In its 2019 Concept Release on Harmonization of Securities Offerings, the US Securities and Exchange Commission (SEC) included a section requesting comment regarding resale exemptions, including Rule 144. While the SEC addressed a number of the key issues relating to the exempt offering framework that were first identified in the Concept Release in a rulemaking earlier this year, the SEC had not until recently addressed any of the resale exemptions. On December 22, 2020, the SEC proposed amendments to Rule 144 and Form 144 (the Proposing Release). In the Proposing Release, the SEC is proposing to amend Rule 144, Form 144, Form 4, Form 5 and Rule 101 of Regulation S-T.
In this Legal Update, we summarize the principal aspects of the proposed amendments.