SEC Grants Review of Nasdaq’s $5M Minimum Market Value Rule
The SEC granted review of Nasdaq’s $5 million market value listing rule on September 11, 2026.
Why it matters: Nasdaq’s rule sets stricter listing standards with immediate delisting for low-value companies, affecting compliance and legal strategies for public firms and their counsel.
- On July 22, 2026, the SEC approved Nasdaq’s $5 million Market Value of Listed Securities (MVLS) rule.
- Companies below $5 million MVLS for 30 consecutive business days face immediate delisting without a cure period—a timeframe to regain compliance.
- The SEC issued a stay on July 29, 2026, after petitions challenged the rule’s impact on small companies.
- On September 11, 2026, the SEC granted the petitions for review, maintaining the stay while reconsidering the rule.
On July 22, 2026, the SEC approved Nasdaq's proposal to require all listed companies maintain a minimum Market Value of Listed Securities (MVLS) of $5 million.
This rule aims to enhance investor protection by reducing risks linked to low-value securities, which are more vulnerable to fraud and manipulative trading.
Under the new standard, companies failing to maintain the $5 million MVLS for 30 consecutive business days would be suspended and delisted immediately, with no 'cure period'—meaning they would not have additional time to restore compliance once below the threshold.
On July 29, 2026, the SEC issued a stay on the rule's approval following petitions from groups such as the Small Public Company Coalition and Cemtrex, Inc., which questioned the rule's burdens on smaller issuers.
Then, on September 11, 2026, the SEC granted petitions for review, maintaining the stay as it evaluates concerns raised by these stakeholders.
Legal advisors at Manatt, Phelps & Phillips note this procedural step does not indicate a final decision on the rule’s adequacy but reflects the SEC's intent to scrutinize the approach.
The ruling has significant relevance for public companies and their legal counsel, as it signals potential shifts in Nasdaq’s listing rules that could affect compliance obligations, market access, and investor relations.
Parties should closely watch further developments as the SEC’s review progresses.
By the numbers:
- $5 million — Minimum Market Value of Listed Securities threshold
- 30 business days — Duration below threshold triggering immediate delisting
- July 22, 2026 — Date of initial SEC approval
- July 29, 2026 — Date SEC issued stay on rule approval
- September 11, 2026 — Date SEC granted petitions for review
Yes, but: While the SEC granted review and maintained the stay, it has not indicated whether it will modify or rescind the rule, leaving uncertainty for issuers.
What's next: The SEC’s review timeline remains unspecified but is expected to involve public comment and potential revisions before a final determination.