Mark Stephen Talbot. Photo / File
Mark Stephen Talbot, a former "virtual" chief financial officer of VMob (now Plexure) will pay $150,000 in lieu of a penalty and has been barred from acting as a director or manager of a listed business for five years for insider trading, the Financial Markets Authority said.
Talbot has admitted to insider trading conduct and entered a guilty plea on a representative charge for a breach of disclosure obligations at Auckland High Court last month.
The FMA said Talbot was the virtual chief financial officer of VMob from 2011 until 2014.
The authority said it began investigating potential insider trading following a referral from the NZX in September 2014.
The investigation related to the purchase of VMob shares shortly before an announcement that VMob had been awarded a contract with McDonald's Japan, projected to yield significant revenue to the company.
Talbot had entered a guilty plea to one representative charge of failing to disclose a relevant interest, admitted a breach of the Securities Markets Act 1988 (SMA) and given an enforceable undertaking which has been accepted by the FMA in accordance with sections 46 and 46A of the Financial Markets Authority Act 2011 (FMA Act).
The FMA said in a statement that Talbot was required to comply with the SMA in his capacity as an information insider and/or officer of a listed company.
Talbot admitted that he had information that VMob was likely to be awarded the contract with McDonald's Japan during all relevant times when he traded in shares in VMob on 24 July 2014.
The information was material, and not generally available to the market, and was received by Talbot in his capacity as a senior manager of VMob.
The FMA said Talbot knew that the information was material information that was not generally available to the market until the announcement to the market was made on August 11, 2014, having traded in shares in VMob on July 24 2014, in contravent of the SMA.
"Mark Talbot was one of the people responsible for ensuring VMob employees knew about the company's trading policy. Despite this, he bought shares while in possession of material information he gained through his job as virtual CFO," the FMA said.
While the charges of insider trading have been withdrawn, Talbot has accepted it is no defence to state that the shares he purchased through his company, Blumau, on July 24 2014 were held for the benefit of his father, the FMA said.
In a statement to the Herald, Talbot said the transaction subject to the investigation (the purchase of shares for a total sum of $10,000) was conducted with a level of naviety on his part.
Karen Chang, the FMA's head of enforcement, said maintaining market integrity is core business for the FMA.
"Unethical trading and a disregard for disclosure obligations erode investor confidence in our markets at a fundamental level," she said.
"The FMA is satisfied this resolution is a proportionate and appropriate response to Talbot's misconduct," she said. -- Staff Reporter
"In this case, Mr Talbot's acknowledgement of responsibility through the guilty plea and the enforceable undertaking were important factors in this resolution," Chang said.
Vmob/Plexure was not part of the FMA's investigation and has not been charged with any offence.