The Tracy Firm, Ltd. works with shareholders, brokers, corporate issuers and market makers, helping make the most of Rule 144 that allows for the public resale of controlled and restricted securities contingent on some conditions. Call us at 1.888.978.9901or contact us online nd get one day turnaround for all Rule 144 opinion letters.

Rule 144 of the Securities Act of 1933, as amended provides a safe harbor for certain public resales of securities, if certain conditions are met.  Rule 144 applies to unregistered shares acquired directly from an issuer, (“restricted securities”), and unrestricted shares held by an affiliate of the issuer (“control securities”).  Under some circumstances, persons who rely on Rule 144 must file a “Notice of Sale” on Form 144 with the Securities and Exchange Commission (the “SEC”).

We work with shareholders, brokers, corporate issuers and market makers, helping make the most of Rule 144 that allows for the public resale of controlled and restricted securities contingent on some conditions. Our attorneys are here to help you make sure that you meet these conditions. Get in touch with to better plan and execute the sale of restricted or controlled securities.

Are you an executive who is planning to sell restricted or control stock? Under the United States Securities Laws, shares of stock will have to be registered with the Securities and Exchange Commission prior to the selling of such stock in the open marketplace. Rule 144, however, is an exception to this requirement.

Rule 144 allows for the public resale of control securities and restricted securities when a set of conditions are met. If you need to sell your restricted or control securities, we encourage you to speak with The Tracy Firm, Ltd.today.

Selling Restricted or Control Stock Under Rule 144

Control securities are held by an executive of an issuing company and restricted securities are those which are obtained in unregistered and private sales or from an affiliate of the issuer. If you want to sell your restrictive or control securities, you will need to meet the conditions that are set forth in Rule 144.

Following are the conditions of Rule 144:

  • Completion of the holding period – You must hold the restricted securities for a certain period of time depending on the company that issued the securities.
  • Adequate amount of information on the issuing company – There will need to be a sufficient amount of information regarding the issuing company available before the sale can be completed.
  • Trading volume formula compliance – The formula determines what percentage of the share will be sold in a given period of time.
  • Ordinary brokerage transaction usage – The sales must be handled as a routine trading transaction in all aspects.
  • Filing a notice of proposed sale – The affiliate will need to submit a notice with the SEC and will need to complete the sale within three months.

Contact The Tracy Firm, Ltd.

As an executive or director within a company, you may face a Rule 144 matter that will need the close attention of a dedicated lawyer from The Tracy Firm. We offer total representation to help you handle your securities needs. We have provided high-quality representation to issuers and shareholders in various aspects of securities law. We offer one day turnaround for all Rule 144 opinion letters. In addition, we can seek out solutions to complex restricted stock situations. Do not hesitate to call us at 1.888.978.9901 or contact us onlin

 

PROGRESSIVE. PROVEN. TRUSTWORTHY.

Adam S. Tracy, J.D., M.B.A.

[adam] has a strong background in all facets of commercial law and extensive experience in litigating complex commercial disputes, and is able and willing to help. He is also a well-versed legal scholar in the United States copyright law. A former competitive rugby player and serial entrepreneur, Adam Tracy has a wealth of experience on both sides of the table. He has advised many companies with regards to legal issues, law compliance and capital markets matters.

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