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On September 11, 2026, the Securities and Exchange Commission (the “SEC”) granted petitions seeking review of the July 22, 2026 delegated approval of Nasdaq’s proposed $5 million Market Value of Listed Securities (“MVLS”) continued listing requirement. The SEC also confirmed that the approval order will remain stayed pending further order of the Commission. Accordingly, the new MVLS requirement is not currently in effect.

If ultimately implemented, the rule would permit Nasdaq to issue a Staff Delisting Determination when a listed company’s MVLS remains below $5 million for 30 consecutive business days, without providing a traditional compliance period.

The SEC will now review the Division of Trading and Markets’ approval of the proposed rule. The SEC’s order also provides a new opportunity for interested parties to submit written statements supporting or opposing the approval. Statements will be due 21 days after the order is published in the Federal Register. During this period, the rule remains stayed, pending the outcome of the proceeding.

Read SEC Release No. 34-106338

For More Information

Sullivan & Worcester LLP has been actively involved in advising issuers regarding Nasdaq listing standards, continued listing compliance, capital raising transactions, recapitalizations, exchange matters and SEC regulatory developments. If your company has questions regarding the new MVLS requirement, its potential impact on your continued Nasdaq listing, or available alternatives to address potential compliance concerns, please contact your regular Sullivan & Worcester attorney or any member of our Corporate and Securities Practice Group.

This Client Alert has been prepared by David Danovitch, a Partner, Angela Gomes, a Partner, Brendan O'Brien, a Partner, and Phillip Carnevale, an Associate, in the Corporate and Securities practice group of the international law firm of Sullivan & Worcester LLP. For more information, Mr. Danovitch may be reached in our New York office by calling +1 (212) 660-3060 or by email at ddanovitch@sullivanlaw.com; Ms. Gomes may be reached in our Boston office by calling +1 (617) 338-2957 or by email at agomes@sullivanlaw.com; Mr. O'Brien may be reached in our New York office by calling +1 (212) 660-3013 or by email at bobrien@sullivanlaw.com; and Mr. Carnevale may be reached in our New York office by calling +1 (212) 660-3002 or by email at pcarnevale@sullivanlaw.com.

This Client Alert is provided for general informational purposes only and does not constitute legal advice.