Securities

OTC Market (Over-the-Counter Market)

The OTC market is a decentralized marketplace where securities are traded directly between parties through dealer networks rather than on a centralized exchange, including stocks not listed on major exchanges.

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Exam Tip

OTC = decentralized, dealer network. Tiers: OTCQX (best) > OTCQB > Pink > Grey. Higher risk, less regulation!

What is the OTC Market?

The Over-the-Counter (OTC) market is a decentralized trading environment where securities are bought and sold through a network of dealers rather than on a formal exchange. It includes stocks, bonds, derivatives, and other financial instruments.

OTC vs. Exchange Trading

FeatureOTC MarketExchange
LocationDecentralizedCentralized
TradingDealer networkOrder matching
TransparencyLess transparentMore transparent
RegulationLess stringentStricter listing requirements
HoursFlexibleFixed hours

OTC Market Tiers (OTC Markets Group)

TierRequirementsRisk Level
OTCQXHighest standards, audited financialsLowest
OTCQBReporting companies, verified managementMedium
Pink SheetsNo minimum standardsHighest
Grey MarketNo public informationHighest

Securities Traded OTC

TypeExamples
StocksSmall companies, foreign ADRs
BondsMost corporate and government bonds
DerivativesSwaps, forwards, exotic options
Foreign SecuritiesADRs not on exchanges

OTC Stock Risks

RiskDescription
LiquidityFewer buyers/sellers, harder to trade
TransparencyLimited public information
VolatilityWide bid-ask spreads
FraudHigher risk of manipulation
Penny StocksMany trade under $5

Market Makers in OTC

RoleFunction
Provide LiquidityAlways willing to buy/sell
Quote PricesDisplay bid and ask
Take PositionHold inventory
CompeteMultiple dealers per security

Pink Sheets Disclosure

CategoryRequirement
Current InformationRecent financials posted
Limited InformationSome disclosure, not current
No InformationNo public disclosure
Caveat EmptorWarning—buyer beware

OTC Bulletin Board (OTCBB)

Historically regulated by FINRA:

  • Required SEC registration
  • Displayed real-time quotes
  • Now largely replaced by OTC Markets Group

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