Statute
Rule 144
30 published works
Free Writings + Perspectives
New CFIs on Instruction 4 to Item 2.01 of Form 8-K (and Some Clean-up Changes)
By Liz Walsh
On October 21, 2026, the Staff of the Securities and Exchange Commission’s Division of Corporation Finance published a handful of new Corporation Finance Interpretations, or CFIs, as well as revised…
Ascend With Winstead
A Roadmap for Rule 144
What is Rule 144? The Securities Act of 1933, as amended (the “Securities Act”) requires all offers and sales of securities to be registered unless there is an applicable exemption.…
The CLS Blue Sky Blog
Shadow SEC Statement No. 15: Regulation Crypto
By Renholding
On September 15, the Clarity Act failed to secure a cloture vote in the U.S. Senate, with four Republicans and all 47 Democrats voting against considering the bill at this…
Capital Markets
Electronic Form 144 Filings: Reminder of April 13th Deadline
By Rob Evans
As April 13th approaches, in-house counsel at public companies should prepare for the electronic Form 144 filing requirement beginning on that date. Form 144 is the filing that officers and…
Regulatory Oversight
SEC Announces 2022 Regulatory Agenda
By Jay Dubow, Tim Bado, Thomas Cordova
On June 22, the Office of Information and Regulatory Affairs (OIRA) released the Spring 2022 Unified Agenda of Regulatory and Deregulatory Actions. OIRA is the government's central authority to review…
California Corporate & Securities Law Blog
What Does Rule 144 Have To Do With Dissenters Rights?
Shares that otherwise meet California's definition of "dissenting shares" are not dissenting shares if immediately before the reorganization or short-form merger, they are listed on any national securities exchange certified…
Corporate & Financial Weekly Digest
SEC Proposes Rule 144 Tacking Amendments
By Brian Hecht, Mark J. Reyes, Mark D. Wood
On December 22, 2020, the Securities and Exchange Commission voted to propose amendments to Rule 144 under the Securities Act of 1933 (the Securities Act) relating to tacking of holding…
SEC Actions
Another Manipulation Tied to COVID-19
Pump-and-dump schemes taking advantage of unsuspecting investors have long been a Commission staple. Over the years the agency has brought an almost continuous stream of these cases, all with a…
Corporate and Securities Law
SEC Provides Limited Relief for Paper Filings of Form 144
Securities Law Exchange
How to Avoid Running a PIPE into Section 5 Problems: A Recent SEC Comment Letter Example
An SEC comment letter exchange recently made public serves as a helpful reminder to consider Section 5 of the Securities Act when structuring a PIPE (private investments in public equity)…