Statement on the Final Rule on Extending Form 144 EDGAR Filing Hours

Nobody likes a last-minute rush during the filing season, especially if you’re wrapping up the order on the sale of your stocks on the same day you must file Form 144. To make the filing less burdensome, the Securities and Exchange Commission (SEC) recently announced a Final Rule that extends the EDGAR filing hours for Form 144 filings – in response to this Rule that extends the deadlines from 5:30 p.m. to 10:00 p.m. ET, the SEC issued a Statement on the Final Rule on Extending Form 144 EDGAR Filing Hours. The statement predominantly underlinesĀ  the importance of the Rule and provides guidance on how it will affect the securities industry.

Form 144 is used by holders of restricted and controlled securities to sell those securities in compliance with the SEC’s Rule 144. Rule 144 regulates the resale of securities by imposing certain conditions on the sale. These conditions include the holding period and volume limitations, which restrict the number of securities that can be sold within a specific time frame. Form 144 is filed with the SEC to notify them of a planned sale of restricted or controlled securities.

Before the Final Rule, all Form 144 filings were only accepted during regular business hours, typically from 9:30 a.m. to 5:30 p.m. EST. This posed a problem for companies and individuals who needed to file Form 144 outside of these hours. This Rule is expected to ease the filers of the burden & stress of filing before 5:30 p.m.

The Final Rule extends the EDGAR filing hours for Form 144 filings to allow them to be submitted 24 hours a day, seven days a week, providing greater flexibility and convenience to any company that needs to file Form 144 outside of regular business hours or if they have to file the Form the same day they place an order to sell their stock. The Rule eases the burden off of sellers (and their brokers, counsels, and other professionals). With the amendment, Form 144, Forms 3, 4, and 5, Schedule 14N, and registration statements filed according to Rule 462(b) under the Securities Act of 1933 will be the only forms with a deadline that extends to 10:00 p.m. Eastern Time.

The SEC’s statement emphasizes that the Final Rule is essential to modernizing the securities regulatory framework. The SEC recognizes that technological advancements have made conducting business outside of traditional business hours possible, and this Rule reflects that reality. By extending the filing hours for Form 144, the SEC is adapting to the changing needs of the securities industry and making it easier for companies and individuals who don’t strictly conform to a 9-5 work day to comply with its regulations.

The SEC’s statement also clarifies that the new filing hours will not affect the substance of the Form’s filing requirements. Filers must still provide all of the required information and comply with the stipulations of Rule 144. The only difference is that they can file the Form outside regular business hours.

Second, the SEC acknowledges that the new filing hours may result in some changes to business practices for companies and individuals. For example, companies may need to adjust their internal policies and procedures to account for the new filing hours. Additionally, individuals may need to know the new filing hours when planning their transactions. The SEC encourages companies and individuals to plan accordingly and to contact its staff with any questions or concerns.

The SEC’s statement highlights the Final Rule’s benefits for both filers and the SEC. By extending the filing hours for Form 144, filers will have greater flexibility and convenience in submitting their filings. This will reduce the burden on filers and increase compliance with Rule 144. Additionally, the SEC will benefit from increased efficiency and improved data quality accompanying extended deadlines. The extended filing hours will also allow the SEC to process filings more quickly and accurately, enhancing its oversight and enforcement efforts.

The Final Rule is a positive step toward greater flexibility, convenience, and compliance in the securities industry. DataTracks’ Fully Managed services allow for seamless regulatory filing with the SEC, catering to end-to-end filing necessities. All you need to do is provide DataTracks with your financials, which will be formatted and tagged to suit the requirements of the compliance guidelines. There are no hidden charges. Additionally, DataTracks’ assistance isn’t affected by peak filing months or the weekends.

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