Stock Assignment Agreement for the United States

Stock Assignment Agreement Template for United States

A Stock Assignment Agreement is a legal document used in the United States to transfer ownership of shares from one party (assignor) to another (assignee). The agreement complies with federal securities laws, state-specific requirements, and relevant corporate governance documents. It details the terms of the transfer, including the number and type of shares, consideration paid, and any restrictions or conditions on the transfer. The document serves as evidence of the transaction and helps ensure compliance with applicable securities regulations.

Your data doesn't train Genie's AI

You keep IP ownership of your information

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.

Download a Standard Template

4.6 / 5
4.8 / 5
Access for free
OR

Alternatively: Run an advanced review of an existing
Stock Assignment Agreement

Let Genie AI's market-leading legal AI identify missing terms, unusual language, compliance issues and more - in just seconds.
Upload your Doc

What is a Stock Assignment Agreement?

A Stock Assignment Agreement is essential when transferring ownership of shares in a corporation. This document is commonly used in the United States for various scenarios, including employee stock transfers, estate planning, corporate reorganizations, or private sales of shares. The agreement must comply with federal securities laws, state-specific requirements, and the corporation's governing documents. It typically includes details about the shares being transferred, warranties about ownership and authority to transfer, consideration paid, and any transfer restrictions. The document serves as formal evidence of the transfer and helps protect both parties' interests while ensuring regulatory compliance.

What sections should be included in a Stock Assignment Agreement?

1. Parties: Identification of assignor and assignee with full legal names and addresses

2. Background: Context of the stock transfer and relevant corporate information

3. Definitions: Key terms used throughout the agreement

4. Assignment of Shares: Details of shares being transferred including quantity, class, and certificate numbers

5. Consideration: Payment or other consideration for the transfer

6. Representations and Warranties: Statements regarding ownership, authority to transfer, and absence of encumbrances

7. Closing: Transfer mechanics and timing

What sections are optional to include in a Stock Assignment Agreement?

1. Transfer Restrictions: Company-specific limitations on transfer, used when company has existing transfer restrictions

2. Right of First Refusal: Company's or other shareholders' rights to purchase shares, included when required by corporate documents

3. Tax Matters: Specific tax treatment and obligations, used for complex transactions with tax implications

4. Regulatory Approvals: Required governmental or regulatory consents, included when transfer requires regulatory approval

What schedules should be included in a Stock Assignment Agreement?

1. Stock Certificate: Copy of original stock certificate(s) being transferred

2. Corporate Resolutions: Board or shareholder approvals if required

3. Transfer Instructions: Detailed instructions for executing the transfer

4. Regulatory Filings: Copies of required regulatory submissions

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

United States

Publisher

Genie AI

Cost

Free to use
Industries

Securities Act of 1933: Federal law requiring registration of securities offerings and mandating disclosure requirements for public offerings

Securities Exchange Act of 1934: Federal law governing secondary market trading and establishing SEC oversight of securities markets

SEC Rule 144: Regulation governing the resale of restricted and control securities, including holding period requirements and volume limitations

Blue Sky Laws: State-specific securities laws governing registration, transfer restrictions, and disclosure requirements for securities transactions

Delaware General Corporation Law: Primary corporate law statute for Delaware corporations, governing corporate structure, shareholder rights, and stock transfers

Internal Revenue Code: Federal tax laws affecting stock transfers, including provisions for capital gains, gift tax, and other tax implications

UCC Article 8: Uniform Commercial Code article governing investment securities, including rules for transfer and ownership of securities

UCC Article 9: Uniform Commercial Code article covering secured transactions, relevant when shares are used as collateral

State Contract Laws: State-specific requirements for contract formation, execution, and enforcement, including Statute of Frauds provisions

Estate Planning Laws: Federal and state laws governing transfer of securities in estate planning context, including estate tax provisions and trust laws

Transfer Restriction Regulations: Company-specific and regulatory requirements governing stock transfers, including right of first refusal and regulatory approvals

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

Find the exact document you need

Assignment Of Real Estate Contract And Sale Agreement

A U.S. legal document that transfers rights and obligations under a real estate contract from one party to another.

find out more

Agreement To Assignment

A U.S. legal document formalizing the transfer of rights, obligations, or property from one party to another, governed by state and federal laws.

find out more

Assignable Purchase Contract

A U.S.-governed contract establishing purchase terms with the right to assign the contract to third parties.

find out more

Assignment Of Real Estate Purchase Contract

A U.S. legal document that transfers a buyer's rights and obligations in a real estate purchase contract to another party.

find out more

Assignment Of Lease From Seller To Buyer Form

A U.S. legal document that transfers lease rights and obligations from an existing tenant to a new tenant.

find out more

Assignment Of Property Contract

A U.S. legal document that transfers property ownership rights from one party to another, subject to federal and state property laws.

find out more

Assignment Of Contract Of Purchase And Sale

A U.S. legal document that transfers a buyer's rights and obligations under a purchase and sale agreement to another party.

find out more

Wholesaling Real Estate Contracts

A U.S.-governed contract template for real estate wholesaling transactions, enabling property purchase with assignment rights to end buyers while ensuring legal compliance.

