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24 August 2026

New NYSE Delisting Rules: What Microcap Companies Need To Know About The $0.25 Minimum Trading Price

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The SEC has approved new NYSE and NYSE American listing rules establishing a $0.25 minimum trading price, effective July 1, 2027. A single closing price below this threshold triggers immediate trading suspension and delisting proceedings with no cure period. Companies trading at low share prices must act now during the transition period to implement reverse stock splits and establish monitoring procedures before this hard floor takes effect.
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On August 14, 2026, the Securities and Exchange Commission approved new listing rules for the New York Stock Exchange and NYSE American establishing a $0.25 minimum trading price for continued listing. If a listed security closes below $0.25 on any trading day, the exchange will immediately suspend trading and commence delisting proceedings. There is no cure period. If your company trades on NYSE or NYSE American at a low share price, this development demands attention now.

For microcap and small-cap issuers, a single bad trading day can become a delisting event. Companies trading anywhere near the new threshold should use the transition period to create room above it.

The SEC Approval: What Happened

The SEC granted accelerated approval to parallel amendments to Section 802.01C of the NYSE Listed Company Manual (SR-NYSE-2025-43) and Section 1003(f)(v) of the NYSE American Company Guide (SR-NYSEAMER-2025-72). Both orders are dated August 14, 2026 and were published in the Federal Register on August 18, 2026. The new standard takes effect July 1, 2027. The exchanges originally proposed October 1, 2026 and extended the date by amendment to give issuers additional time to implement reverse stock splits to increase share prices; NYSE American added that an affected issuer would have the benefit of its 2027 annual meeting to take proactive action. Because the SEC acted on an accelerated basis, comments on the extended effective date remain due September 8, 2026, but the approval is already in place.

The delayed date is not a reason to wait. The transition period exists so companies can address low share prices before a single closing price below $0.25 triggers suspension.

Major Components of the New Rules

Here are the key elements:

The $0.25 Hard Floor. If a security closes below $0.25 on any trading day, NYSE or NYSE American will immediately suspend trading and begin delisting proceedings. The test is a single closing price, not a 30-day average. A stock that closes at $0.24 for one day triggers the rule even if the decline is temporary.

No Cure Period Before Suspension. A company whose security closes below $0.25 (the “Minimum Trading Price”) is not eligible for the compliance procedures otherwise available under Section 802.01C of the NYSE Manual or Section 1009 of the NYSE American Company Guide. Those procedures ordinarily provide real runway—the six-month Price Criteria cure period discussed below and, on NYSE American, notice of the deficiency followed by an 18-month plan to regain compliance, subject to quarterly monitoring—and neither is available to a company that closes below the Minimum Trading Price. Issuers may appeal a delisting decision under Section 804.00 of the NYSE Manual or Section 1010 and Part 12 of the NYSE American Company Guide, as applicable, but the Minimum Trading Price standard provides no compliance period to allow time for the share price to recover. During any appeal process, companies subjected to the new immediate delisting process may continue to trade in the over-the-counter market pending the outcome of any appeal, meaning investors will experience the practical consequences of delisting immediately.

The Exchanges Can Act Above $0.25. The exchanges expressly preserved discretion to suspend or delist a security that suffers a “precipitous decline” to an “abnormally low level” from which the price is unlikely to recover, even if it does not close below $0.25. $0.25 is not a safe harbor.

The Existing Low-Price Framework Still Applies. NYSE’s Price Criteria treat an average closing price below $1.00 over a consecutive 30 trading-day period as a deficiency and allow a six-month cure period. NYSE American applies a discretionary low selling price criterion under Section 1003(f)(v) of the Company Guide. The Minimum Trading Price adds a far more severe floor beneath those processes.

The SEC Rejected a Cure Period. Commenters argued that a single-day trigger was too severe and asked for a warning period, a multi-day price test, or a mandatory cure period. The SEC approved the rules anyway, citing its own analysis showing that 55% of securities falling below $0.25 still had a closing price under $0.25 after 180 days, with a median closing price of $0.23. The SEC also found that securities falling below the threshold had a high likelihood of eventual delisting for failure to meet other quantitative standards, occurring at the median 129 days later.

Strategies to Avoid Delisting

For companies trading at low prices, the priority is to act before the new standard becomes an immediate problem.

Secure Reverse Stock Split Authority Early

A reverse stock split remains the most direct way to raise the per-share trading price, and the exchanges extended the effective date to July 1, 2027 specifically to give issuers time to implement one before the standard applies. Companies that need stockholder approval should address reverse split authority at their 2027 annual meeting—or earlier if their trading price warrants it.

Waiting until the stock approaches $0.25 may leave too little time to prepare proxy materials, obtain corporate approvals, coordinate with the exchange and transfer agent, and implement the split.

Reverse splits carry their own constraints. Under Section 802.01C of the NYSE Manual, if the average closing price of a security as reported on the consolidated tape is less than $1.00 over a consecutive 30 trading-day period, the issuer is ineligible for any cure period if it has effected a reverse stock split in the past one-year period, or one or more reverse splits over the prior two-year period with a cumulative ratio of 200 shares or more to one. A company also may not effect a reverse split that would cause it to fall out of compliance with the continued listing requirements of Section 802.01A. NYSE American imposes comparable limits under Sections 1003(f)(vi) and (vii) of the Company Guide, which call for immediate suspension and delisting, with no Section 1009 plan, if a company has effected one or more reverse splits over the prior two-year period with a cumulative ratio of 200 shares or more to one, or if a reverse split causes the security to fall below another Section 1003 continued listing requirement. The NYSE American limits apply on their own terms, without regard to whether the company is already below $1.00. Companies with recent splits should confirm their remaining flexibility now.

Establish Trading-Price Escalation Procedures

A single-day trigger requires different monitoring. Management and the board should set internal price thresholds that trigger escalating discussions with securities counsel, investor relations professionals and the exchange.

Do not treat $0.26 as safe. Once a stock nears the hard floor, ordinary volatility alone can produce a closing price that results in suspension. Have a response plan in place well before that point, particularly if the stock is already below $1.00 or has been highly volatile.

Keep Corporate and Disclosure Planning Current

Issuers facing low-price concerns should confirm that their SEC disclosure describes the heightened delisting risk and the consequences of additional reverse stock splits, keep the board current on trading price developments, and document their consideration of alternatives.

Preparation also means mapping the reverse split timeline before it is needed. Counsel, management, the transfer agent and other service providers should know who handles exchange notifications, corporate approvals, public disclosure and implementation.

Why the July 1, 2027 Date Matters

The extended effective date gives issuers a real window to prepare—and the record ties that window directly to implementing reverse stock splits before the standard applies.

For companies already trading at low prices, 2027 annual-meeting planning now carries a listing-compliance component. Boards should determine whether existing reverse split authority provides enough flexibility, whether additional shareholder authority is needed, and whether recent splits limit the ratios still available.

The $0.25 floor is also part of a broader tightening of exchange listing standards. Nasdaq, the NYSE and NYSE American have each adopted rules that accelerate delisting or eliminate cure periods for companies falling below quantitative standards. For smaller issuers, continued-listing compliance must be managed proactively rather than after a deficiency notice arrives.

The Bottom Line

Beginning July 1, 2027, one closing price below $0.25 can result in immediate trading suspension and the commencement of delisting proceedings, with no traditional cure period. The exchanges also retain discretion to act on a precipitous decline even above $0.25.

Companies trading at low share prices should not wait until 2027. Review reverse stock split authority, recent split history, annual-meeting timing, internal monitoring procedures and related disclosure now, and use the transition period to build room above the new floor.

The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.

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