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Series 79: Underwriting & New Financing
Series 79 practice questionmediumRule 144

An affiliate of a public company wants to sell shares under Rule 144. The volume limitation restricts sales to the greater of what two measures during any three-month period?

  1. A1% of the outstanding shares or the average weekly trading volume during the four preceding calendar weeks✓ Correct answer
  2. B5% of the outstanding shares or the average monthly trading volume
  3. C10% of the outstanding shares or the average daily trading volume during the preceding year
  4. D1% of the outstanding shares or the total trading volume during the preceding 30 days
Explanation

Why A1% of the outstanding shares or the average weekly trading volume during the four preceding calendar weeks

Rule 144(e) limits affiliate sales to the greater of 1% of the outstanding shares of the class being sold, or the average weekly reported trading volume during the four calendar weeks preceding the filing of Form 144. This volume limitation applies during any three-month period and is designed to prevent affiliates from flooding the market with shares that could depress the price. Non-affiliates who have held restricted securities for more than one year are not subject to volume limitations.

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