Okla. Stat. tit. 36, § 36-6034: Sale or transfer of securities issued under incentive,

bonus or stock option plans.

After the effective date of this act, no equity securities

issued by any domestic life insurance company, under any incentive,

bonus, "stock option" or similar plan, and no rights to acquire any

such equity securities shall, within a period of two (2) years after

the date of original allotment by the issuer thereof be sold, or be

transferred for value, or be exchanged, for a consideration

exceeding one hundred fifteen percent (115%) of the net proceeds

received by the issuer thereof for such securities or rights at the

time of allotment, provided, however, that the limitations in this

section set forth shall not be applicable to any such securities or

rights originally issued or allotted at a price or value equal to

the market price of such securities or rights on the date of issue

or allotment, or to any such securities or rights allotted or issued

by the issuer thereof for eighty-five percent (85%) or more of the

price or value at which such securities or rights were offered by

such issuer to the public on the date of allotment or issue thereof,

whichever is the greater, or to any such securities or rights which

were deposited and held in escrow for at least two (2) years from

date of issue or allotment in compliance with a rule promulgated or

an order issued by the Administrator, Oklahoma Securities

Commission, under the Oklahoma Uniform Securities Act of 2004. It

shall be unlawful for any person to sell, transfer or exchange any

such equity securities in contravention of this section.