Material Nonpublic Information: Why It Deserves Enterprise-Grade Protection

When it comes to data security, the usual suspects get all the attention. We lock down PII, PCI, and PHI like Fort Knox, understandably so, with regulators breathing down our necks.

But lurking in the shadows of email threads, shared drives, and cloud folders is a different beast. It’s powerful enough to sway investor sentiment, trigger SEC investigations, or tank a stock price overnight, yet barely makes a blip on most security radars.

Welcome to the overlooked world of Material Nonpublic Information (MNPI).

MNPI is the kind of business intel that moves markets: unreleased earnings reports, merger whispers, strategic decks, clinical trial outcomes. If it leaks, investors get spooked; worse, someone trades on it, and regulators knock. To attackers, it’s gold. To companies? Often, just another file in the cloud.

And that’s the problem.

As hybrid work blurs the lines between casual collaboration and risky oversharing, MNPI is slipping through the cracks. Regulators are watching. The market’s jittery. And most orgs? Still relying on old-school tools designed for old-school threats.

Antivirus software, DLPs, and sandbox environments weren’t built to detect a redacted revenue slide buried in a pitch deck or strip metadata from a “confidential” PDF. These tools are blind to nuance. MNPI needs more than blanket policies. It requires intelligent, context-aware protection.

Because this isn’t just a compliance checkbox. This is the frontline of strategic data security.

What Qualifies as Material Nonpublic Information?

MNPI isn’t just any sensitive data; it’s the kind of information that can alter the course of a company’s valuation or spark investor reactions before the rest of the market is aware. While the term might sound niche or technical, its content is anything but obscure. MNPI lives at the heart of some of the most critical business decisions companies make, and it moves through the hands of people across the enterprise every day.

So what exactly falls under the umbrella of MNPI? The most obvious examples include earnings results that haven’t yet been released, which can directly affect stock prices. But it also encompasses merger and acquisition details, such as negotiation terms, valuations, or strategic rationale. In industries like healthcare or biotech, clinical trial outcomes or regulatory submission data are especially sensitive, often capable of making or breaking a company’s market position.

MNPI also includes less regulated but equally sensitive information like intellectual property, product roadmaps, and early innovation plans. Even seemingly administrative developments, like leadership changes or boardroom decisions, can count as MNPI if they could impact a company’s public perception or financial outlook.

MNPI is more challenging to manage because it’s often handled by a wide array of individuals, including executives, legal counsel, financial analysts, investors, board members, and increasingly, third-party vendors or consultants. It moves across teams via shared drives, emails, cloud platforms, and messaging tools. And it rarely carries an obvious label.

This dynamic makes MNPI especially vulnerable. Unlike PII or PHI, which are governed by strict disclosure rules and easily identified through standard patterns, MNPI is contextual. Its sensitivity is based on timing, audience, and business relevance. A pitch deck in one moment may be routine; a day later, after a strategic decision, it becomes a high-value target for bad actors.

Why MNPI Exposure is a Compliance and Business Minefield

The stakes for mishandling MNPI go far beyond internal embarrassment or a slap on the wrist. An exposed strategy document or leaked acquisition term sheet can spiral into a full-blown legal and financial crisis, with repercussions that last for years. MNPI breaches don’t just violate policy; they invite scrutiny from regulators, erode investor trust, and open the door to serious business and legal consequences.

From a regulatory standpoint, the rules are clear. In the U.S., SEC Rule 10b-5 makes it illegal to trade securities based on nonpublic, material information, a rule that underpins most insider trading cases. Across the Atlantic, the EU Market Abuse Regulation (MAR) enforces similar European financial market restrictions. When MNPI leaks intentionally or accidentally, organizations and individuals can face fines, litigation, loss of licenses, and irreparable reputational harm. And enforcement is only getting stricter. Regulators are increasingly focused not just on malicious misuse of MNPI but also on whether firms have done enough to protect it in the first place.

But even when regulators don’t come knocking, the business damage alone can be severe. Leaked intellectual property, premature product announcements, or unauthorized disclosure of clinical data can all lead to lost competitive advantage, customer mistrust, and market volatility. For startups, it can mean losing investor confidence. For public companies, it might mean wild stock fluctuations. The result is the same for everyone: lost control over how and when sensitive information reaches the world.

The technical challenge only adds fuel to the fire. MNPI doesn’t sit neatly in a database waiting to be encrypted; it lives in unstructured files: pitch decks, spreadsheets, internal memos, PDF attachments, and calendar invites. It’s shared in chat threads, uploaded to cloud folders, forwarded over email, and downloaded to personal devices. Unlike structured data with clear identifiers, MNPI is contextual and dynamic, easy to overlook, hard to classify, and harder still to secure with traditional tools.

This mix of legal exposure, business risk, and technical complexity makes MNPI one of the most dangerous types of data to mishandle. And yet, many organizations continue to rely on outdated tools and manual policies to manage it.

Where Legacy Tools Fail to Protect MNPI

Many organizations assume their existing security stack can handle all sensitive data, but Material Nonpublic Information (MNPI) often slips through the cracks. Unlike PII or PCI, MNPI needs real-time protection, not just alerts and access controls.

DLP and DSPM tools are built to raise red flags, but they can’t sanitize or mask content on the fly. They still depend on human follow-up; delays can mean sensitive information is exposed before action is taken. Meanwhile, sandboxing and antivirus solutions struggle with zero-day threats and embedded malicious macros, which often hide inside legitimate-looking documents carrying MNPI.

Even insider lists and access controls have limits. They rely on static rules and assume information stays in place, but today’s files constantly move between email, cloud platforms, and personal devices. Without real-time visibility and enforcement, these controls can’t keep up.

Legacy tools react. However, MNPI requires a proactive approach that protects content in motion, not after mishandling it. That’s where Votiro stands apart: neutralizing threats and safeguarding sensitive data before it can reach the endpoint.

A New Approach: How Votiro DDR Secures MNPI

Protecting MNPI requires more than alerts and access rules; it demands real-time, intelligent control over handling sensitive information. That’s exactly what Votiro’s Zero Trust Data Detection & Response (DDR) delivers, offering continuous protection for the unstructured data that can cause a world of stress if left unchecked.

With real-time data masking, Votiro prevents accidental or intentional MNPI exposure by ensuring only authorized users can view sensitive content even as it moves across systems, emails, and uploads. It’s automatic, invisible to users, and built to maintain productivity. Using regex policies, key information will automatically be discovered, identified, and masked without the need for manual intervention. And keeping control firmly in the hands of IT, Votiro customers have access to fine-grained security controls to dictate specific processes.

Meanwhile, Votiro’s Content Disarm and Reconstruction (CDR) technology leaves nothing to chance. Our proactive file sanitization cleans documents of hidden threats like malicious macros or embedded exploits without flattening files or stripping out functionality. That means MNPI can be safely shared in its original, usable form.

Don’t wait for a regulatory audit or a market-moving mistake to take MNPI seriously. Book a demo to see how Votiro DDR keeps your most sensitive business data secure, compliant, and fully usable, before it becomes tomorrow’s headline.