Nasdaq’s New Policy on Crypto Purchases: What Shareholders Need to Know
Nasdaq recently announced a significant policy change that will impact public companies looking to buy cryptocurrencies with stock issuances. Moving forward, Nasdaq will require shareholder votes before any stock issuances are used to purchase crypto assets. While this news initially caused a dip in Strategy shares, they have since rebounded by 3% in pre-market trading.
This new requirement adds an additional layer of oversight to the growing trend of public companies using equity or convertibles to acquire tokens for their balance sheets. It complements Nasdaq’s existing listing standards, particularly Rule 5635, which already mandates shareholder approval in certain situations such as private placements that exceed the 20 percent threshold.
Nasdaq’s enforcement arm is also committed to ensuring compliance with exchange rules and federal securities laws. This development comes at a crucial time as a wave of “crypto-treasury” pivots has reshaped small-cap capital markets. Architect Partners has identified 184 public companies that have disclosed plans to raise over $132 billion for token purchases, many of which are listed on Nasdaq.
Assets like Bitcoin, Ethereum, Solana, and XRP are among the tokens being targeted, with some companies specifically designed to hold or accumulate crypto. The market quickly reacted to Nasdaq’s policy shift, causing crypto-treasury stocks to decline as investors weighed the implications of this new requirement.
Despite the initial hesitation, there is still strong demand for exposure to crypto assets. For example, American Bitcoin, a miner and treasury company backed by the Trump family, debuted on Nasdaq and saw a 16.5% increase in its stock price on its first day of trading.
This policy change aligns with broader regulatory shifts in the crypto space. The SEC has outlined a rulemaking agenda that aims to provide clarity on digital assets, including how they are offered, sold, and traded on national securities exchanges. Proposed legislation in the House and Senate also seeks to establish clear jurisdiction between the SEC and CFTC and set timelines for implementing new rules.
Overall, Nasdaq’s new requirement for shareholder approval before using stock issuances to buy crypto reflects a growing focus on regulatory oversight in the crypto space. Companies planning to establish crypto treasuries will now need to factor in shareholder votes, proxy calendars, and compliance checks into their strategic planning. This shift marks a new phase in the evolution of crypto investments within the traditional financial market.