wh
you dont have section 16b liability when the issuer buys back shares putting you over 10%, so there was no need to get under 10%. I just think warren has lost his good sense and munger cant hear any more
I was under the impression that BRK had not bought BK shares in the last 6 months so the short-swing profit rule would not apply and that shares were sold as a way to bring the ownership below 10% (I think the Fed rule hasn't changed yet) given that BK kept the buyback going up to recently.
no, this refers to potential 16b liability for BRK re selling shares of a portfolio company when you are a >10% holder...which is not triggered when you go over 10% without having made a buy (ie due to portfolio company repurchases shrinking the outstanding)
my point is that warren cant justify any sales to get under 10% ownership of a portfolio company to avoid 16b liability, so it is a head scratcher why he would be selling anything now, given depressed portfolio company share prices and no shortage of cash on hand at BRK
Unless I am mistaken the 16b short-swing profit liability exemption is applicable to the ISSUER (in this case BK), not outside investors like BRK.
Regardless, banks are a special case. I believe that any investor owning more than 10% of a BANK, becomes a de facto "bank holding company" in the eyes of regulators. Warren would never want BRK to become a bank holding company for various reasons, including becoming subject to more regulations, restrictions, and oversight on its business activities.
So, if not for reason #1 than certainly for reason #2, BRK would have incentive to remain under the 10% ownership threshold.
Someone correct me if I am wrong here. It's been a while since I looked up these regulations.