Notice2025-17242
Self-Regulatory Organizations; The Nasdaq Stock Market LLC; Notice of Filing of Proposed Rule Change To Amend Certain Initial Listing Requirements for de-SPAC Transactions
Primary source
Metadata and text below are from the Federal Register, a public-domain U.S. government work. Always verify the official published version before relying on it for any legal matter.
Published
September 9, 2025
Issuing agencies
Securities and Exchange Commission
Full Text
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<title>Federal Register, Volume 90 Issue 172 (Tuesday, September 9, 2025)</title>
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[Federal Register Volume 90, Number 172 (Tuesday, September 9, 2025)]
[Notices]
[Pages 43493-43497]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2025-17242]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-103864; File No. SR-NASDAQ-2025-066]
Self-Regulatory Organizations; The Nasdaq Stock Market LLC;
Notice of Filing of Proposed Rule Change To Amend Certain Initial
Listing Requirements for de-SPAC Transactions
September 4, 2025.
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that
on August 22, 2025, The Nasdaq Stock Market LLC (``Nasdaq'' or
``Exchange'') filed with the Securities and Exchange Commission
(``SEC'' or ``Commission'') the proposed rule change as described in
Items I, II, and III below, which Items have been prepared by the
Exchange. The Commission is publishing this notice to
[[Page 43494]]
solicit comments on the proposed rule change from interested persons.
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\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange proposes to modify the rules applicable to de-SPAC
transactions to align the treatment of OTC trading SPACs with similarly
situated exchange-listed SPACs.
The text of the proposed rule change is available on the Exchange's
website at <a href="https://listingcenter.nasdaq.com/rulebook/nasdaq/rulefilings">https://listingcenter.nasdaq.com/rulebook/nasdaq/rulefilings</a>, and at the principal office of the Exchange.
II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
In its filing with the Commission, the Exchange included statements
concerning the purpose of and basis for the proposed rule change and
discussed any comments it received on the proposed rule change. The
text of these statements may be examined at the places specified in
Item IV below. The Exchange has prepared summaries, set forth in
sections A, B, and C below, of the most significant aspects of such
statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
1. Purpose
Nasdaq is proposing to modify the definition of a ``Reverse
Merger'' in Listing Rule 5005(a)(39) \3\ to exclude the security of a
special purpose acquisition company, as that term is defined in Item
1601(b) of Regulation S-K (``SPAC'') \4\ that is listing in connection
with a de-SPAC transaction, as that term is defined in Item 1601(a) of
Regulation S-K (``de-SPAC transaction''), upon effectiveness of a 1933
Securities Act registration statement (``Registration Statement'').
Nasdaq also proposes to modify Listing Rules 5315(e)(4), 5405(a)(4),
and 5505(a)(5) (the ``ADV Requirement'') to exclude the security of a
company listing in connection with a de-SPAC transaction, upon
effectiveness of a Registration Statement, from the minimum trading
volume requirement applicable to newly listing companies that
previously traded in the over-the-counter (``OTC'') market. The effect
of these changes will be to treat a de-SPAC transaction by a SPAC
trading in the OTC market in the same way as a de-SPAC transaction with
a listed SPAC and, in each case, subject these transactions to the same
rules applicable to an initial public offering.\5\
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\3\ Rule 5005(a)(39) defines a ``Reverse Merger'' as ``any
transaction whereby an operating company becomes an Exchange Act
reporting company by combining, either directly or indirectly, with
a shell company which is an Exchange Act reporting company, whether
through a reverse merger, exchange offer, or otherwise.'' However,
the definition currently excludes from being a Reverse Merger ``the
acquisition of an operating company by a listed company satisfying
the requirements of IM-5101-2 or a business combination described in
Rule 5110(a).''
\4\ The term special purpose acquisition company (SPAC) means a
company that has:
(1) Indicated that its business plan is to:
(i) Conduct a primary offering of securities that is not subject
to the requirements of Sec. 230.419 of this chapter (Rule 419 under
the Securities Act);
(ii) Complete a business combination, such as a merger,
consolidation, exchange of securities, acquisition of assets,
reorganization, or similar transaction, with one or more target
companies within a specified time frame; and
(iii) Return proceeds from the offering and any concurrent
offering (if such offering or concurrent offering intends to raise
proceeds) to its security holders if the company does not complete a
business combination, such as a merger, consolidation, exchange of
securities, acquisition of assets, reorganization, or similar
transaction, with one or more target companies within the specified
time frame; or
(2) Represented that it pursues or will pursue a special purpose
acquisition company strategy. 17 CFR 229.1601.
