Stand:updated on 04.06.2025 | Topic Managers' transactions Managers’ transactions
In transparent capital markets, market participants must be able to obtain an overview of transactions conducted by members of management boards or supervisory boards in financial instruments issued by their own entities. Consequently, Article 19 of the the Market Abuse Regulation (EU) No 596/2014 requires that managers’ transactions conducted on their own account (“managers' transactions”) be reported and published.
Obligation to report own account transactions
If a person entrusted with managerial responsibilities at an issuer engages in transactions in financial instruments (e.g. shares or bonds) issued by the entity itself, these managers’ transactions should be visible to investors. This is an important aspect of capital market transparency. In line with this, the Market Abuse Regulation (EU) No 596/2014 requires members of the management and supervisory bodies of the issuer in particular, and all other persons who have regular access to inside information and also make material managerial decisions, to notify both the issuer and the competent authority (BaFin) of any own account transactions in shares and debt instruments of the issuer that are traded on the financial market, or in financial instruments (such as derivatives) that are linked to such shares or debt instruments, within three business days.
This duty of notification also applies to spouses, registered partners, dependent children and other relatives who have shared the same household for at least one year. Equally, it applies to legal persons, trusts (such as foundations) or partnerships that are closely associated with the manager concerned.
Own account transactions must be reported as soon as they reach an aggregate amount of 20,000 euros within a calendar year.
Please note
BaFin provides a database of all notified and published managers’ transactions on its website.
Issuer’s duty of publication
The issuer is responsible for ensuring that transactions subject to the reporting requirement are published using suitable media throughout the European Union within two business days of the issuer receiving a corresponding notification from the manager or a person closely associated with them. In addition, the issuer is responsible for submitting the published information to the Company Register,which files it.
Prohibition on trading prior to the publication of interim reports and annual reports
In addition to their obligation to report own account transactions, managers are prohibited from engaging in transactions relating to shares or debt instruments of the issuer or financial instruments that are linked to such shares or debt instruments during a closed period of 30 calendar days before the announcement of an interim financial report or year-end report (Article 19 (11) of the MAR).
