The staff of the SEC’s Division of Corporation Finance states that the Division is aware of logistical difficulties of submitting Forms 144 in paper given the ongoing impact of the COVID-19 pandemic. Given ongoing health and safety concerns related to COVID-19, the staff will not recommend enforcement action if Forms 144 filed in paper under Rules 101(b)(4) or 101(c)(6) of Regulation S-T are submitted via email in lieu of mailing or delivering the paper form to the SEC if the filer or submitter attaches a complete Form 144 as a PDF attachment to an email sent to
PaperForms144@SEC.gov.
In addition, if the filer or submitter is unable to provide a manual signature on the Form 144 submitted by email, the staff will not recommend enforcement action if the filer or submitter provides a typed form of signature in lieu of the manual signature and:
- the signatory retains a manually signed signature page or other document authenticating, acknowledging, or otherwise adopting his or her signature that appears in typed form within the electronic submission
- the document indicates the date and time when the signature was executed
- that document is provided as practicable upon request by the Division or other SEC staff
- the filer or submitter (with the exception of natural persons) establishes and maintains policies and procedures governingthis process.
This staff statement is temporary and covers filers who submit Forms 144 until the staff provides public notice that it is no longer will be in effect. Such notice will be published at least two weeks before the announced termination date. Filers and submitters may continue to submit Forms 144 to the SEC mailroom. Be advised that there may be delays in the processing of such documents. The staff also reminds all signatories of the penalties for false and misleading statements.
Sources:
Division of Corporation Finance Statement Regarding Requirements for Form 144 Paper Filings in Light of COVID-19 Concerns (www.sec.gov)
