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What Is a Penny Stock? A Comprehensive Guide

Photo of a penny on its edge on a stock performance chart

Key Points

  • Penny stocks are highly speculative investments with low share prices, small market capitalizations, and high volatility, making them attractive to risk-tolerant traders but unsuitable for conservative investors
  • Most penny stocks trade on over-the-counter (OTC) markets, though some meet the requirements to list on major exchanges, while others face delisting if their prices remain too low.
  • Investing in penny stocks carries significant risks, including low liquidity, lack of transparency, and susceptibility to fraud, making thorough research and caution essential.
  • MarketBeat previews top five stocks to own in March.

Thinking about investing in penny stocks? You might need to bring some Dramamine because trading penny stocks can take you on a volatility rollercoaster ride. 

The definition of a penny stock can vary depending on who you ask, but penny stocks aren't always stocks trading for pennies. According to the U.S. Securities and Exchange Commission (SEC), a penny stock is any stock trading at $5 or less per share. 

Penny stocks have a reputation for being high-risk and highly volatile, making them attractive to speculative investors but unsuitable for those seeking stability. While some penny stocks grow into successful companies, many remain obscure or fail due to financial instability.

Keep reading to learn about the characteristics of penny stocks, where they are traded, the risks and rewards they offer, and the regulatory framework that governs them.

Characteristics of Penny Stocks

Penny stocks share certain traits that set them apart from larger, more established companies.

Low Share Price

While SEC defines penny stocks as stocks trading below $5 per share, though many trade for under $1 per share. Their low price makes them affordable but also more susceptible to rapid price swings.

Small Market Capitalization

Penny stocks are often issued by small or micro-cap companies, typically valued at under $300 million. These companies are either in the early stages of growth or struggling financially.

High Volatility

Due to their low share price and limited trading volume, penny stocks can experience massive price fluctuations—sometimes increasing or decreasing by 50% or more in a single day.

Low Liquidity

Because fewer investors buy and sell penny stocks, it can be hard to find buyers when you want to sell. This low liquidity can cause wide bid-ask spreads, meaning you might have to sell at a much lower price than expected.

Limited Public Information

Unlike large companies, many penny stock issuers aren’t required to file detailed financial reports, making it difficult for investors to analyze their financial health.

Where Are Penny Stocks Traded?

Most penny stocks trade on over-the-counter (OTC) markets such as the OTCQB, OTCQX, and Pink Sheets. Penny stocks that meet the stricter requirements can be listed on major exchanges like the New York Stock Exchange (NYSE) or the Nasdaq—but if a stock remains under $1 per share for too long, it risks being delisted.

The OTC Markets Group has three tiers based on financial reporting standards:

1. OTCQX

OTCQX, short for "Over-the-Counter Quality Markets," is the highest tier of the over-the-counter (OTC) stock market. It serves as a trading platform for well-established companies that meet higher financial and regulatory standards. To be listed on OTCQX, companies must provide audited financial statements and comply with regulatory disclosure requirements. Additionally, they cannot be in bankruptcy, which helps build investor confidence. Compared to lower OTC tiers, OTCQX offers greater transparency and credibility.

2. OTCQB

OTCQB, short for "Over-the-Counter Venture Market," is the middle tier of the OTC stock market. It serves as a trading platform for smaller, developing companies that meet certain financial and reporting requirements. While these standards are less rigorous than those of higher-tier exchanges like NASDAQ or NYSE, OTCQB still requires companies to provide regular financial disclosures and maintain some level of transparency. This tier offers investors access to emerging companies with regulatory oversight, though it carries higher risks compared to OTCQX.

3. Pink Sheets

The OTC Pink (OTCP) tier is the lowest and most speculative level of the OTC Markets Group. It serves as a marketplace for stocks that do not meet the stricter listing requirements of major U.S. exchanges. Companies in this tier are categorized into three sub-levels based on their financial disclosure:

  • OTC Pink Current: Companies that provide up-to-date financial information.
  • OTC Pink Limited Information: Companies that disclose only partial or outdated financial data.
  • OTC Pink No Information: Companies that provide no financial disclosures.

OTC Pink is the least regulated of the OTC market tiers, lacking the financial and transparency standards required for OTCQX and OTCQB. Due to its minimal oversight, this tier carries a higher level of investment risk, making thorough research and caution essential for investors.

Why Do Companies Issue Penny Stocks?

For many companies, issuing penny stocks isn't just a choice—it's a necessity. Whether they're startups seeking growth capital, businesses trying to enter public markets, or firms looking to attract speculative investors, penny stocks provide an alternative route to raising funds and gaining visibility.

Here are some reasons why companies turn to penny stocks:

Raise Capital

Smaller companies that struggle to secure financing through traditional methods issue penny stocks to raise funds for operations, research, or expansion.