\5\ An OTC SPAC can also structure its de-SPAC transaction such
that the operating company, and not the SPAC, is the surviving
entity. In a transaction structured in this manner, the de-SPAC
transaction would not be subject to the Reverse Merger or ADV
Requirements because the listing applicant is a new registrant and
not the OTC traded entity. The proposed rule change will therefore
also align the treatment of these various structures.
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Reverse Merger Rule
Under Nasdaq Listing Rule 5110(c), a security issued by a Company
formed by a Reverse Merger, as defined in Listing Rule 5005(a)(39), is
eligible for initial listing only if it satisfies additional listing
conditions, including, among other requirements, that immediately
before the filing of the initial listing application, the combined
entity traded for at least one year in the U.S. over-the-counter
market, on another national securities exchange, or on a regulated
foreign exchange; and timely filed all required periodic financial
reports with the SEC or other regulatory authority (Forms 10-Q, 10-K or
20-F) for the prior year, including at least one annual report (the
``Reverse Merger Requirement'').\6\
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\6\ See Listing Rule 5110(c).
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Listing Rule 5005(a)(39) defines a ``Reverse Merger'' as a
transaction whereby an operating company becomes an Exchange Act
reporting company by combining with a shell company. While a SPAC is a
shell company, the rule specifically excludes from the definition of a
Reverse Merger the acquisition of an operating company by a ``listed''
SPAC.\7\ The Reverse Merger rule also provides an exception for a
company that lists in connection with a firm commitment underwritten
public offering where the gross proceeds to the company will be at
least $40 million.\8\
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\7\ See Listing Rule 5005(a)(39).
\8\ See Listing Rule 5110(c)(3).
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The Reverse Merger Requirement was designed to prevent an operating
company from becoming an Exchange Act reporting company in a so-called
``backdoor registration'' \9\ and immediately accessing public markets
without any of the vetting from investors and/or underwriters that
companies typically undergo when they perform a traditional IPO.
Moreover, in these transactions, the newly public company typically is
not required to file a 1933 Act registration statement, which is
subject to the SEC Staff review.
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\9\ See former Commissioner Aguilar speech: Facilitating Real
Capital Formation, citing release No. 33-8587, (July 15, 2005) [70
FR 42233] (stating that ``These transactions generally take one of
two forms: In the most common type of transaction, a ``reverse
merger,'' the private business merges into the shell company, with
the shell company surviving and the former shareholders of the
private business controlling the surviving entity. In another common
type of transaction, a ``back door registration,'' the shell company
merges into the formerly private company, with the formerly private
company surviving and the shareholders of the shell company becoming
shareholders of the surviving entity.'').
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The Commission recently adopted new rules to align the legal
obligations of companies in de-SPAC transactions with those in
traditional IPOs and mandated additional disclosures for both SPAC IPOs
and de-SPAC transactions (the ``SPAC Release'').\10\ In the SPAC
Release the Commission explained that ``[w]hile structured as an M&A
transaction, the de-SPAC transaction also is the functional equivalent
of the private target company's IPO, because it results in the target
company becoming part of a combined company that is a reporting company
and provides the private target company with access to cash proceeds
that the SPAC had previously raised from the public.'' \11\ Further,
investment banks involved in the de-SPAC
[[Page 43495]]
transaction could be considered statutory underwriters and could be
found liable for any material misstatements or omissions in the
registration statement, similar to an IPO.\12\
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\10\ Securities Exchange Act Release No. 99418 (January 24,
2024), 89 FR 14158 (February 26, 2024). In the SPAC Release the
Commission also adopted a definition for a ``de-SPAC transaction''
that Nasdaq Staff proposes to utilize. See 17 CFR 229.1601 (Item
1601 of Regulation S-K): ``The term de-SPAC transaction means a
business combination, such as a merger, consolidation, exchange of
securities, acquisition of assets, reorganization, or similar
transaction, involving a special purpose acquisition company and one
or more target companies (contemporaneously, in the case of more
than one target company).''
