Rule 144

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Rule 144 is a U.S. Securities and Exchange Commission regulation that provides a safe harbor for the public resale of restricted and control securities if specific holding period, volume, and disclosure conditions are met.

All labels observed (2)

Label Occurrences
Rule 144 canonical 1
Rule 144 resale safe harbor 1

How this entity was disambiguated

Statements (49)

Predicate Object
instanceOf SEC rule
U.S. securities regulation
administeredBy Securities and Exchange Commission
surface form: U.S. Securities and Exchange Commission
affects liquidity of privately placed securities
amendedBy SEC rulemaking in 2007–2008 to shorten holding periods
appliesTo affiliates of an issuer
non-affiliates of an issuer
resales in the public markets
securities issued by non-reporting companies
securities issued by reporting companies
citation 17 C.F.R. § 230.144
clarifies when resale of restricted securities is not a distribution
codifiedIn U.S. Securities Act of 1933
surface form: Securities Act of 1933 regulations
currentPublicInformationRequirement issuer must have information publicly available
defines conditions under which a seller is not deemed an underwriter
control securities
restricted securities
doesNotApplyTo registered public offerings
effectiveDateOfMajorAmendments February 15, 2008
exempts non-affiliates from volume limits after applicable holding period and other conditions are met
holdingPeriodForNonReportingIssuers one year for restricted securities
holdingPeriodForReportingIssuers six months for restricted securities held by non-affiliates
includesCondition current public information requirement
holding period requirement
manner of sale requirement
notice of sale requirement
trading volume limitation
interactsWith Regulation D private offerings
Rule 144A for resales to qualified institutional buyers
jurisdiction United States of America
surface form: United States
legalBasis U.S. Securities Act of 1933
surface form: Securities Act of 1933
limits the amount of securities affiliates may sell during any three-month period
mannerOfSaleRequirement brokers’ transactions for equity securities of affiliates
objective to facilitate capital formation while protecting investors
primaryPurpose to provide objective standards for resales of restricted and control securities
to reduce uncertainty about when a person is an underwriter
provides safe harbor for certain resales of restricted and control securities
regulates public resale of control securities
public resale of restricted securities
relatedTo Section 2(a)(11) of the Securities Act of 1933
requires Form 144 filing for certain sales by affiliates
aggregation of sales for volume limitation calculations
minimum holding period for restricted securities
safeHarborFor resales that might otherwise be considered distributions
safeHarborStatus non-exclusive
usedBy insiders seeking to sell control securities
investors holding restricted stock certificates
volumeLimitationBasis 1 percent of the outstanding shares of the same class
average weekly trading volume during the four weeks preceding the filing of Form 144

How these facts were elicited

Referenced by (2)

Full triples — surface form annotated when it differs from this entity's canonical label.

Rule 144A relatedTo Rule 144
Section 4(a)(2) of the Securities Act of 1933 distinguishedFrom Rule 144
this entity surface form: Rule 144 resale safe harbor