When a stock doesn’t meet the listing standards of the NYSE, NASDAQ, or other exchanges, it may trade only in the over-the-counter (OTC) markets (non-NASDAQ OTC markets). Many of these markets operate under the OTC Markets Group.
The OTC Markets Group developed from the historical “Pink Sheets,” a publication that printed stock quotes on pink sheets of paper in the early 1900s. The Pink Sheets originally served lesser-known issuers that didn’t meet the financial requirements to trade on major exchanges. Today, the OTC Markets Group is a modern organization that serves a similar purpose. It’s divided into three prominent segments:
The OTCQX is the most prestigious market within the OTC Markets Group. Even though many OTCQX companies don’t meet NYSE or NASDAQ listing standards, OTCQX has its own financial and reporting requirements. Companies listed on this market can’t be bankrupt or penny stocks, and their financial disclosure documents must be audited. If you want the full details, see the requirements for US issuers to be listed on the OTCQX (this level of detail is generally not tested).
The OTCQB, sometimes called a venture market, is designed for smaller, developing companies. These issuers typically don’t meet OTCQX standards because they’re earlier in their business cycle. OTCQB still has listing requirements: companies can’t be bankrupt, must have at least 50 shareholders, and must be audited. For a complete description, see the OTCQB listing requirements (the specifics are usually not tested).
All other securities that don’t meet the financial or reporting requirements of the NYSE, NASDAQ, OTCQX, or OTCQB may trade on the OTC Pink Market. The Pink Market has no financial or listing requirements, which means it can include bankrupt or distressed companies, as well as companies that choose not to report financial information to investors. Because transparency is limited, most securities trading on the OTC Pink Market are very risky. If you want more context, see the real-world Pink Market (this is typically not tested).
The Over-The-Counter Bulletin Board (OTCBB) was shut down by FINRA in November 2021, and is not part of the OTC Markets Group.
Trades in these markets are considered second market trades. As a reminder, a trade of a non-listed stock (not listed on the NYSE or NASDAQ) in the OTC markets is considered a second market trade.
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