It shall be unlawful for any such beneficial owner, director, or officer, directly, or indirectly, to sell any equity security of the company if the person selling the security or his or her principal does not own the security sold, or if owning the security, does not deliver it against the sale within 20 days thereafter, or does not within five days after the sale deposit it in the mails or other usual channels of transportation; but no person may be considered to have violated this section if he or she proves that notwithstanding the exercise of good faith he or she was unable to make delivery or deposit within that time, or that to do so would cause undue inconvenience or expense.
9 V.S.A. § 4304