Plan design examples

10b5-1 plan examples: four ways to structure a sale schedule.

These examples are planning illustrations, not legal templates. A real plan should be drafted or approved through your company's process, broker platform, and securities counsel.

Example 1: fixed-share schedule

This is operationally clean and predictable. The trade-off is that the dollar value sold changes with stock price. If the stock falls sharply, the plan still sells the same number of shares unless the plan includes separate price conditions.

Example 2: fixed-dollar schedule

This smooths proceeds in dollar terms and can be easier to align with estimated taxes or spending needs. It may require the broker to calculate share count each trade date based on price.

Example 3: price-conditional schedule

Price conditions can protect against sales below a psychologically or economically important level. They also create the risk that no diversification happens if the price stays below the condition.

Example 4: RSU-vest coordinated plan

This approach prevents new vests from rebuilding concentration while gradually reducing the existing position. It requires tax withholding, vest-date mechanics, and broker availability to line up cleanly.

Choosing the right example

• Use fixed-share when simplicity and share-count reduction are the primary goals.
• Use fixed-dollar when cash-flow targets matter more than share-count targets.
• Use price conditions when you need downside protection but can tolerate non-execution.
• Use vest coordination when future RSUs or PSUs are the main source of ongoing concentration.

Before adopting any version, review the cooling-off period, use the checklist, and model executive stock-sale tax timing.