On February 21st, the SEC announced that it is adopting an amendment to Regulation S-T to extend the filing deadline for Form 144. The SEC is also adopting technical amendments to improve the consistency of recently updated provisions related to the filing format of Form 144.
Regulation S-T Amendment
The update to Regulation S-T extends the filing deadline for Form 144 from 5:30 p.m. to 10:00 p.m. ET on SEC business days. Under current Rule 13(a)(2) of Regulation S-T (with certain exceptions), a Form 144 filing that meets specified conditions and is submitted by direct transmission is considered filed on the same business day if filed no later than 5:30 p.m. Those filed after 5:30 p.m. are considered filed the next business day.
The technical amendments are designed to improve the consistency of recently updated provisions related to the filing format of Form 144. On June 2, 2022, the SEC adopted rule and form amendments to require the electronic filing on EDGAR of Form 144 (reporting the sale of securities of issuers subject to the reporting requirements of section 13 or 15(d) of the Exchange Act). Compliance with the electronic filing requirement begins April 13, 2023.