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Print PDF "New SEC Staff Guidance on Rule 144" by Scott Budlong, Selina Tay and Gianna Quach
February 26, 2009On January 26, 2009, the staff of the SEC's Division of Corporation Finance issued updated Compliance and Disclosure Interpretations ("C&DIs") relating to a variety of rules under the Securities Act of 1933. The C&DIs include interpretive guidance on Rule 144, as discussed in this memorandum. Among the topics addressed are: aggregation of sales for purposes of the Rule 144(e) volume limitations; circumstances in which tacking is permitted; calculation of holding periods; and the cessation of affiliate status.