy (the “Policy”) provides guidelines to employees, officers and directors of FairPoint
Communications, Inc. (the “Company”) with respect to transactions in the Company’s securities. The Company has adopted this
policy and the procedures set forth herein to help prevent insider trading and to assist the Company’s employees, officers and directors
in complying with their obligations under the federal securities laws. Employees, officers and directors are individually responsible to
understand and comply with this Policy.
Applicability of Policy
This Policy applies to all transactions in the Company’s securities, including common stock, restricted stock, restricted stock
units, options and warrants to purchase common stock and any other debt or equity securities the Company may issue from time to
time, such as bonds, preferred stock and convertible debentures, as well as to derivative securities relating to the Company’s securities,
whether or not issued by the Company, such as exchange-traded options. It applies to all employees, officers and directors of the
Company and members of their immediate families who reside with them or anyone else who lives in their household and family
members who live elsewhere but whose transactions in Company securities are directed by such employees, officers and directors or
subject to their influence and control (collectively referred to as “Family Members”). This Policy also imposes specific black-out
period and pre-clearance procedures on officers, directors and certain other designated employees who receive or have access to
Material Nonpublic Information (as defined below) regarding the Company and/or are subject to the reporting provisions and trading
restrictions of Section 16 of the Securities Exchange Act of 1934 (the “Exchange Act”).
The current “Insider Trading Compliance Officer” referred to herein is the General Counsel of the Company.
Definition of Material Nonpublic Information
It is not possible to define all categories of material information. However, information should be regarded as material if there is
a substantial likelihood that it would be considered important to a reasonable investor in making a voting decision or an investment
decision to buy, hold or sell securities. Any information that could be expected to affect the market price of the Company’s securities,
whether such information is positive or negative, should be considered material. Because trading that receives scrutiny will be
evaluated after the fact with the benefit of hindsight, questions as to the materiality of particular information should be resolved in favor
CLT:25974.05