Rule 12d1-3

Rule 12d1-3 (17 CFR 240.12d1-3) under the Securities Exchange Act of 1934 (the “Exchange Act”) is one of a series of regulations that sets forth the procedures to be followed in the process of listing securities for trading on a national securities exchange. The rule requires the governing committee or other corresponding authority of the exchange to certify to the Commission that a particular class of an issuer’s securities has been approved for listing by the exchange. The certification provided to the Commission must contain the following information: (1) the approval of the exchange for listing and registration; (2) the title of the security so approved; (3) the date of filing with the exchange of the application for registration and of any amendments thereto; and (4) any conditions imposed on such certification. The certification process works in conjunction with the Commission’s review of the issuer’s registration under Section 12 of the Exchange Act in order that the issuer’s Exchange Act registration statement may be declared effective by the Commission at the same time that the class of securities in question is approved for listing on a national securities exchange. Certifications pursuant to Rule 12d1-3 are filed with the Commission by national securities exchanges. The certification notifies the Commission’s staff that the class of securities covered by the certification has been approved for listing on an exchange and indicates any conditions imposed on the listing.

The latest form for Rule 12d1-3 expires 2029-01-31 and can be found here.