\11\ SPAC Release at 14160.
\12\ See e.g., SPAC Release at 14238: ``in a de-SPAC
distribution, there would be an underwriter present where someone is
selling for the issuer or participating in the distribution of
securities in the combined company to the SPAC's investors and the
broader public. Depending on the facts and circumstances, such an
entity could be deemed a ``statutory underwriter'' even though it
may not be named as an underwriter in any given offering or may not
be engaged in activities typical of a named underwriter in
traditional capital raising. Section 11 would apply as it would to
anyone acting as underwriter with respect to a registered de-SPAC
transaction, and such person will have liability for any material
misstatement or omission in the registration statement.''
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As described above, Listing Rule 5005(a)(39) already excludes a de-
SPAC transaction by a currently listed SPAC from the definition of a
Reverse Merger, as do the comparable rules of other exchanges.\13\ This
exception was premised on the fact that Nasdaq initially listed the
SPAC knowing it would seek to conduct a de-SPAC transaction, and
investors invested with that knowledge and with the benefit of the
additional disclosure and redemption possibilities that come at the
time of the de-SPAC transaction, and so it would be inconsistent to
require the company to delist and trade in the OTC market at the time
it completes the very transaction it was formed to pursue. Nasdaq
believes that expanding this definition to also exclude other de-SPAC
transactions from the rule is similarly reasonable where the de-SPAC is
listing at the time of effectiveness of a Registration Statement. The
Commission treats a de-SPAC transaction as the functional equivalent of
an IPO; \14\ and given the proposed requirement that a de-SPAC
transaction occurs upon effectiveness of the Registration Statement,
such transaction is subject to a level of investor protection, rigorous
disclosure requirements, and SEC review similar to that of an IPO.
Similarly, a company conducting a firm commitment underwritten offering
is also currently excluded from the Reverse Merger rules, because such
an offering involves an underwriter and requires a registration
statement, which includes issuer disclosure and can be reviewed by the
Commission. These same elements apply to a de-SPAC transaction listing
at the time of effectiveness of a Registration Statement, including the
participation of investment banks that the Commission has noted could
be considered statutory underwriters. Thus, Nasdaq believes that
regardless of where the SPAC is trading, a company listing on Nasdaq in
connection with a de-SPAC transaction at the time of effectiveness of a
Registration Statement should be excluded from the Reverse Merger
Requirement.
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\13\ See e.g., NYSE Listed Company Manual Section 102.01F
(``However, a Reverse Merger does not include the acquisition of an
operating company by a listed company which qualified for initial
listing as an acquisition company under Section 102.06.'').
\14\ See footnote 10, above.
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To effect this change, Nasdaq proposes to modify Listing Rule
5005(a)(39) to revise the existing de-SPAC exclusion from the
definition of a Reverse Merger to exclude any de-SPAC transaction, as
that term is defined in Item 1601(a) of Regulation S-K, that is listing
upon effectiveness of a Registration Statement.
Average Daily Trading Volume Requirement
In 2019, the Commission approved Nasdaq's proposed changes to
enhance its initial listing standards related to liquidity (``Initial
Liquidity Amendments'').\15\ Under the revised standards, the ADV
Requirement provides that securities that traded in the OTC market
prior to the application to list such securities on Nasdaq, must have a
minimum average daily trading volume over the 30 trading days prior to
listing of at least 2,000 shares a day, with trading occurring on more
than half of those 30 days. Nasdaq adopted the ADV Requirement to help
ensure a liquid trading market, promote price discovery and help
establish an appropriate market price for the OTC securities listing on
Nasdaq.
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\15\ See Securities Exchange Act Release No. 86314 (July 5,
2019), 84 FR 33102 (July 11, 2019) (approving SR-NASDAQ-2019-009).
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Since implementing the Initial Liquidity Amendments, Nasdaq has
determined that the ADV Requirement is neither necessary nor
appropriate for the listing of a Company in connection with a de-SPAC
transaction.
