TheCorporateCounsel.net

February 17, 2023

Rule 144: Deadline for Electronic Form 144 Filings is Approaching

This recent Locke Lord blog provides a reminder that, effective April 13th, Form 144 filings will have to be made electronically. The blog highlights the fact that for some insiders, changes in traditional filing procedures are going to be necessary:

Currently, Form 144 is typically filed by mailing a paper form on or before the date a sale order is entered, often with the assistance of the seller’s broker. While some brokers are gearing up to assist with electronic Form 144 filings by soliciting consents and obtaining the necessary EDGAR filing codes from their public company officer and director clients, we understand that other brokers will no longer file on behalf of officers and directors.

For public companies that file their officers’ and directors’ Section 16 reports, the transition to electronic filing of Form 144 is likely to lead to officers and directors requesting that they file Form 144 or requesting they provide the individual EDGAR codes (CIK# and CCC#) necessary for brokers to make the electronic filing.

The blog says that for officers and directors who file their own Section 16 reports, the shift to electronic filing of Form 144 is likely to be fairly simple. The SEC has provided guidance and support and the EDGAR filing codes are the same ones that these insiders have used for their Section 16 reports.

John Jenkins