It’s well recognized that the equity markets work pretty well for companies that trade in high volumes, but companies with low trading volumes? Not so much. Thinly traded securities often face liquidity challenges, including wider spreads, higher transaction costs, fewer market makers and potential difficulties for investors that seek to unwind their positions. These issues can discourage small- and medium-sized enterprises from accessing the public markets, a problem that the SEC has been anxious to address. To find potential solutions for these problems, in October 2019, the SEC solicited proposals for changes in equity market structure designed to improve the secondary trading markets for thinly traded securities. Nasdaq has just announced that it has submitted to the SEC an application for exemptive relief that would facilitate its proposal “to establish a tier nestled [sounds very cozy!] within the U.S. public equity markets that is better tailored and far more hospitable to thinly-traded securities than is the all-purpose, undifferentiated market environment in which they suffer today.”
Time to catch up on some of the recent proposals at the Exchanges.
Nasdaq proposes to modify the requirement for shareholder approval of issuances involving 20% or more of the shares or voting power outstanding
Nasdaq is proposing to modify the listing requirements in Rule 5635(d) to (i) change the definition of market value for purposes of the shareholder approval rule and (ii) eliminate the requirement for shareholder approval of issuances at a price less than book value but greater than market value.
Last week, Nasdaq filed with the SEC a proposed rule change that finally recognized the reality that compliance with the “all-caps” presentation of “NASDAQ,” as in “The NASDAQ Stock Market LLC,” has been inconsistent at best and negligible at worst.
by Cydney Posner As discussed in this PubCo post and this PubCo post, in March, Nasdaq resubmitted to the SEC a proposal requiring listed companies to disclose third-party compensation of directors in connection with their candidacy for or service on company boards. These “golden leash” arrangements are most common in connection […]
by Cydney Posner On March 15, Nasdaq resubmitted its “golden leash” disclosure proposal to the SEC. As discussed in this Pubco post, the proposal, which originally was rejected on technical grounds, relates to third-party compensation of directors in connection with their candidacy for or service on company boards. These “golden leash” […]
by Cydney Posner At the end of January, Nasdaq filed with the SEC a rule proposal related to third-party compensation of directors in connection with their candidacy for and/or service on company boards, often referred to as “golden leash” arrangements. Golden leash arrangements are most common in connection with board nominations […]