As noted in FAQ 1474, Nasdaq will only list companies whose activities are legal under applicable federal law or the applicable laws in the jurisdiction(s) where the company operates.  Where a company operates in jurisdictions where cannabis, including marihuana (referred to as “marijuana” herein) as defined in the U.S. Controlled Substances Act (the “CSA”), is legal, such company is eligible for listing (provided, of course, the company otherwise satisfies all applicable listing requirements).

On April 23, 2026, the U.S. Department of Justice issued a final Order (the “DOJ Order”) rescheduling medical marijuana from Schedule I to Schedule III under the CSA.  While this rescheduling did not legalize marijuana, the DOJ Order did create a path for state-licensed medical marijuana companies to operate in compliance with federal law by registering with the DEA.  A company that follows that registration path would be eligible to list if it can provide Nasdaq with an opinion of counsel from a law firm, acceptable to Nasdaq, with expertise in controlled substance regulatory compliance confirming that the company operates in compliance with the DOJ Order and applicable requirements of the CSA (an “Opinion”). 

At this time, federally illegal marijuana (e.g., non-medical or other “adult use” activities) remains a Schedule I controlled substance.  As such, companies whose activities include federally illegal marijuana without having obtained appropriate authorizations (e.g., FDA/DEA approvals) are currently ineligible to list. 

Nasdaq has observed situations where a company has an economic stake in an entity engaged in federally illegal marijuana activities or derives revenue based on agreements with such an entity.  Where such a company otherwise satisfies all applicable listing requirements, provides an Opinion that concludes that the relationship is in compliance with the DOJ Order and applicable requirements of the CSA, and the company does not consolidate the federally illegal marijuana activities in its consolidated financial statements in their SEC filings, the economic stake or agreement does not preclude listing on Nasdaq.

Pursuant to Nasdaq rules, listing determinations are made on the basis of information filed with the Securities and Exchange Commission (the “SEC”). Where a newly listing company previously included federally illegal marijuana activities in its financial statements filed with the SEC, the company will have to include the complete deconsolidated financial information in an SEC filing for Nasdaq to rely upon for listing approval.  In addition, the company will have to represent in such SEC filing that its financial statements will not present the federally illegal marijuana activities on a consolidated basis in the company’s future SEC filings, unless the federal legal status of such currently federally illegal marijuana activities has changed such that the company can provide an updated Opinion.

Nasdaq has historically permitted the listing of companies following applicable DEA and FDA rules for medical research and pharmaceutical development involving marijuana-derived products. The rescheduling expands opportunities for such research and development, and companies engaged in these activities continue to be eligible for listing.

Nasdaq is observing developments in this space, including the scheduled administrative hearing and proposed rulemaking by the DEA, and will provide updates as those administrative processes advance.

Listed companies with questions on these matters should engage early with their Nasdaq Listing Qualifications representative to discuss their specific facts and circumstances.  Companies considering listing should contact Listing Qualifications at DL-InitialListingTeam@nasdaq.com.