```

[Federal Register Volume 89, Number 210 (Wednesday, October 30, 2024)]
[Notices]
[Pages 86400-86402]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2024-25170]

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

SECURITIES AND EXCHANGE COMMISSION

[Release 34-101431; File No. 10-242]

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

October 24, 2024.
    On February 6, 2024, 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 March 4, 2024.\2\ The Commission received comments 
on the Form 1 \3\ and a letter

[[Page 86401]]

responding to the comments from 24X.\4\ On May 31, 2024, the Commission 
instituted proceedings pursuant to Section 19(a)(1)(B) of the Act \5\ 
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'').\6\ After issuance of the OIP, Commission received 
six comment letters \7\ and a letter responding to the OIP and comments 
from 24X.\8\ On August 21, 2024, 24X filed an amendment to its Form 1 
application (``Amendment No. 1''),\9\ which was published for comment 
in the Federal Register on September 3, 2024.\10\ On August 30, 2024, 
the Commission extended, pursuant to Section 19(a)(1)(B) of the 
Exchange Act,\11\ the time period for granting or denying 24X's Form 1 
application for an additional 90 days, until November 29, 2024.\12\ The 
Commission subsequently received three comment letters.\13\ On October 
23, 2024, 24X filed a second amendment to its Form 1 application 
(``Amendment No. 2'').\14\ The Commission is publishing this notice in 
order to solicit views of interested persons on 24X's Form 1, as 
amended by Amendment No. 2.
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78f.
    \2\ See Securities Exchange Act Release No. 99614 (Feb. 27, 
2024), 89 FR 15621 (``Notice'').
    \3\ The public comment file for 24X's Form 1 (File No. 10-242) 
is available on the Commission's website at: https://www.sec.gov/comments/10-242/10-242.htm.
    \4\ See letter to Secretary, Commission, from David Sassoon, 
General Counsel, 24X, dated May 30, 2024 (``24X Letter'').
    \5\ 15 U.S.C. 78s(a)(1)(B).
    \6\ See Securities Exchange Act Release No. 100254 (May 31, 
2024), 89 FR 48466 (Jun. 6, 2024).
    \7\ The public comment file for 24X's Form 1 (File No. 10-242) 
is available on the Commission's website at: https://www.sec.gov/comments/10-242/10-242.htm.
    \8\ See letter to Secretary, Commission, from David Sassoon, 
General Counsel, 24X, dated Aug. 21, 2024 (``24X OIP Letter'').
    \9\ Amendment No. 1 is available on the Commission's website at: 
https://www.sec.gov/rules-regulations/other-commission-orders-notices-information/24x-form-1.
    \10\ See Securities Exchange Act Release No. 100839 (Aug. 27, 
2024), 89 FR 71471 (Sept. 3, 2024).
    \11\ 15 U.S.C. 78s(a)(1)(B).
    \12\ See Securities Exchange Act Release No. 100884 (Aug. 30, 
2024), 89 FR 72917 (Sept. 6, 2024).
    \13\ See letters from Patrick Blonien, Instructor of Finance, 
Carnegie Mellon University, and Alexander Ober, Ph.D. Candidate in 
Finance, Rice University, undated; John Ramsay, Chief Market Policy 
Officer, Investors' Exchange LLC, dated Oct. 9, 2024; Joanna 
Mallers, Secretary, FIA Principal Traders Group, dated Oct. 11, 
2024.
    \14\ Amendment No. 2 is available on the Commission's website 
at: https://www.sec.gov/rules-regulations/other-commission-orders-notices-information/24x-form-1.
---------------------------------------------------------------------------

I. Description of 24X's Proposed Trading System

    As described in the Notice, 24X proposes to operate as a national 
securities exchange with expanded hours of trading that are outside of 
regular trading hours.\15\
---------------------------------------------------------------------------

    \15\ ``Regular trading hours'' is defined in Commission Rule 
600(b)(88) as ``the time between 9:30 a.m. and 4:00 p.m. Eastern 
Time.'' 17 CFR 242.600(b)(88).
---------------------------------------------------------------------------

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

    In Amendment No. 2, 24X proposes to revise Exhibit B-1 to: (1) 
modify the definition of ``24X Trading Day'' in 24X Rule 1.5(b) to 
reflect trading over 5 days, rather than the 7 days initially proposed, 
and make corresponding changes to 24X Rule 11.1; \16\ (2) modify the 
definition of ``24X Market Session'' in 24X Rule 1.5(c) to revise the 
hours of, and to expressly condition the operation of, the 24X Market 
Session; \17\ (3) add subparagraph (o) to 24X Rule 1.5 to define the 
term, ``Equity Data Plans''; \18\ (4) revise 24X Rule 3.21(i) 
(``Customer Disclosures'') to reflect the proposed amendment to the 24X 
Market Session; \19\ (5) revise the Time-in-Force instructions in 24X 
Rule 11.6(o)(4) to reflect the new operating hours; (6) make 
corresponding changes to 24X Rule 11.15(c), governing trading pauses, 
consistent with the new operating hours; and (7) modify 24X Rule 11.16 
to clarify that the Exchange will not operate the 24X Market Session 
until the 24X Market Session Proposed Rule Change as required under 24X 
Rule 1.5(c) has been approved or otherwise become effective under 
Section 19(b) of the Act.\20\
---------------------------------------------------------------------------

    \16\ In Amendment No. 2, 24X proposes to revise the 24X Rule 
1.5(b) definition of ``24X Trading Day'' to mean, ``the 23-hour 
period commencing at 8:00 p.m. Eastern Time on one calendar day and 
ending at 7:00 p.m. Eastern Time on the next calendar day for the 
period from Sunday at 8 p.m. Eastern Time through Friday at 7:00 
p.m. Eastern Time. Subject to any trading pauses, halts or 
suspensions as described in these Rules, including the pause in 
trading described in the next sentence, trading will be continuous 
during this period, despite the designation of specified times for 
the Pre-Market Session, Core Market Session, Post-Market Session and 
24X Market Session. For RHO Orders entered outside the Core Market 
Session, or during the Core Market Session but prior to the 
commencement of trading, trading for such RHO Orders will commence 
once the security has begun trading on the primary listing market on 
or after 9:30:00 a.m. Eastern Time; for all orders eligible to trade 
in the Core Market Session other than such RHO Orders, trading will 
be continuous in the Core Market Session, with no pause in trading 
related to the commencement of trading on the primary listing 
market.''
