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If your company is considering an initial listing on the NYSE – or recently listed on the NYSE – a recent rule change may help your bottom line. Thanks to Orrick’s Bobby Bee for bringing this to our attention!

The NYSE has amended Section 902.03 of the Listed Company Manual to say that during the first five years of an initial listing of a class of common equity on NYSE, an issuer will:

1. only be subject to initial and annual listing fees for its primary class of equity securities, and

2. will be exempt from all other listing fees, including fees for

a) the listing of additional shares of the primary class of equity securities (including with respect to shares issued in connection with a stock split or stock dividend),

b) the listing of an additional class of common stock, preferred stock, warrants or rights,

c) the listing of securities convertible into or exchangeable or exercisable for additional securities of the issuer’s primary class of equity securities,

d) applications in connection with a Technical Original Listing or reverse stock split, or

e) applications for changes that involve modification to Exchange records or in relation to a poison pill.

The rule went into effect on April 1st and applies to any initial listings of common equity after that date. Any company that listed a primary class of equity securities on the Exchange before April 1, 2025, but on or after April 1, 2021, will be entitled to the remaining balance of the five-year limited fee period running from April 1, 2025 until the five-year anniversary of the date on which such company listed its primary class of equity securities on the Exchange. Fees already paid and incurred prior to April 1, 2025 will not be altered or refunded.

– Liz Dunshee