Key takeaways

• The Fixing America’s Surface Transportation Act, or the “FAST” Act, adds a new exemption from SEC registration that is intended to better allow for resales of company-issued securities in the private market by both employees and control persons.
• The new Section 4(a)(7) exempts from registration a private resale of securities by persons other than an issuer or its subsidiary, provided that certain requirements are met related to the sale process.
• Section 4(a)(7) does not replace the existing “Section 4(a)(1½)” exemption.
• Securities acquired pursuant to a transaction exempt under Section 4(a)(7) will be “restricted securities” as defined in Rule 144 of the Securities Act.