in the securities of such other companies, or advise anyone else to do so or (ii) otherwise engage in any action to take personal advantage of that information.
Section 5.Certain Types of Transactions Are Prohibited.
A.Short Sales. Short sales of Aprea securities are prohibited, as short sales evidence the seller’s expectation that Aprea securities will decline in value, signal to the market that the seller has no confidence in the Company or its short-term prospects, and may reduce the seller’s incentive to improve Aprea performance. In addition, Section 16(c) of the Exchange Act prohibits executive officers and directors from engaging in short sales.
B.Publicly Traded Options. Transactions in puts, calls or other derivative securities involving Aprea stock are prohibited, as any such transaction is, in effect, a bet on the short-term movement of the Company’s stock, creates the appearance of trading based on inside information, and may focus attention on short-term performance at the expense of Aprea long-term objectives.
C.Hedging Transactions. Hedging or monetization transactions (including but not limited to zero-cost collars, prepaid variable forwards, equity swaps, puts, calls, collars, forwards and other derivative instruments) are prohibited, as such transactions allow you to continue to own Aprea securities without the full risks and rewards of ownership and as a result, you may not have the same objectives as other stockholders.
D.Margin Accounts and Pledges. Directors, officers and other employees are prohibited from holding Company securities in a margin account or pledging Company securities as collateral for a loan, as such securities may be traded without your consent (for failing to meet a margin call or if you default on the loan) at a time when you possess material nonpublic information or otherwise are not permitted to trade.
E.Short-Term Trading. Executive officers and directors who purchase Aprea securities in the open market may not sell any Aprea securities of the same class during the six months following the purchase (or vice versa), as short-term trading of the Company’s securities may be distracting and may unduly focus the person on short-term stock market performance, instead of Aprea long-term business objectives, and may result in the disgorgement of any short swing profits.
Section 6.Sharing Material Nonpublic Information Is Prohibited. No person subject to this Policy who possesses material nonpublic information relating to Aprea or any other publicly traded companies may directly or indirectly (through family members, other persons, entities or otherwise) pass that information on to others outside the Company (except as appropriate in the conduct of Company business, and under suitable non-disclosure obligations by the outsider recipient) (referred to as
“tipping”), including friends, family, or other acquaintances, until such information has been disseminated to the public. You must treat material nonpublic information about our business partners with the same care required with respect to such information related directly to Aprea.
Tipping includes passing information under circumstances that could suggest that you were trying to help another profit or avoid a loss. Exercise care when speaking with others who do not “need to know,” even if they are subject to this Policy, as well as when communicating with family, friends and others not associated with Aprea. To avoid the appearance of impropriety, refrain from discussing our business or prospects or making recommendations about buying or selling our securities or the securities of other companies with which we have a relationship. Inquiries about Aprea should be directed to our Corporate Communications, Investor Relations, or Legal teams.
