What Are The Exceptions to SEC Rule 144?

Some Examples of Exceptions to Rule 144

  1. Stock included in a Registration Statement is not subject to Rule 144 if sold exactly as described in the Issuer’s Prospectus.  If not sold exactly as specified then Rule 144 is applied.
  2. Stock purchased from an Issuer, which relied Rule 504, Regulation D is not subject to Rule 144 if it is resold by a Non-Affiliate or Non-Control Person.  (However, if the Issuer did not satisfy the exemption requirements of Rule 504 the stock would still be restricted  even if a legal opinion had been prepared, so this only applies if it was done properly.)

Discuss Rule 144 Exemptions With A Qualified Broker To Be Sure

When in doubt, discuss your stock with an experienced Broker.  Relying on so-called 144exemptions to avoid qualifying under Rule 144 only works when very specific requirements are met and it make sense to simply seek a Rule 144 legal opinion if there is any doubt.

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