Timely periodic disclosure requirements for prior 12 months Non-reporting: 15c2-11 gives partial list of info (not on exam) Less than 6 months 6 months to 1 year 1 year + Non-Affiliate and No resales Resales allowed but No restrictions on Reporting Issuer 144(d)(1)(i) 144(c) info applies resales 144(d)(1)(i) Non-Affiliate and No Resales No Resales No restrictions on Non-Reporting Issuer 144(d)(1)(ii) 144(d)(1)(ii) resales Affiliate and No Resales of Resales allowed but Resales allowed but Reporting Issuer restricted securities must comply with all must comply with all 144(d)(1)(i) 144 req’ts – volume, 144 req’ts– volume, info, broker’s info, broker’s Resales of transaction, notice transaction, notice unrestricted securities allowed but must comply with all 144 req’ts – volume, info, broker’s transaction, notice Affiliate and No Resales of No Resales of Resales allowed but Issuer restricted securities restricted securities must comply with all 144(d)(1)(i) 144(d)(1)(i) 144 req’ts– volume, info, broker’s Resales of Resales of transaction, notice unrestricted unrestricted securities allowed but securities allowed but must comply with all must comply with all 144 req’ts– volume, 144 req’ts– volume, info, broker’s info, broker’s transaction, notice transaction, notice 144(e) Volume Limit Limit on affiliate resales for a three-month period is the greatest of: 1% of the outstanding shares or units of the same class of securities average weekly reported trading volume of the same class of securities during 4 calendar weeks preceding the filing of notice of the sale with SEC
Timely periodic disclosure requirements for prior 12 months Non-reporting: 15c2-11 gives partial list of info (not on exam) Less than 6 months 6 months to 1 year 1 year + Non-Affiliate and Reporting Issuer No resales 144(d)(1)(i) Resales allowed but 144(c) info applies 144(d)(1)(i) No restrictions on resales Non-Affiliate and Non-Reporting Issuer No Resales 144(d)(1)(ii) No Resales 144(d)(1)(ii) No restrictions on resales Affiliate and Reporting Issuer No Resales of restricted securities 144(d)(1)(i) Resales of unrestricted securities allowed but must comply with all 144 req’ts – volume, info, broker’s transaction, notice Resales allowed but must comply with all 144 req’ts – volume, info, broker’s transaction, notice Resales allowed but must comply with all 144 req’ts– volume, info, broker’s transaction, notice Affiliate and Issuer No Resales of restricted securities 144(d)(1)(i) Resales of unrestricted securities allowed but must comply with all 144 req’ts– volume, info, broker’s transaction, notice No Resales of restricted securities 144(d)(1)(i) Resales of unrestricted securities allowed but must comply with all 144 req’ts– volume, info, broker’s transaction, notice Resales allowed but must comply with all 144 req’ts– volume, info, broker’s transaction, notice 144(e) Volume Limit Limit on affiliate resales for a three-month period is the greatest of: 1% of the outstanding shares or units of the same class of securities average weekly reported trading volume of the same class of securities during 4 calendar weeks preceding the filing of notice of the sale with SEC
SurveyofSecurities_Choi_2016.docx