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Restricted and Control Stock Opportunities

As an executive and key contributor to your company’s success, you may be awarded restricted or control stock to acknowledge your performance. These rewards carry certain limitations.

Our EFS team helps you comply with the myriad SEC rules governing restricted and control stock, as well as the conditions specified in your company’s applicable policies and procedures when making open-market sales.

To achieve this, our EFS professionals:

  • Perform SEC resale exemption due diligence
  • Assemble necessary documentation, such as broker and seller representation letters
  • File Rule 144 forms as needed
  • Facilitate compliance with Section 16 Officer filing requirements
  • Coordinate with a transfer agent (if the transaction involves restricted stock)

Control securities: Control securities are owned by individuals or entities that directly or indirectly control the management of the issuer (typically senior officers, directors and certain large shareholders, often referred to as affiliates). Keep in mind that it’s the security holder’s ability to control the company—and not how the stock was acquired—that determines whether the securities are control securities.

Restricted securities: Restricted securities may be acquired in an unregistered transaction, obtained from a company or an affiliate of the company in a private transaction or received as compensation. If you have restricted stock, there will usually be a corresponding legend stamped on the stock certificate or entered into the transfer agent’s records to indicate that the stock isn’t registered for public sale.

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Put Your Wealth to Work

If you find that your wealth is disproportionately weighted in company stock or the restrictions placed on the sale of your shares are limiting your personal financial growth, we offer strategic guidance and sophisticated strategies to help you gain greater access to your wealth.

We look forward to answering specific questions you may have about our Executive Financial Services platform. Please reach out to your Morgan Stanley Financial Advisor, who will be glad to walk you through the critical steps to access our specialized guidance and tailored solutions. You also can contact EFS directly at

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