Insider administration

Sanoma’s Insider Policy complies with the Guidelines for Insiders issued by Nasdaq Helsinki Ltd.

According to Sanoma’s Insider Policy a person who has learned Inside Information may not use the information by acquiring or conveying Sanoma’s Financial Instruments (either on his own or a third party’s behalf, directly or indirectly), or give advice on their acquisition or disposal (either directly or indirectly). This also applies to advice not to trade.

A person possessing Inside Information related to Sanoma’s Financial Instruments is not allowed to disclose Inside Information. The duty of confidentiality does not restrict providing such information to employees who need to share this information to fulfil their tasks for Sanoma.

Permanent insiders have access to all Inside Information due to the nature of their position at Sanoma (“Permanent Insider”). Permanent Insiders do not need to be reported separately on each deal-specific/event based insider list. Based on the decision by the Board on 26 July 2016, there are at the moment no Permanent Insiders at Sanoma.

Sanoma maintains project and event specific insider lists when necessary according to the Market Abuse Regulations ((EU) N:o 596/2014, ‘MAR’).

Closed period

The so called “Closed Period” is a thirty (30) calendar day period before the announcement of the year-end Financial Statements Release and the Interim Reports of Sanoma, during which the members of the Board and the President and CEO shall not conduct any Transactions in Sanoma Instruments on their own account, or on the account of a third party, whether they possess Inside Information or not. Transactions are also not allowed during the entire publication day. In addition, Sanoma recommends that the EMT members and persons engaged in financial reporting process do not trade in Sanoma Instruments during the Closed Period or the publication day.

Managers’ transactions

Whenever there are changes in the shareholding of the members of Board of Directors, President & CEO or persons closely associated with them, Sanoma will publish a notification. Published transaction notifications can be viewed here.

The picture below illustrates the process that the Board members, the President and CEO and “Persons Closely Associated” with them strictly need to comply with when notifying the Finnish Financial Supervisory Authority (FSA) and Sanoma of their transactions with Sanoma Instruments.

Guidelines for making a notification of a manager’s transaction are available here.