---
title: "Test an issuer repurchase against the Rule 10b-18 conditions"
url: "https://ailawframework.com/practice/capital-markets-and-securities-ecm-dcm-and-disclosure/prepare-the-on-market-buy-back-timetable-against-the-10-12-limit/united-states"
type: "task_jurisdiction_version"
site: "AI Law Framework"
id: "A4-MO20261022-1-US"
practice_area: "Capital Markets & Securities — ECM/DCM and Disclosure"
tier: "yellow"
lawyer_review: "required"
jurisdictions: ["US"]
last_reviewed: "2026-10-22"
---

# Test an issuer repurchase against the Rule 10b-18 conditions

> For each purchase the lawyer identifies, the tool lists the broker or dealer, the time, the price, and the day's volume against 25 percent of ADTV.…

Canonical page: https://ailawframework.com/practice/capital-markets-and-securities-ecm-dcm-and-disclosure/prepare-the-on-market-buy-back-timetable-against-the-10-12-limit/united-states  
Last reviewed: 2026-10-22

Site index for agents: https://ailawframework.com/llms.txt

## Key facts

| Fact | Value |
| --- | --- |
| Practice area | [Capital Markets & Securities — ECM/DCM and Disclosure](https://ailawframework.com/practice/capital-markets-and-securities-ecm-dcm-and-disclosure.md) |
| Human involvement | Yellow: Lawyer and AI draft together |
| How AI is used | For each purchase the lawyer identifies, the tool lists the broker or dealer, the time, the price, and the day's volume against 25 percent of ADTV. ADTV is the average daily trading volume during the four calendar weeks preceding the week of the purchase. It records a once-a-week block only as a block the lawyer tests under paragraph (a)(5). It does not decide that the safe harbor applies. |
| What the lawyer must review | Rule 10b-18, 17 CFR § 240.10b-18, and Item 703, 17 CFR § 229.703. Rule 10b-18(b) provides that Rule 10b-18 purchases are not deemed to violate section 9(a)(2) or 10(b) of the Exchange Act, or Rule 10b-5, solely by reason of the time, price, or amount of the purchases, or the number of brokers or dealers, if the issuer or affiliated purchaser effects them according to each condition in the paragraph. Purchases must be effected from or through only one broker or dealer on any single day, except for purchases not solicited by or for the issuer or its affiliated purchasers, except that the issuer and all affiliated purchasers must use the same broker when more than one of them purchases on a day, and except that a broker-dealer that is not an ECN or other ATS may access ECN or ATS liquidity. Purchases must not be the opening regular-way purchase reported in the consolidated system. For a security with an ADTV value of $1 million or more and a public float value of $150 million or more, they must not be effected during the 10 minutes before the scheduled close of the primary trading session in the principal market and during the 10 minutes before the scheduled close in the market where the purchase is effected. For all other securities that period is 30 minutes. Purchases may be effected after the close of the primary session until consolidated last-sale reporting ends, at a price that does not exceed the lower of the closing price of the primary session in the principal market and any lower bids or sale prices subsequently reported in the consolidated system, if the other conditions are met, and that purchase must not be the opening transaction of the next session. The price must not exceed the highest independent bid or the last independent transaction price, whichever is higher, quoted or reported in the consolidated system. Paragraphs (b)(3)(ii) and (iii) state the price test where the security is not quoted in the consolidated system, and where neither of those markets applies. Volume by the issuer and affiliated purchasers on a day must not exceed 25 percent of ADTV. Once each week, one block purchase may be effected in lieu of that day's 25 percent limit if no other Rule 10b-18 purchases are effected that day and the block is not included in the four-week ADTV. Paragraph (d) provides that no presumption of a violation arises if the purchases do not meet paragraph (b) or (c). Preliminary note 2 requires reporting issuers to report repurchasing activity under Item 703 whether or not the purchases meet the rule. The lawyer decides whether the safe harbor applies. |
| Written for | United States |
| Applies to | [Prepare the on-market buy-back timetable against the 10/12 limit](https://ailawframework.com/practice/capital-markets-and-securities-ecm-dcm-and-disclosure/prepare-the-on-market-buy-back-timetable-against-the-10-12-limit.md) |

## Checking plan

- What the AI does: For each purchase the lawyer identifies, the tool lists the broker or dealer, the time, the price, and the day's volume against 25 percent of ADTV. ADTV is the average daily trading volume during the four calendar weeks preceding the week of the purchase. It records a once-a-week block only as a block the lawyer tests under paragraph (a)(5). It does not decide that the safe harbor applies.
- Basis: Checked against the linked sources on 22 October 2026. Confirm the current instrument before reliance.

## Notes

- The block is defined in paragraph (a)(5). The tool does not restate that definition. The lawyer applies it.
- Paragraph (c) modifies the time and volume conditions for the session after a market-wide trading suspension, including a volume limit of 100 percent of ADTV. The lawyer applies paragraph (c) in that setting.
- Item 703 remains a disclosure duty. Meeting or missing the safe harbor does not decide the table.

## Sources

- [17 CFR § 240.10b-18, Purchases of certain equity securities by the issuer and others](https://www.law.cornell.edu/cfr/text/17/240.10b-18) (checked 2026-10-22)
- [17 CFR § 229.703, Item 703, Purchases of equity securities by the issuer and affiliated purchasers](https://www.law.cornell.edu/cfr/text/17/229.703) (checked 2026-10-22)

*Practice guidance for planning and review. Confirm current primary sources and the requirements of the actual matter. This is general information, not legal advice.*