Section 230-RICR-20-45-5.16 - Exemption of Long Term Profits Incident to Sales Within Six Months of the Exercise of an Option.A. To the extent specified in § 5.16(B) of this Part, the Commissioner hereby exempts as not comprehended within the purposes of R.I. Gen. Laws § 27-1-30 any transaction or transactions involving the purchase and sale, or sale and purchase, of any equity security where such purchase is pursuant to the exercise of an option or similar right either: 1. acquired more than six (6) months before its exercise, or 2. acquired pursuant to the terms of an employment contract entered into more than six (6) months before its exercise.B. In respect of transactions specified above in § 5.16(A) of this Part, the profits inuring to the issuer shall not exceed the difference between the proceeds of sale and the lowest market price of any security of the same class within six (6) months before or after the date of sale. Nothing in this rule shall be deemed to enlarge the amount of profit which would inure to such company in the absence of this rule.C. The Commissioner also hereby exempts as not comprehended within the purposes of R.I. Gen. Laws § 27-1-30, the disposition of a security, purchased in a transaction specified in § 5.16(A) of this Part above, pursuant to a plan or agreement for merger or consolidation, or reclassification of the issuer's securities, or for the exchange of its securities for the securities of another person which has acquired its assets, where the terms of such plan or agreement are binding upon all stockholders of the issuer except to the extent that dissenting stockholders may be entitled, under statutory provisions or provisions contained in the certificate of incorporation, to receive the appraised or fair value of the holdings.D. The exemptions provided by this rule shall not apply to any transaction made unlawful by R.I. Gen. Laws § 27-1-31 or by any rules and regulation thereunder.E. The burden of establishing market price of a security for the purpose of § 5.16 of this Part shall rest upon the person claiming the exemption.230 R.I. Code R. 230-RICR-20-45-5.16