Division of Corporation Finance

Outdated or Superseded Compliance and Disclosure Interpretations

The following interpretations originally appeared in the Division's Compliance and Disclosure Interpretations, but were removed when they became outdated or superseded. The first bracketed date following each interpretation was the last date of its publication or revision. The second bracketed date following each interpretation is the date on which it was moved to Archives.

Exchange Act Section 16 and Related Rules and Forms

Question 133.08

Question: Where a transaction is executed in increments at different prices on the same day, or a series of transactions are executed at different prices on the same day, must the number of securities transacted at each price be reported in Column 4 of Form 4 or Form 5?

Answer: Yes. The number of securities transacted at each price on the same day must be reported in Column 4. It is not acceptable to report the aggregate number of securities and a weighted average price. For example, a sale of 500 shares is executed with 150 shares sold at $10.00 per share, 220 shares sold at $10.25 per share, and 130 shares sold at $10.15 per share. The Form 4 must report the number of securities sold at each price. In addition, securities that are sold at the same price on different days may not be aggregated. [May 23, 2007] [Added to Archives June 26, 2008]