Rule 144

Securities and Exchange Commission (SEC) Rule 144 governs the resale of securities acquired in a private placement or held by an affiliate of the issuer. The Securities and Exchange Commission (SEC) originally adopted Rule 144 in 1972 to regulate the sale of securities that are acquired in a non-public transaction (restricted stock) or are held by an affiliate of the issuer (control stock). The SEC adopted the rule as a safe harbor for the resale of these securities.

Provided its conditions are met, Rule 144 allows persons who hold restricted stock and affiliates to sell or transfer their shares without having to comply with the registration or prospectus delivery requirements of the Securities Act of 1933. The conditions of Rule 144 vary for affiliates and non-affiliates.

Baird has a dedicated and experienced team of Rule 144 specialists to help you with your sale of restricted or control stock under SEC Rule 144. A Rule 144 sale must meet a series of conditions, including filing documentation with the SEC and compliance with regulations that address how, when and how much restricted or control stock may be sold. Failure to comply with Rule 144 can lead to sanctions by the SEC as well as civil liability. Baird’s Rule 144 specialists recognize the importance of strict compliance with Securities and Exchange Commission Rule 144 and have established procedures to handle these transactions properly.