The key to liability under Section 10(b) of the Securities Exchange Act of 1934 and SEC Rule 10b-5 is whether undisclosed inside information is material.

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The materiality of undisclosed inside information is a crucial factor in determining liability under Section 10(b) of the Securities Exchange Act of 1934 and SEC Rule 10b-5. Materiality refers to whether the information is important or significant enough to affect an investor's decision to buy, sell, or hold a security. If the information is deemed material, then failure to disclose it can be considered fraudulent or deceptive, giving rise to liability under these securities laws.

The Key to Liability Under Section 10(b) of the Securities