NYSE Tightens Cash Sale Rules: Shareholder Approval Gets a Pricey Overhaul
Published Date: 2/18/2025
Notice
Summary
NYSE American is changing its rules so that only cash sales of securities at or above a set minimum price can skip shareholder approval. This means book value won’t count in deciding if a sale qualifies for this exception anymore. The change is effective immediately and mainly affects companies and investors involved in these sales.
Analyzed Economic Effects
2 provisions identified: 0 benefits, 2 costs, 0 mixed.
Book value removed from pricing test
The Exchange amended Section 713 to remove book value from the pricing test used for the exemption in Section 713(a), adopt a "Minimum Price" definition for that test, and added Commentary .02 clarifying that only cash sales qualify for the Minimum Price exemption. These rule changes were filed February 6, 2025 and are effective immediately.
Cash-only exception for skip-approval deals
If you invest in or trade shares, the NYSE American changed Section 713 so only cash sales of securities at or above a defined "Minimum Price" can qualify to skip shareholder approval under Section 713(a). The change was filed on February 6, 2025 and was designated effective immediately; the Commission is accepting comments through March 11, 2025.
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