Historically, SPACs listed and traded primarily, if not
exclusively, on national securities exchanges while pursuing a business
combination, and, at the time the ADV Requirement was adopted SPACs
were neither targeted nor immediately affected by the ADV Requirement.
Recently, however, Nasdaq observed an increase in a number of SPACs
that have been delisted from an exchange and then trade as SPACs in the
OTC market. When an OTC-trading SPAC enters into a business combination
and applies to list on Nasdaq in connection with the de-SPAC
transaction the ADV Requirement applies because the primary equity
security ``is trading in the U.S. over-the-counter market as of the
date of application. . .'' \16\
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\16\ See Listing Rules 5315(e)(4), 5405(a)(4), and 5505(a)(5):
``[i]f the security is trading in the U.S. over-the-counter market
as of the date of application, such security must have a minimum
average daily trading volume of 2,000 shares over the 30 trading day
period prior to listing. . .''
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For an operating company, investors determine a valuation of the
company based on its revenues, future cash flow expectations, business
activities and peer valuations, among other metrics. Nasdaq believes
that imposing the ADV Requirement on operating companies trading in the
OTC market helps ensure that once listed these companies will have
sufficient investor base and trading interest to provide the depth and
liquidity necessary to promote fair and orderly markets. In contrast,
in the Exchange's view, the value of a SPAC prior to a business
combination typically is not based on investor interest in the
operating company or analysis of its metrics, but instead is based
primarily on the value of the cash held in the trust account and
supported by the potential redemption ability at the time of the de-
SPAC transaction. Nasdaq therefore believes that the ADV Requirement
for OTC-trading SPACs is not relevant to help establish the legitimacy
of the SPAC market price.
Further, Nasdaq believes that the investor base in the SPAC,
typically, changes significantly at the time of the de-SPAC transaction
and investors interested in the operating company will first purchase
the securities following that transaction. As a result, trading in the
SPAC prior to the de-SPAC transaction is not indicative of how the
company will trade after the transaction and, therefore, the de-SPAC
transaction more closely resembles an IPO of the target company than an
OTC uplisting, thus rendering the ADV Requirement not meaningful in
helping establish whether the new company will trade well once listed.
Accordingly, Nasdaq proposes to modify Listing Rules 5315(e)(4),
5405(a)(4), and 5505(a)(5), on the Nasdaq Global Select, Global and
Capital Markets, accordingly, to exclude from the ADV Requirement the
security of a company listing in connection with a de-SPAC transaction,
as that term is defined in Item 1601(a) of Regulation S-K, upon
effectiveness of a Registration Statement.
Although OTC-trading SPACs will be excluded from the ADV
Requirement at the time of their application, the post business
combination company will be required to satisfy all of Nasdaq's other
initial listing standards, as would any
[[Page 43496]]
IPO or other new listing. Nasdaq believes that this will continue to
help ensure that securities of the post business combination companies
have sufficient public float, investor base, and trading interest
likely to generate depth and liquidity to support exchange listing and
trading, which will help to protect investors and the public interest.
2. Statutory Basis
The Exchange believes that its proposal is consistent with Section
6(b) of the Act,\17\ in general, and furthers the objectives of Section
6(b)(5) of the Act,\18\ in particular, in that it is designed to
promote just and equitable principles of trade, to remove impediments
to and perfect the mechanism of a free and open market and a national
market system, and, in general to protect investors and the public
interest, by (1) excluding the security of an OTC-trading SPAC listing
in connection with a de-SPAC transaction upon effectiveness of a
Registration Statement from the definition of a Reverse Merger, and (2)
removing a listing requirement applicable to an OTC-trading SPAC that
is not an appropriate measure of investor base and trading interest. In
both cases, based on the unique characteristics of a de-SPAC
transaction, the changes will align the requirements for listing a de-
SPAC transaction with those for listing an IPO, consistent with the
treatment by the Commission in other contexts, eliminating an
impediment to a free and open market, while ensuring adequate
distribution, shareholder interest, a liquid trading market and
investor protections through other listing standards.
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\17\ 15 U.S.C. 78f(b).
\18\ 15 U.S.C. 78f(b)(5).
