[Federal Register Volume 87, Number 226 (Friday, November 25, 2022)]
[Notices]
[Page 72553]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2022-25685]



[[Page 72553]]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-96364; File No. 10-239]


In the Matter of the Application of 24X National Exchange LLC for 
Registration as a National Securities Exchange; Notice of Designation 
of a Longer Period for Commission Action on Proceedings To Determine 
Whether To Grant or Deny an Application for Registration as a National 
Securities Exchange Under Section 6 of the Securities Exchange Act of 
1934

November 18, 2022.

I. Introduction

    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 comment 
letters on the 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 Form 1 
application (``Amendment No. 1'').\8\ Among other things, Amendment No. 
1 revised the corporate documents of 24X and its direct holding 
company; amended 24X's proposed rules and User Manual; \9\ filed 
additional financial statements for 24X's immediate holding company; 
and provided additional information about the finances for 24X. On 
November 10, 2022, 24X filed a second amendment to its Form 1 
application (``Amendment No. 2).\10\ In Amendment No. 2, 24X revised 
the Amended and Restated Limited Liability Company Operating Agreement 
of 24X Bermuda Holdings LLC, as well as the Member Nominating Committee 
Charter.
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    \1\ 15 U.S.C. 78f.
    \2\ See Securities Exchange Act Release No. 95007 (May 31, 
2022), 87 FR 34333 (June 6, 2022) (``Notice'').
    \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\ See Securities Exchange Act Release No. 96218 (Nov. 3, 
2022), 87 FR 67725 (Nov. 9, 2022). Amendment No. 1 is available on 
the Commission's website at: https://www.sec.gov/rules/other/2022/24x/24x-form-1.htm.
    \9\ For example, 24X has proposed to delete its original 
proposal to trade fractional shares and to have a mirrored platform 
in London.
    \10\ See Securities Exchange Act Release No. 96337 (Nov. 17, 
2022). Amendment No. 2 is available on the Commission's website at: 
https://www.sec.gov/rules/other/2022/24x/24x-form-1.htm.
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    Section 19(a)(1)(B) of the Act provides that proceedings instituted 
to determine whether to deny an application for registration as a 
national securities exchange shall be concluded within 180 days of the 
date of a publication of notice of the filing of the application for 
registration.\11\ At the conclusion of such proceedings, the 
Commission, by order, shall grant or deny such registration.\12\ The 
Commission may extend the time for conclusion of such proceedings for 
up to 90 days if it finds good cause for such extension and publishes 
its reasons for so finding.\13\ The Notice was published for comment in 
the Federal Register on June 6, 2022.\14\ The 180th day after 
publication of the Notice is December 2, 2022. The Commission is 
extending the time period for granting or denying 24X's application for 
registration as a national securities exchange for an additional 90 
days.
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    \11\ 15 U.S.C. 78s(a)(1)(B).
    \12\ Id.
    \13\ Id.
    \14\ See supra note 2.
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    The Commission finds good cause for extending the period for 
granting or denying 24X's application for registration as a national 
securities exchange because the extension will provide additional time 
for the Commission to assess whether 24X's Form 1 application, as 
amended, satisfies the requirements of the Act and the rules and 
regulations thereunder. As described in the Notice, 24X proposes to 
significantly expand trading outside of regular trading hours \15\ for 
NMS stocks by operating a national securities exchange 24 hours a day, 
seven days a week, 365 days a year, including holidays. In addition, in 
Amendment Nos. 1 and 2, 24X significantly amended its application for 
registration as a national securities exchange as originally filed. 
Therefore, the Commission believes that there is good cause to extend 
the time for conclusion of the proceedings for 90 days. Accordingly, 
the Commission, pursuant to Section 19(a)(1)(B) of the Act,\16\ 
designates March 3, 2023, as the date by which the Commission shall 
either grant or deny 24X's Form 1 application.
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    \15\ ``Regular trading hours'' is defined in Rule 600(b)(77) as 
``the time between 9:30 a.m. and 4:00 p.m. Eastern Time.'' 17 CFR 
242.600(b)(77).
    \16\ 15 U.S.C. 78s(a)(1)(B).

    By the Commission.
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2022-25685 Filed 11-23-22; 8:45 am]
BILLING CODE 8011-01-P