find out more

Assignment Of Purchaser's Interest In Land Contract

A U.S. legal document that transfers a purchaser's rights and obligations under a land contract to a new buyer.

find out more

Assignment Assumption Agreement

A U.S. legal document that transfers contractual rights and obligations from one party to another, ensuring proper assumption of responsibilities and benefits.

find out more

Assignment Of Lease By Tenant

A U.S. legal document that transfers a tenant's lease rights and obligations to a new tenant, subject to landlord approval.

find out more

Addendum Assignment Contract

A U.S.-governed legal document that transfers contractual rights and obligations from one party to another.

find out more

Assignment Of Judgment Agreement

A U.S. legal document that transfers ownership rights of a court judgment from one party to another.

find out more

Assignment Of Construction Contract To Lender

A U.S. legal document transferring construction contract rights from a contractor to a lender as security for financing.

find out more

Assignment Of Leases And Rents

A U.S. security instrument that assigns property leases and rental income as loan collateral.

find out more

Assignment And Assumption Of Lease

A U.S. legal document that transfers a tenant's lease rights and obligations to a new tenant, subject to landlord approval and state property laws.

find out more

Assignment Fee Agreement

A U.S. legal document establishing terms for the transfer of rights from one party to another in exchange for a fee, governed by state contract laws.

find out more

Assignable Lease

A U.S.-governed lease agreement that permits the transfer of tenant rights and obligations to another party, subject to specified conditions.

find out more

Assignment And Amendment Agreement

A U.S. legal document that facilitates the transfer of contractual rights and obligations while simultaneously modifying terms of the original agreement.

find out more

Assignment And Assumption Of Contract

A U.S. legal document that transfers contractual rights and obligations from one party to another, subject to state contract laws.

find out more

Assignment And Assumption Agreement Asset Purchase

A U.S. legal document that transfers rights and obligations related to assets from one party to another, including terms of transfer and assumption of liabilities.

find out more

Assignment Of Lease To New Owner

A U.S. legal document that transfers existing lease rights and obligations from a current property owner to a new owner.

find out more

Assignment Of Lease By Lessor

A U.S. legal document transferring a lessor's rights and obligations under an existing lease to a new lessor while maintaining original lease terms.

find out more

Assignment Of Contract Of Sale

A U.S. legal document that transfers rights and obligations under a sales contract from one party to another.

find out more

Assignment Of Asset Purchase Agreement

A U.S. legal document that transfers rights and obligations under an existing Asset Purchase Agreement from one party to another.

find out more

Assignable Option Agreement

A U.S. legal agreement granting transferable rights to execute a future transaction or acquire assets within a specified timeframe.

find out more

Assignment Of Lease Contract

A U.S. legal document transferring lease rights and obligations from one party to another, subject to state and federal property laws.

find out more

Assignment Of Intellectual Property Rights Agreement

A U.S.-governed agreement that transfers ownership of intellectual property rights from one party to another.

find out more

Assignment Of Equipment Lease

A U.S. legal document that transfers rights and obligations under an existing equipment lease from one party to another.

find out more

Assignment Of Agreement Addendum

A U.S. legal document that transfers rights or obligations under an existing agreement from one party to another.

find out more

Assignment Of Purchase Order

A U.S. legal document that transfers rights and obligations under an existing purchase order from one party to another, governed by state law and the UCC.

find out more

Assignment Assumption And Amendment Agreement

A U.S.-governed agreement that facilitates the transfer of contractual rights and obligations while modifying the original agreement's terms.

find out more

Agreement To Assign Contract For Sale And Purchase

A U.S. legal agreement that transfers rights and obligations under an existing sales contract from one party to another.

find out more

Assignment Of Liabilities Agreement

A U.S. legal document that transfers specified financial obligations or debts from one party to another, governed by federal and state contract laws.

find out more

Assignment Of Lease By Landlord

A U.S. legal document that transfers a landlord's rights and obligations under an existing lease to a new landlord.

find out more

Assignment Of Option Agreement

A U.S. legal document that transfers rights and obligations under an existing option agreement from one party to another.

find out more

Assignment Of Purchase And Sale Agreement

A U.S. legal document that transfers a buyer's rights and obligations under a purchase and sale agreement to another party.

find out more

Assignment Of Patent Rights Agreement

A US-law governed agreement that transfers ownership rights in patents from one party to another, complying with USPTO requirements.

find out more

Assignment Of Franchise Agreement

A U.S. legal document that transfers franchise rights and obligations from one franchisee to another, subject to federal and state franchise regulations.

find out more

Assignment Of Receivables Agreement

A U.S.-governed agreement that transfers accounts receivable from one party to another, typically used in business financing transactions.

find out more
See more related templates

Genie’s Security Promise

Genie is the safest place to draft. Here’s how we prioritise your privacy and security.

Your documents are private:

We do not train on your data; Genie’s AI improves independently

All data stored on Genie is private to your organisation

Your documents are protected:

Your documents are protected by ultra-secure 256-bit encryption

We are ISO27001 certified, so your data is secure

Organizational security:

You retain IP ownership of your documents and their information

You have full control over your data and who gets to see it

2 Docs LeftAccess Now