Securities Law, NYSE, NASDAQ & OTC Markets Listings & Compliance
Nasdaq Proposes Tougher Listing Standards
On September 3, 2025, Nasdaq unveiled proposed updates to its listing standards, designed to strengthen investor protections and enhance market integrity. The changes come amid heightened concerns about market manipulation and liquidity in smaller company securities, and reflect the exchange’s ongoing efforts to adapt to evolving market dynamics.
Key Proposed Changes
Nasdaq’s revisions target both new listings and ongoing listing compliance:
- Higher Public Float Threshold: New listings under the net income standard will now require a minimum market value of publicly held shares (public float) of $15 million. This helps guarantee better liquidity right from the start.
- Faster Suspension and Delisting: Companies with a listing deficiency and a Market Value of Listed Securities below $5 million will face an accelerated suspension and delisting process.
- Stricter Standards for China-Based Companies: New listings from companies principally operating in China must raise at least $25 million in public offering proceeds, reviving a threshold first introduced for “restrictive markets” in 2020.
According to John Zecca, Nasdaq’s Executive Vice President and Chief Legal, Risk & Regulatory Officer, these enhancements are designed to create “a healthier liquidity profile for public investors” while still allowing emerging companies access to U.S. capital markets. The goal is to curb practices such as pump-and-dump schemes, which have been on the rise in cross-market trading environments.
Building on Past Reforms
This move follows a series of regulatory actions Nasdaq has taken over the past few years:
- Reverse Stock Splits: Since 2021, Nasdaq has introduced tighter restrictions on excessive reverse splits and limited the time companies can remain listed when trading below $1, including: (i) capping excessive reverse stock splits, enabling immediate delisting if the share price dips below $0.10 for 10 consecutive days in September 2021; (ii) shortening cure periods for bid price deficiencies caused by reverse splits in in October 2024; (iii) limiting low-price trading to 360 days and barred further compliance for recent reverse-split users in January 2025; and (iv) proposing quicker suspensions for stocks below $0.10 for 10 days, even outside compliance periods, in August 2025.
- Liquidity Enhancements: Earlier reforms, implemented in July 2019, September 2022, and April 2025, adjusted shareholder and trading volume requirements to ensure stronger liquidity in small-cap IPOs.
- Underwriter Oversight: In 2024, Nasdaq added rules increasing accountability for underwriters in IPOs.
Next Steps
The proposed rules have been submitted to the Securities and Exchange Commission (SEC) for review. If approved:
- The initial listing requirements will take effect promptly, with a 30-day grace period for companies already in the process.
- The accelerated delisting rules will apply 60 days after SEC approval.
For the full details, check out the official SEC filings: SR-NASDAQ-2025-068 and SR-NASDAQ-2025-069.
The proposals reflect Nasdaq’s continuous review of company valuations and market behaviors, ensuring that thresholds for public listings remain relevant in today’s environment. In parallel with these reforms, Nasdaq continues to work closely with the SEC, FINRA, and international regulators to detect and deter manipulative trading practices.
If you have questions about NASDAQ reporting or compliance requirements or would like to speak with a Securities Attorney, Hamilton & Associates Law Group, P.A. is ready to help. Our Founder, Brenda Hamilton, is a nationally known and recognized securities attorney with over two decades of experience assisting issuers worldwide with going public on the Nasdaq, NYSE, and OTC Markets. Since 1998, Ms. Hamilton has been a leading voice in corporate and securities law, representing both domestic and international clients across diverse industries and jurisdictions. Whether you are taking your company public, raising capital, navigating regulatory challenges, or entering new markets, Brenda Hamilton and her team deliver the experience, strategic insight, and results-driven representation you need to succeed.
To speak with a Securities Attorney, please contact Brenda Hamilton at 200 E Palmetto Rd, Suite 103, Boca Raton, Florida, (561) 416-8956, or by email at [email protected].
Hamilton & Associates | Securities Attorneys
Brenda Hamilton, Securities Attorney
200 E Palmetto Rd, Suite 103
Boca Raton, Florida 33432
Telephone: (561) 416-8956
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