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Nasdaq believes that excluding a de-SPAC transaction by an OTC-
trading SPAC from the Reverse Merger definition avoids imposing an
unnecessary impediment to the mechanism of a free and open market and
is not unfairly discriminatory. Specifically, as noted above, the
Reverse Merger Requirement was designed to prevent an operating company
from becoming an Exchange Act reporting company and immediately
accessing public markets without proper disclosure and vetting
opportunities by the Commission and investors. Nasdaq believes that a
de-SPAC transaction with an OTC-trading SPAC where the post transaction
entity lists upon effectiveness of a Registration Statement does not
present the same concerns as a typical Reverse Merger transaction. The
Commission in the SPAC Release explained that ``[w]hile structured as
an M&A transaction, the de-SPAC transaction also is the functional
equivalent of the private target company's IPO, because it results in
the target company becoming part of a combined company that is a
reporting company and provides the private target company with access
to cash proceeds that the SPAC had previously raised from the public.''
Unlike the historical ``backdoor registrations'' that the Reverse
Merger rule was designed to capture, a de-SPAC transaction would be
required to file a 1933 Act registration statement to avail itself of
the proposed rule change. Further, investment banks involved in the de-
SPAC transaction could be considered statutory underwriters and could
be found liable for any material misstatements or omissions in the
registration statement,\19\ similar to an IPO and the existing
exception to the application of the Reverse Merger rule where a company
lists in connection with certain firm commitment public offerings.
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\19\ See footnote 11, above.
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Nasdaq believes that excluding a de-SPAC transaction by OTC-trading
SPACs from the definition of a Reverse Merger is reasonable because it
aligns the treatment of such transactions with the treatment of a de-
SPAC transaction by a Nasdaq-listed SPAC because both cases represent
the functional equivalent of an IPO, as the Commission explained in the
SPAC Release, and, therefore, these cases differ from a typical Reverse
Merger where a public shell merges into a private company, in a so-
called ``backdoor registration'' \20\ without a Registration Statement
which is subject to review by Commission staff.\21\
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\20\ See footnote 8, above.
\21\ Nasdaq notes that a de-SPAC transaction where the SPAC is
not the surviving entity is not subject to the Reverse Merger
Requirement because the entity to be listed is a new registrant,
and, therefore a de-SPAC transaction can already be structured so as
not to implicate the Reverse Merger Requirement.
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The proposed requirement that a de-SPAC transaction by an OTC-
trading or listed SPAC, is excluded from the definition of Reverse
Merger only where the Company is listing upon effectiveness of a
Registration Statement is designed to protect investors and the public
interest, because it will ensure such companies satisfy the rigorous
disclosure requirements under the Securities Act of 1933 and are
subject to review by Commission staff.
Nasdaq also believes that excluding the security of a company
listing in connection with a de-SPAC transaction, upon effectiveness of
a Registration Statement, from the ADV Requirement applicable to newly
listing companies that previously traded in the OTC market is designed
to avoid imposing an unnecessary impediment to the mechanism of a free
and open market and is not unfairly discriminatory.
Specifically, as noted above, the ADV Requirement was adopted to
help ensure a liquid trading market, promote price discovery and
establish an appropriate market price for the OTC securities listing on
Nasdaq. However, since implementing the Initial Liquidity Amendments,
Nasdaq has determined that the ADV Requirement is neither necessary nor
appropriate for the listing of de-SPAC transactions because trading in
the SPAC is not indicative of trading in the merged operating company
because shareholders, typically, have the opportunity to redeem their
shares in the SPAC for a pro rata portion of the trust at the time of
the business combination.
For an operating company, investors determine a valuation of the
company based on its revenues, future cash flow expectations, business
activities and peer valuations, among other metrics. Nasdaq believes
that imposing the ADV Requirement on operating companies trading in the
OTC market helps ensure that once listed these companies will have
sufficient investor base and trading interest to provide the depth and
liquidity necessary to promote fair and orderly markets. In contrast,
in the Exchange's view, the value of a SPAC prior to a business
combination is not based solely on investor demand for the security but
is based primarily on the value of the cash held in the trust account.
