12 CFR § 192.505 - Restrictions on the trading of shares by directors, officers, and associates.
---
identifier: "/us/cfr/t12/s192.505"
source: "ecfr"
legal_status: "authoritative_unofficial"
title: "12 CFR § 192.505 - Restrictions on the trading of shares by directors, officers, and associates."
title_number: 12
title_name: "Banks and Banking"
section_number: "192.505"
section_name: "Restrictions on the trading of shares by directors, officers, and associates."
chapter_name: "COMPTROLLER OF THE CURRENCY, DEPARTMENT OF THE TREASURY"
part_number: "192"
part_name: "CONVERSIONS FROM MUTUAL TO STOCK FORM"
positive_law: false
currency: "2026-04-05"
last_updated: "2026-04-05"
format_version: "1.1.0"
generator: "[email protected]"
authority: "12 U.S.C. 1462a, 1463, 1464, 1467a, 2901 5412(b)(2)(B); 15 U.S.C. 78c, 78, 78m, 78n, 78w."
regulatory_source: "85 FR 42643, July 14, 2020, unless otherwise noted."
cfr_part: "192"
---
# 192.505 Restrictions on the trading of shares by directors, officers, and associates.
(a) *Sales restriction.* Directors and officers who purchase conversion shares may not sell the shares for one year after the date of purchase, except that in the event of the death of the officer or director, the successor in interest may sell the shares.
(b) *Notice of sales restriction on stock certificate.* The savings association must include notice of the restriction described in paragraph (a) of this section on each certificate of stock that a director or officer purchases during the conversion or receives in connection with a stock dividend, stock split, or otherwise with respect to such restricted shares.
(c) *Stock purchase restrictions.* For three years after the conversion, the savings association's officers, directors, and their associates may purchase the savings association's stock only from a broker or dealer registered with the Securities and Exchange Commission. However, the savings association's officers, directors, and their associates may engage in a negotiated transaction involving more than one percent of the savings association's outstanding stock, and may purchase stock through any of the savings association's management or employee stock benefit plans.
(d) *Communication of restrictions with transfer agent.* The savings association must instruct its stock transfer agent about the transfer restrictions in this section.