Resales of Securities Under Rule 144

This lesson is an introduction to the Rule 144 safe harbor exemption for resales of securities. It discusses the basic conditions under which both affiliates and non-affiliates may resell securities without Securities Act registration. Before working through this lesson, students should have a basic understanding of the registration requirement of the Securities Act of 1933 and the restrictions in section 5 of that Act. The lesson provides links to the relevant regulatory provisions, but you might find it helpful to have your own copy of Rule 144.

Learning Outcomes

On completion of the lesson, the student will be able to:

1. Apply the main requirements of Rule 144 to determine whether a sale fits within the Rule 144 exemption.
2. List the requirements to use Rule 144.
3. Define the term "affiliate."
4. Explain when a holding period applies to sales.
5. Explain when there is a limit on the amount of securities that can be sold.
6. List the three types of transactions under which securities must be sold.
7. Describe when a seller must file a notice of sale.