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Frequently Asked Questions
  How does Nasdaq determine compliance with the minimum round lot shareholder requirement for initial listing?
Identification Number 1415

Nasdaq requires at least 300 round lot holders for listing on the Nasdaq Capital Market, 400 round lot holders for listing on the Nasdaq Global Market, or 450 round lot holders for listing on the Nasdaq Global Select Market. A round lot holder must hold at least 100 unrestricted shares of the security. In addition, at least 50% of the company’s required number of round lot holders (e.g., 150, 200 and 225 round lot holders for Nasdaq Capital Market, Nasdaq Global Market and Nasdaq Global Select Market, respectively) must each hold unrestricted securities with a market value of at least $2,500. If it is not clear from a company's public disclosures that it satisfies these round lot shareholder requirements, Nasdaq will typically request from the issuer, and review, registered shareholder lists from the company's transfer agent, data from Cede & Co about shares held in street name, and data from other providers showing the number of account holders, such as a share range analysis from Broadridge or a list of beneficial holders through a broker/dealer search.

Nasdaq will aggregate information on these lists for accounts held by the same person to eliminate duplicates from the count, including individual and retirement accounts for the same person. Nasdaq may also aggregate accounts that appear to represent a single investment decision, such as separate accounts for an individual and his or her minor children. In general, Nasdaq will seek to insure that each account represents a separate investment decision by a bona fide holder and, for this reason, would also exclude accounts that only hold shares that were given as gifts or for minimal consideration to the holder, especially if such gifts were made to allow the company to satisfy Nasdaq's listing requirements.

Given the nature of this review, determining compliance with the holder requirement can be a time consuming process. Companies are therefore encouraged to work proactively with staff to facilitate this review and begin the process as soon as possible to allow the company to demonstrate compliance on the schedule it wishes.

Publication Date*: 8/18/2017 Mailto Link Identification Number: 1415
material_search_footer*The Publication Date reflects the date of first inclusion in the Reference Library, which was launched on July 31, 2012, or a subsequent update to the material. Material may have been previously available on a different Nasdaq web site.
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