We tell clients to bring evidence, not adjectives. Here's ours.
The FPI universe is large — and growing again
967 Foreign Private Issuers filed annual reports on Form 20-F in fiscal 2023, up from a low of 656 in 2016. Foreign-based companies now make up roughly 27% of all U.S. exchange listings, up from about 17% in 2016.
Source: SEC DERA, Trends in the Foreign Private Issuer Population 2003–2023 (Dec. 2024, rev. May 2025); SEC Concept Release No. 33-11376 (June 4, 2025); NERA data reported by Cooley LLP (Oct. 2025).
Most FPIs now depend heavily on U.S. markets
Of the 943 Form 20-F issuers with usable trading data in fiscal 2023, 76% had more than half of their global trading volume in U.S. markets. Fifty-five percent conducted at least 99% of their trading in U.S. markets.
Source: SEC Concept Release No. 33-11376 (June 4, 2025), based on the staff's FPI Trends White Paper. Trading percentages use the 943 issuers with usable data.
The FPIs most dependent on U.S. markets are disproportionately smaller
FPIs conducting at least 99% of their trading in the U.S. represented approximately 55% of issuers, but only 9.2% of aggregate FPI market capitalization. By contrast, the 24.2% of FPIs with less than half of their trading in the U.S. represented 66.3% of aggregate market capitalization.
Source: SEC Concept Release No. 33-11376 (June 4, 2025), Figure 5 and accompanying analysis.
Smaller companies live in a coverage desert
Small caps average about six covering analysts. Mid caps get seventeen; large caps, thirty. Many companies below $1 billion have no coverage at all. And analysts generally won't initiate on a stock their clients can't trade in size — which makes liquidity a precondition for visibility, not a result of it.
Source: Bank of America / FactSet data cited by Osterweis Capital Management; Grid Oasis (2026); Small-Cap Institute on liquidity as a prerequisite for coverage.
Being understood is worth real money — the research says so
Foreign companies listed in the U.S. have historically been valued well above comparable home-market peers — a 16.5% premium in the foundational study — a gap researchers tie to stronger investor protection, disclosure, and visibility. Cross-listing is also associated with more analyst coverage, more media attention, and better liquidity. But the premium goes to companies the market can actually see. A ticker alone earns nothing. And the closing link: when smaller companies add professional investor relations, research finds media coverage, analyst following, institutional ownership, and valuation all rise — evidence that the work, not just the listing, is what the market rewards.
Source: Doidge, Karolyi & Stulz, Journal of Financial Economics 71 (2004); Bushee & Miller, The Accounting Review 87 (2012); Lang, Lins & Miller, Journal of Accounting Research 41 (2003); Baker, Nofsinger & Weaver, JFQA 37 (2002); Foerster & Karolyi, Journal of Finance 54 (1999).
The audience has changed — and so has the scrutiny
Individual investors now drive roughly 20–25% of daily U.S. equity volume, about double their share a decade ago — and direct stock ownership just posted its largest jump on record, rising from 15% to 21% of U.S. families. Your message has to work for professionals and individuals alike. The SEC is reviewing the FPI eligibility framework. Separately, Section 16(a) insider-reporting requirements took effect in March 2026 for directors and officers of FPIs with Section 12-registered equity securities, subject to specified exemptions. Credible issuers have an opportunity to distinguish themselves through clear disclosure and early preparation for regulatory change.
Source: JPMorgan / Jefferies estimates via Reuters (2025); Federal Reserve, 2022 Survey of Consumer Finances (Oct. 2023); SEC Concept Release No. 33-11376 (June 4, 2025); SEC, Holding Foreign Insiders Accountable Act final rules (Feb. 27, 2026) and exemptive guidance (updated May 20, 2026).