In that regard, the Exchange has observed that SPACs generally have
historically traded close to the value in the trust during the period
between its public offering and the consummation of a business
combination. This suggests that the value of a SPAC's security derives
from the value of the underlying trust. Nasdaq therefore believes that
assessing the average daily trading volume of the SPAC before the
transaction is not relevant to help establish the trading
characteristics of the post transaction entity.
Further, Nasdaq believes that the investor base in the SPAC,
typically, changes significantly at the time of the de-SPAC transaction
and investors interested in the operating company will first purchase
the securities following that transaction. As a result, trading in the
SPAC prior to the de-SPAC transaction is not indicative of how the
company will trade after the transaction and, therefore, the de-SPAC
transaction more closely resembles an IPO of the target company than an
OTC
[[Page 43497]]
uplisting rendering the ADV Requirement not meaningful in helping
establish whether the new company will trade well once listed.\22\
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\22\ Nasdaq notes that a de-SPAC transaction where the SPAC is
not the surviving entity is not subject to the ADV Requirement
because the entity to be listed is a new registrant, and, therefore
a de-SPAC transaction can already be structured not to implicate the
ADV Requirement.
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The Exchange believes that other listing standards will help it to
ensure adequate distribution, shareholder interest and a liquid trading
market of a de-SPAC transaction security following a business
combination. In all cases, a de-SPAC transaction must satisfy Nasdaq's
initial listing standards which will continue to help ensure that
securities of the post business combination entity have sufficient
public float, investor base, and trading interest likely to generate
depth and liquidity to support exchange listing and trading, which
should help to protect investors and the public interest.
B. Self-Regulatory Organization's Statement on Burden on Competition
The Exchange does not believe that the proposed rule change will
impose any burden on competition not necessary or appropriate in
furtherance of the purposes of the Act. The proposed rule changes are
designed to avoid imposing an unnecessary impediment to the mechanism
of a free and open market and does not limit the ability of companies
to list on any other national securities exchange. Furthermore, while
the rule change may permit more companies to list on Nasdaq in
connection with de-SPAC transactions, other exchanges could adopt
similar rules to compete for such listings. In addition, the proposed
rule change could help facilitate competition amongst OTC-trading SPACs
with other SPACs.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
No written comments were either solicited or received.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
Within 45 days of the date of publication of this notice in the
Federal Register or within such longer period up to 90 days (i) as the
Commission may designate if it finds such longer period to be
appropriate and publishes its reasons for so finding or (ii) as to
which the Exchange consents, the Commission will:
A. by order approve or disapprove such proposed rule change, or
B. institute proceedings to determine whether the proposed rule
change should be disapproved.
IV. Solicitation of Comments
Interested persons are invited to submit written data, views and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act. Comments may be submitted by any of
the following methods:
Electronic Comments
<bullet> Use the Commission's internet comment form (<a href="https://www.sec.gov/rules/sro.shtml">https://www.sec.gov/rules/sro.shtml</a>); or
<bullet> Send an email to <a href="/cdn-cgi/l/email-protection#0e7c7b626b236d6163636b607a7d4e7d6b6d20696178"><span class="__cf_email__" data-cfemail="7b090e171e56181416161e150f083b081e18551c140d">[email protected]</span></a>. Please include
file number SR-NASDAQ-2025-066 on the subject line.
Paper Comments
<bullet> Send paper comments in triplicate to Secretary, Securities
and Exchange Commission, 100 F Street NE, Washington, DC 20549-1090.
All submissions should refer to file number SR-NASDAQ-2025-066. This
file number should be included on the subject line if email is used. To
help the Commission process and review your comments more efficiently,
please use only one method. The Commission will post all comments on
the Commission's internet website (<a href="https://www.sec.gov/rules/sro.shtml">https://www.sec.gov/rules/sro.shtml</a>). Copies of the filing will be available for inspection and
copying at the principal office of the Exchange. Do not include
personal identifiable information in submissions; you should submit
only information that you wish to make available publicly. We may
redact in part or withhold entirely from publication submitted material
that is obscene or subject to copyright protection. All submissions
should refer to file number SR-NASDAQ-2025-066 and should be submitted
on or before September 30, 2025.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\23\
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\23\ 17 CFR 200.30-3(a)(12).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2025-17242 Filed 9-8-25; 8:45 am]
BILLING CODE 8011-01-P
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