ClearTrust, LLC

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Rule 144

Rule 144 of the Federal Securities Act of 1933 concerns restricted securities. Stock issued directly by an issuer or acquired
by an insider or control person is always restricted in nature unless there is an exemption, registration, or other safe harbor
that allows the stock to be free-trading. Rule 144 provides a way for shareholders to sell stock that is restricted, once
certain provisions are met.


Below is a chart drafted to summarize Rule 144 Eligibility.

Legend Removal Made Simple:
Click on any of the squares below to download a customized package of your required forms.
Caution: This chart assumes that the issuer has either never been a shell or, if so, has complied with Rule 144(i)(2).
 Affiliate or person selling on behalf of an affiliate Non-Affiliate
(and has not been an affiliate during the prior three months)
Restricted Securities of Reporting Issuers

During six-month holding period – no resales under Rule 144 permitted.

After six month holding period – may resell in accordance with all Rule 144 requirements including:

During six-month holding period – no resales under Rule 144 permitted.

After six month holding period but before one year – unlimited public resales under Rule 144 except that the current public information requirement still applies.

After one year holding period – unlimited public resales under Rule 144; need not comply with any other Rule 144 requirements.

Restricted Securities of Non-Reporting Issuer
During one-year holding period – no resales under Rule 144 permitted.

After one-year holding period – may resell in accordance with all Rule 144 requirements including:

During one-year holding period – no resales under Rule 144 permitted.

After one-year holding period – unlimited public resales under Rule 144; need not comply with any other Rule 144 requirements.



If you are eligible to release the legend from your shares under Rule 144, you have two options.

Option 1: Broker
You can submit your certificate(s) to your broker for 144 processing. In most cases, your broker will assist in gathering the required
documents, and then arrange for us to release the legend from your shares so that free-trading stock can be deposited directly into
your brokerage account. (Please note: Insiders must follow this option.)

Option 2: Direct
You can submit your certificate(s) to ClearTrust directly for legend removal if you are a non-insider/non-affiliate of the issuing company.
We will arrange for a free-trading stock certificate to be sent to the destination of your choice (usually your home, office, or broker).

Either way, we require the following documents:
  1. Original Stock Certificate(s)
  2. Representation Letter
  3. Legal Opinion
  4. Instruction/Delivery Letter
  5. Applicable Fees
  6. Form 144 (for insiders/affiliates ONLY)

LEGEND REMOVAL MADE SIMPLE:
In the Eligibility Chart above, click on the applicable "square" to download
the appropriate forms. Follow the instructions above and you're done.
It's that easy!


Need a legal opinion? Click here!

Want all the details? Check out the SEC's published information and the complete rule. Click here!

Have questions about your eligibility? Click here!