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.
Does Rule 144 apply to non affiliates?
A non-affiliate is not required to comply with the manner of sale requirement, volume limitation or Form 144 filing obligation of Rule 144 in connection with the sale of restricted stock. Those requirements apply only to sales by affiliates.
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 ...
What is the difference between Rule 144 and 144A?
Rule 144A, which limits resales only to QIBs, and Rule 144A is only available in respect of certain securities. Rule 144, pursuant to which resales can only be made in compliance with the holding period, volume and manner of sale requirements.