Month: April 2023

The SEC states that, “An affiliate is a person, such as an executive officer, a director or large shareholder, in a relationship of control with the issuer. Control means the power to direct the management and policies of the company in question, whether through the ownership of voting securities, by contract, or otherwise. If you buy securities from a controlling person or ‘affiliate,’ you take restricted securities, even if they were not restricted in the affiliate’s hands.”

Further information can be found in this SEC article: Rule 144: Selling Restricted and Control Securities.

This Form must be filed with the SEC by an affiliate of the issuer as a notice of the proposed sale of securities in reliance on Rule 144, when the amount to be sold under Rule 144 by the affiliate during any three-month period exceeds 5,000 shares or units or has an aggregate sales price in excess of $50,000. A person filing a Form 144 must have a bona fide intention to sell the securities referred to in the Form within a reasonable time after the filing of the Form.

Beginning April 13, 2023, all Forms reporting the sale of securities of reporting companies must be filed electronically on the SEC’s EDGAR database.