1. (1) A subordination agreement is enforceable under this chapter to the same extent the agreement is enforceable under other law.

2. (2) Subject to Subsection (3), the following claims are subordinate to a claim or interest that is senior or equal in priority to a claim or interest represented by a security or other equity interest in the assignor or an affiliate of the assignor:

   1. (a) a claim arising from rescission of a purchase or sale of the security or other equity interest;
   2. (b) a claim for damages arising from the purchase or sale of the security or other equity interest; and
   3. (c) a claim for reimbursement or contribution allowed on account of the rescission or damage claim.
3. (3) If the security is common stock or another common equity interest, a claim subject to subordination under Subsection (2) has the same priority as common stock or another common equity interest.

Enacted by Chapter 314, 2026 General Session