Enter Public Markets

Companies that do not meet the listing requirements for major stock exchanges may trade on OTC markets as an alternative way to access investors.

Attract Speculative Investors

Since penny stocks offer the potential for rapid price increases, they attract risk-tolerant investors looking for quick gains.

Risks of Penny Stocks

While penny stocks may promise big gains, they come with equally big risks. Their unpredictable nature, lack of transparency, and susceptibility to fraud make them a high-stakes gamble—one that conservative investors should approach with extreme caution.

Here are the key risks to consider:

High Volatility

Penny stocks can experience large and unpredictable price swings, making them highly risky. A stock could double in price or lose all its value within days.

Low Liquidity

Since penny stocks have fewer buyers and sellers, it can be difficult to sell shares at a desired price, leading to potential losses.

Lack of Transparency

Many penny stock companies do not file regular financial reports, making it hard for investors to verify earnings, debts, or business operations.

Potential for Fraud

Penny stocks are prone to pump-and-dump schemes, where fraudsters artificially inflate a stock’s price by spreading misleading hype, only to sell off their shares, leaving other investors with losses.

Examples of Penny Stocks

While most penny stocks fade into obscurity, a select few have defied the odds and grown into major success stories. These companies started as penny stocks but eventually thrived:

  • Ford Motor NYSE: F: During the 2008 financial crisis, Ford’s stock dropped below $2 per share before rebounding and reclaiming its blue-chip status.
  • Monster Beverage NASDAQ: MNST: Originally a penny stock, Monster Beverage transformed into a multi-billion-dollar company and a dominant player in the energy drink industry.
  • Advanced Micro Devices NASDAQ: AMD: Once trading below $2 per share in 2015, AMD turned its fortunes around with strong innovation in semiconductor technology, becoming a major competitor to NVIDIA Corp. NASDAQ: NVIDIA.
  • Sirius XM Holdings NASDAQ: SIRI: Facing financial struggles, Sirius XM traded for pennies in 2009 before merging and recovering, eventually becoming a leader in satellite radio.

But for every success, there are countless failures—including some infamous cases of fraud and financial collapse:

  • Enron: Once a massive energy company, Enron’s stock collapsed from over $90 to pennies due to one of the biggest accounting fraud scandals in history.
  • Freddie Mac OTCMKTS: FMCC & Fannie Mae OTCMKTS: FNMA: These government-sponsored enterprises were once major financial institutions but collapsed into penny stock status during the 2008 housing crisis.

Regulatory Framework

Since penny stocks are often associated with fraud and manipulation, it's important that investors understand the roles of the SEC, FINRA, and OTC Markets Group in regulating these securities.

SEC Regulations

The SEC oversees the broader securities markets and enforces rules such as Rule 15g-9, which requires brokers to provide risk disclosures to investors before executing trades in penny stocks. Companies that trade on major exchanges must adhere to reporting requirements under Regulation S-K and Regulation S-X, which govern qualitative disclosures like management discussions and risk factors, as well as financial statement formatting and accounting standards.

The SEC also actively pursues pump-and-dump schemes, and past cases like Operation Broken Trust and Operation Shell-Expel have targeted illegal activities in penny stock markets.

FINRA Rules

The Financial Industry Regulatory Authority (FINRA) plays a role in regulating broker-dealers handling penny stocks. FINRA Rule 6432 requires brokers to comply with the Penny Stock Rule (SEC Rule 15g-2 through 15g-9), which mandates written disclosures about risks, bid-ask spreads, and broker compensation.

OTC Markets Group Oversight

The OTC Markets Group classifies penny stocks into different tiers based on disclosure requirements, influencing transparency and investor risk. While OTCQX and OTCQB require audited financials and regular reporting, OTC Pink has minimal oversight, increasing investor risk.

Penny stocks are highly speculative investments that attract traders looking for big gains in short periods. However, they also come with significant risks, including high volatility, lack of liquidity, and potential fraud. While some companies grow out of penny stock status, many remain volatile or fail altogether.

Investing in penny stocks is risky and volatile, so a meticulous approach is essential. Thorough research is the foundation of success when investing in penny stocks. Before you part with your hard-earned money, conducting diligent research to identify potential opportunities and mitigate risks is critical.

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Jeffrey Neal Johnson
About The Author

Jeffrey Neal Johnson

Contributing Author

Retail and Technology Stocks

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Companies Mentioned in This Article

CompanyMarketRank™Current PricePrice ChangeDividend YieldP/E RatioConsensus RatingConsensus Price Target
Monster Beverage (MNST)
3.7653 of 5 stars
$53.00+3.5%N/A33.97Hold$55.53
Zynga (ZNGA)
0.7975 of 5 stars
$8.18flatN/A-81.80N/AN/A
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