Exhibit 19.1
UTSTARCOM HOLDINGS CORP.
INSIDER TRADING POLICY
(amended on April 25, 2014)
This Insider Trading Policy (the “Policy”) of UTStarcom Holdings Corp. (“UTStarcom” or the “Company”) outlines procedures that all UTStarcom personnel must follow. This Policy and the procedures set forth herein arise from our responsibilities as a public company. It is important that you review this Policy carefully. Any questions pertaining to this Policy should be directed to UTStarcom’s General Counsel, who is the Policy Compliance Officer.
While you possess material information concerning UTStarcom that has not been disclosed to the public (“inside information”), you cannot:
Persons who trade on inside information, as well as persons who have tipped others, and the persons who have received such material inside information, may be the subjects of civil and criminal penalties, including fines of up to $5 million and imprisonment for up to 20 years. For example, if you provide a “tip” to someone who then buys or sells a UTStarcom security, whether or not you trade, both you and the “tippee” can be convicted of insider trading and be subject to the penalties described above. In addition, any employee of or consultant to UTStarcom who engages in such prohibited and/or illegal conduct is subject to immediate discipline, including termination of employment or service.
“Inside information” is material nonpublic information and includes any information (favorable or unfavorable) that has not been disclosed to the public and that would influence a reasonable investor to buy or sell UTStarcom shares. Some examples of “material” information are:
You should treat all corporate information with discretion and discuss confidential data only with those UTStarcom employees who have a right and a need to know. Do not discuss the Company’s confidential information
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with friends, relatives and acquaintances or in public places. If you have inside information concerning UTStarcom, you must refrain from trading in UTStarcom securities until you know that such information has been made public. Inside information is not considered to have been “made public” until at least two full business days after such information has been released by UTStarcom to major U.S. news services.
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The Company recommends a person seeking to adopt a plan consult an attorney prior to the adoption of a plan. The Company also recommends that plans contain termination and modification provisions. Any person adopting a trading plan must make the sales contemplated by the plan without alteration or deviation, and not make additional sales of the Company’s securities other than as set forth under the plan.
The Company reserves the right to bar all trades in its securities, even pursuant to existing trading plans, if the Board, in consultation with legal counsel, determines that such a bar is in the best interests of the Company. The Company also reserves the right to reject any trading plan.
“Trading” does not include the following:
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ACKNOWLEDGMENT
The undersigned hereby acknowledges receipt of the Insider Trading Policy of UTStarcom Holdings Corp. attached hereto and that he or she has read the Insider Trading Policy and agrees to comply with its terms and conditions. The undersigned understands that a violation of insider trading or tipping laws or regulations may subject the undersigned to severe civil and/or criminal penalties, and that a violation of the terms of the Insider Trading Policy may subject the undersigned to discipline by UTStarcom Holdings Corp. up to and including termination for cause.
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Please sign and return to the Human Resources Department.
Amended Insider Trading Policy_04252014