• An operation not related to the issuer involves the purchase or sale of securities without the participation of the issuer of these securities.

  • An isolated non-issuer transaction involves an ad hoc exchange of securities between two private parties, often on an over-the-counter (OTC) basis, which exempts it from registration.
  • Transactions by non-issuers in outstanding securities primarily relate to transactions between counterparties in secondary markets in which the issuer does not participate.