What is SEC Form 144?
SEC Form 144 is a mandatory filing for individuals or entities intending to sell restricted or control securities that exceed 5,000 shares or $50,000 in total sales price within a three-month period. Restricted securities typically arise from private sales, while control securities belong to affiliates such as directors or major shareholders. The purpose of this filing is to notify the SEC and the public about these transactions.
Form 144 must be electronically filed with the SEC via its EDGAR system in XML format. Previously, it was allowed to be filed on paper or by email. Securities must be held for at least six consecutive months before they can be sold, though this holding period may include the initial purchase date for any gifted securities.
If the sales of restricted or control securities exceed 5,000 shares or a total sale price of more than $50,000 within a three-month period, an additional Form 144 must be filed for further sales. Filers are also limited to selling no more than 1% of the total number of outstanding securities during this period.
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