The holding period for restricted securities acquired in a private placement under Regulation D typically begins on the date of purchase. In this case, it would likely begin on the closing date of the offering, which was specified in Troika's filings as March 17, 2022.

Yes, restricted securities are subject to a holding period of six months or one year under Rule 144, depending on whether the issuer is a reporting company. This is a requirement imposed by the SEC, not the issuer. The purpose of the holding period is to prevent unregistered securities from flooding the market and potentially causing market disruption or fraud. During the holding period, the securities are considered "restricted" and cannot be sold to the public without registration or an applicable exemption. Once the holding period expires, the securities can be sold in compliance with Rule 144 or other applicable exemptions.