The staff of the Division of Corporation Finance is aware of logistical difficulties of submitting Forms 144 in paper given the spread of coronavirus disease 2019 (COVID-19). In light of ongoing health and safety concerns related to COVID-19, the staff is providing the following statement to those affected by COVID-19 regarding Forms 144. This staff statement is temporary and covers those who submit Forms 144 until the staff provides public notice that it no longer will be in effect; that notice will be published at least two weeks before the announced termination date.[1]

Division of Corporation Finance staff will not recommend enforcement action to the Commission 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.

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 to the Commission 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 and provides such document, as promptly as practicable, upon request by Division or other Commission staff;
• such document indicates the date and time when the signature was executed; and
• the filer or submitter (with the exception of natural persons) establishes and maintains policies and procedures governing this process.

Filers and submitters may continue to submit Forms 144 to the SEC mailroom. There may, however, be delays in the processing of such documents.

We remind all signatories of the penalties for false and misleading statements under, among other things, 15 U.S.C. 78ff(a).