[Federal Register Volume 87, Number 224 (Tuesday, November 22, 2022)]
[Notices]
[Page 71388]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2022-25425]


-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-96337; File No. 10-239]


24X National Exchange LLC; Notice of Filing of Amendment No. 2 to 
an Application for Registration as a National Securities Exchange Under 
Section 6 of the Securities Exchange Act of 1934

November 17, 2022.
    On March 25, 2022, 24X National Exchange LLC (``24X'') filed with 
the Securities and Exchange Commission (``Commission'') a Form 1 
application under the Securities Exchange Act of 1934 (``Act'') seeking 
registration as a national securities exchange under Section 6 of the 
Act.\1\ Notice of the application was published for comment in the 
Federal Register on June 6, 2022.\2\ The Commission received three 
comment letters on 24X's Initial Form 1 Application and a letter from 
24X responding to these comment letters.\3\ On September 1, 2022, the 
Commission instituted proceedings pursuant to Section 19(a)(1)(B) of 
the Act \4\ to determine whether to grant or deny 24X's application for 
registration as a national securities exchange under Section 6 of the 
Act (the ``OIP'').\5\ The Commission received one comment letter in 
response to the OIP,\6\ and a letter in response to the OIP from 
24X.\7\ On October 21, 2022, 24X filed an amendment to its Initial Form 
1 Application (``Amendment No. 1'').\8\ Notice of Amendment No. 1 was 
published for comment in the Federal Register on November 9, 2022.\9\ 
On November 10, 2022, 24X filed a second amendment to its Initial Form 
1 Application (``Amendment No. 2'').\10\ The Commission is publishing 
this notice in order to solicit views of interested persons on 24X's 
Initial Form 1 Application, as amended by Amendment No. 1 and Amendment 
No. 2.
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78f.
    \2\ See Securities Exchange Act Release No. 95007 (May 31, 
2022), 87 FR 34333 (June 6, 2022) (``Initial Form 1 Application'').
    \3\ The public comment file for 24X's Form 1 application (File 
No. 10-239) is available on the Commission's website at: https://www.sec.gov/comments/10-239/10-239.htm.
    \4\ 15 U.S.C. 78s(a)(1)(B).
    \5\ See Securities Exchange Act Release No. 95651 (Sept. 1, 
2022), 87 FR 54736 (Sept. 7, 2022).
    \6\ See letter from Brian Hyndman, President and Chief Executive 
Officer, Blue Ocean ATS, LLC, dated Sept. 28, 2022, to Vanessa A. 
Countryman, Secretary, Commission.
    \7\ See letter from James M. Brady, Katten Muchin Rosenman LLP, 
outside counsel for 24X National Exchange LLC, dated Oct. 18, 2022, 
to Vanessa A. Countryman, Secretary, Commission.
    \8\ Amendment No. 1 is available on the Commission's website at: 
https://www.sec.gov/rules/other/2022/24x/24x-form-1.htm.
    \9\ See Securities Exchange Act Release No. 96218 (Nov. 3, 
2022), 87 FR 67725 (Nov. 9, 2022).
    \10\ Amendment No. 2 is available on the Commission's website 
at: https://www.sec.gov/rules/other/2022/24x/24x-form-1.htm.
---------------------------------------------------------------------------

I. Description of 24X's Proposed Trading System

    24X proposes to operate a fully automated electronic trading 
platform for the trading of listed NMS stocks pursuant to unlisted 
trading privileges.\11\ 24X would not maintain a physical trading 
floor.\12\ 24X proposes to allow trading in NMS stocks 24 hours a day, 
7 days per week, 365 days a year.\13\ 24X proposes specific rules to 
govern trading during regular trading hours \14\ as well as trading 
outside of regular trading hours.\15\
---------------------------------------------------------------------------

    \11\ See Exhibit E, as amended by 24X's Amendment No. 1, at 1, 
4.
    \12\ Id. at 1.
    \13\ See proposed 24X Rule 11.1 (describing the hours of trading 
and trading days for 24X).
    \14\ Regulation NMS Rule 600(b)(77) defines ``regular trading 
hours'' as ``the time between 9:30 a.m. and 4:00 p.m. Eastern Time . 
. .'' 24X proposes to define four different trading sessions. See 
proposed 24X Rules 1.5(b), defining the ``24X Market Session''; 
1.5(k) defining the ``Core Market Session''; 1.5(v) defining the 
``Post-market Session''; and 1.5(w) defining the ``Pre-Market 
Session''.
    \15\ See e.g., proposed 24X Rule 11.16 (describing what orders 
are eligible for execution outside of regular trading hours).
---------------------------------------------------------------------------

II. Amendment No. 2 to 24X's Initial Form 1 Application

    In Amendment No. 2, 24X proposes certain changes to the Amended and 
Restated Limited Liability Company Operating Agreement of 24X Bermuda 
Holdings LLC, \16\ as well as to the Member Nominating Committee 
Charter.\17\
---------------------------------------------------------------------------

    \16\ See Exhibits C and C-2, as amended by 24X's Amendment No. 
2.
    \17\ See Exhibit J-3, as amended by 24X's Amendment No. 2.
---------------------------------------------------------------------------

III. Request for Written Comment

    The Commission requests that interested persons provide written 
views and data with respect to 24X's Initial Form 1 Application, as 
amended by Amendment No. 1 and Amendment No. 2. Comments may be 
submitted by any of the following methods:

Electronic Comments

     Use the Commission's internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include 
File Number 10-239 on the subject line.

Paper Comments

     Send paper comments in triplicate to Secretary, Securities 
and Exchange Commission, 100 F Street NE, Washington, DC 20549-1090.

All submissions should refer to File Number 10-239. This file number 
should be included on the subject line if email is used. To help the 
Commission process and review your comments more efficiently, please 
use only one method. The Commission will post all comments on the 
Commission's internet website (http://www.sec.gov/rules/other.shtml). 
Copies of the submission, all subsequent amendments, all written 
statements with respect to 24X's Initial Form 1 Application, as amended 
by Amendment No. 1 and Amendment No. 2, filed with the Commission, and 
all written communications relating to the application between the 
Commission and any person, other than those that may be withheld from 
the public in accordance with the provisions of 5 U.S.C. 552, will be 
available for website viewing and printing in the Commission's Public 
Reference Room, 100 F Street NE, Washington, DC 20549, on official 
business days between the hours of 10:00 a.m. and 3:00 p.m. All 
comments received will be posted without change. Persons submitting 
comments are cautioned that we do not redact or edit personal 
identifying information from submissions. You should submit only 
information that you wish to make publicly available.
    All submissions should refer to File Number 10-239 and should be 
submitted on or before December 13, 2022.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\18\
---------------------------------------------------------------------------

    \18\ 17 CFR 200.30-3(a)(71)(ii).
---------------------------------------------------------------------------

Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2022-25425 Filed 11-21-22; 8:45 am]
BILLING CODE 8011-01-P


