Form 144

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Form 144 is a form that must be filed with the Securities and Exchange Commission when an executive officer, director, or affiliate of a company places an order to sell that company's stock under the parameters laid out in Rule 144.

Rule 144, promulgated under the Securities Act of 1933, is a safe harbor provision that allows holders of restricted securities to make sales of stock when certain conditions are met. The following conditions must be met for Rule 144's safe harbor to apply to a transaction:

  • A potential seller must satisfy the minimum one-year holding period.
  • The seller must file a Form 144 with the SEC (unless the transaction is very small, under $10,000 worth of shares).
  • There must be "current public information" available on the issuer.
  • The sales must be in arm's-length broker transactions, without prearranged or broker-solicited orders.
  • The seller must have a bona fide intention to sell the shares at the time he or she files the Form 144.


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