What is an SEC Form 144?

The short answer

Form 144 is a notice that a company insider plans to sell shares. It is filed when the sell order is placed, so it announces a planned sale and does not prove that the sale took place.

Official source: SEC Form 144.

Who has to file one

Insiders and large holders, called affiliates, who sell restricted or control shares under Rule 144. A notice is required when the sale is more than 5,000 shares or more than $50,000 in any three-month period.

When it is filed

At the same time as the sell order is given to the broker. That is why it comes before the sale, unlike a Form 4, which comes after. Since April 2023 it is filed electronically on EDGAR, so it can be read the same day.

What it shows

The seller, their relationship to the company and the company's name
How many shares are to be sold and their approximate market value
The approximate date of the sale and the broker
What the person has already sold in the past three months

How to read it

A planned sale may be completed in parts, later than stated, or not at all. When it is completed, the sale shows up in a Form 4 within two business days. The Form 144 is the early warning and the Form 4 is the result.

Many planned sales follow a trading plan set up long before, so they say little about what the seller thinks today.

What OQRO does with it

OQRO shows these as planned sales, kept apart from completed sales so the two are never mixed up, and links each one to the notice on sec.gov.

A real example

Two Form 144 notices filed on 30 September 2026, one with a Rule 10b5-1 plan date and one without.

Cognizant Technology Solutions: notice by Alina Kerdman, an officer, to sell 139 shares of common stock, aggregate market value 7,900.76, approximate sale date 30 September 2026, through Morgan Stanley Smith Barney. The shares were acquired on 1 July 2026 as restricted stock units. The form lists three sales in the past three months (134, 144 and 137 shares) and a plan adoption date of 19 August 2025.
Kestra Medical Technologies: notice by Raymond W. Cohen, an officer, to sell 3,330 shares, aggregate market value 97,503.90, approximate sale date 30 September 2026, through Merrill Lynch. The shares were acquired on 4 September 2026 by RSU vesting. The form lists no sales in the past three months and no plan adoption date.

A Form 144 is a notice that a sale is about to happen, with a market value as of a date shortly before the filing. It carries the facts a Form 4 later confirms (shares, date, seller) plus two that a Form 4 does not: the broker and how the shares were acquired.

The record: Cognizant Form 144, accession 0001950047-26-009888 (opened October 8, 2026)
The record: Kestra Medical Technologies Form 144, accession 0001964306-26-000458 (opened October 8, 2026)

Common mistakes

Reading a Form 144 as a completed sale. The form is a notice, filed when the sell order is placed, and it gives an approximate date of sale. The completed sale is reported on Form 4.
Treating the aggregate market value as proceeds. The form defines it as the value of the securities to be sold as of a date within 10 days before the filing.
Expecting every sale to have one. Rule 144 requires the notice when sales in any three months exceed 5,000 shares or $50,000 in aggregate sale price; smaller sales may not need it.
Reading a blank plan field as a statement. Where the form asks for a plan adoption date, a filer who is not relying on Rule 10b5-1 leaves it empty, as the Kestra notice does.

See it on OQRO

From the blog

Sources

Related guides

This explains a public filing in plain words. It is not legal or investment advice.