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Rule 144 affiliate


Rule 144 allows persons who hold restricted stock and affiliates to sell or transfer their shares without having to comply with the registration or prospectus delivery requirements of the Securities Act of 1933.

What is an affiliate under Rule 144?

Rule 144 at (a)(1) defines an affiliate of an issuing company as a person that directly, or indirectly through one or more intermediaries, controls, or is controlled by, or is under common control with, such issuer.

What is an affiliate under SEC rules?

1. The term affiliate is defined in Rule 405 promulgated under the Securities Act of 1933 as a person that directly, or indirectly through one or more intermediaries, controls or is controlled by, or is under common control with, the person specified.

What are the volume limitations imposed on an affiliate under Rule 144?

If you are an affiliate, the number of equity securities you may sell during any three-month period cannot exceed the greater of 1% of the outstanding shares of the same class being sold, or if the class is listed on a stock exchange, the greater of 1% or the average reported weekly trading volume during the four weeks ...

Who does SEC Rule 144 apply to?

Rule 144 applies to the sale into the public securities market of restricted stock by anyone and of unrestricted stock sold by a controlling person (affiliate) of an issuing company. Sales into the public market involve a brokerage firm and are not face-to-face sales negotiated between a seller and a buyer.