    \17\ Specifically, 24X proposes in Amendment No. 2 to revise the 
definition of ``24X Market Session'' in 24X Rule 1.5(c) to read, 
``(i) the time between 8:00 p.m. Eastern Time on Sunday and 4:00 
a.m. Eastern Time on Monday, unless Monday is not a U.S. Business 
Day, (ii) the time between 8:00 p.m. Eastern Time on Monday and 4:00 
a.m. Eastern Time on Tuesday, unless Tuesday is not a U.S. Business 
Day, (iii) the time between 8:00 p.m. Eastern Time on Tuesday and 
4:00 a.m. Eastern Time on Wednesday, unless Wednesday is not a U.S. 
Business Day, (iv) the time between 8:00 p.m. Eastern Time on 
Wednesday and 4:00 a.m. Eastern Time on Thursday, unless Thursday is 
not a U.S. Business Day, and (v) the time between 8:00 p.m. Eastern 
Time on Thursday and 4:00 a.m. Eastern Time on Friday, unless Friday 
is not a U.S. Business Day; provided, however, it shall not include 
any trading pauses as described in Rule 11.15(c). For the avoidance 
of doubt, notwithstanding anything to the contrary in these Rules, 
the Exchange shall not commence operation of the 24X Market Session 
unless the Equity Data Plans (1) have established a mechanism to 
collect, consolidate, process and disseminate quotation and 
transaction information at all times during the 24X Market Session 
that is equivalent to the mechanism established for Exchange Trading 
Hours other than the 24X Market Session, and (2) have provided the 
Exchange with notification that they are prepared to collect, 
consolidate, process and disseminate quotation and transaction 
information to accommodate the 24X Market Session. Prior to 
commencing operation during the 24X Market Session, the Exchange 
will file a proposed rule change pursuant to Section 19(b) of the 
Exchange Act and the rules thereunder to amend its rules confirming 
that the Exchange is able to comply with its obligations under the 
Exchange Act and the rules thereunder during the 24X Market Session 
and that such Equity Data Plans are prepared to collect, 
consolidate, process and disseminate quotation and transaction 
information at all times during the 24X Market Session (``24X Market 
Session Proposed Rule Change''). The 24X Market Session Proposed 
Rule Change must be filed with the SEC within 18 months of the SEC's 
approval of the Exchange's application for registration as a 
national securities exchange. If the 24X Market Session Proposed 
Rule Change is not filed within 18 months of the SEC's approval of 
the Exchange's application for registration as a national securities 
exchange, the Exchange will promptly file a proposed rule change to 
remove the rules that apply to the 24X Market Session.''
    \18\ 24X proposes to define ``Equity Data Plans'' in 24X Rule 
1.5(o) as ``the effective national market system plan(s) that govern 
the collection, consolidation, processing and dissemination of 
consolidated equity market data via the exclusive securities 
information processors (``SIPs''), including (1) Consolidated Tape 
Association Plan (``CTA Plan''), (2) Consolidated Quotation Plan 
(``CQ Plan''), (3) the Joint Self-Regulatory Organization Plan 
Governing the Collection, Consolidation and Dissemination of 
Quotation and Transaction Information for Nasdaq-Listed Securities 
Traded on Exchanges on an Unlisted Trading Privileges Basis (``UTP 
Plan''), and (4) any successor thereto to the named Plan(s).''
    \19\ In particular, in Amendment No. 2, 24X proposes to remove 
subparagraph (2) to 24X Rule 3.21(i).
    \20\ Specifically, 24X proposes in Amendment No. 2 to add 
language to 24X Rule 11.16 to read, ``[t]he Exchange will not 
commence operation of the 24X Market Session until a proposed rule 
change as required under 24X Rule 1.5(c) has been approved or become 
otherwise effective under Section 19(b) of the Exchange Act and the 
rules thereunder.''
---------------------------------------------------------------------------

    In Amendment No. 2, 24X also proposes to revise Exhibit E and 
Exhibit E-1 to make conforming changes to reflect the new operating 
hours of the Exchange, and in particular, the operating hours of, and 
conditions for commencement of operations of, the 24X Market Session.

III. Request for Written Comment

    The Commission requests that interested persons provide written 
views and data with respect to 24X's

[[Page 86402]]

Form 1, as amended by 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 10-242 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 10-242. 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 Form 1, as amended, 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 10-242 and should be 
submitted on or before November 14, 2024.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\21\
---------------------------------------------------------------------------

    \21\ 17 CFR 200.30-3(a)(71)(ii).
---------------------------------------------------------------------------

J. Matthew DeLesDernier,
Deputy Secretary.
[FR Doc. 2024-25170 Filed 10-29-24; 8:45 am]
BILLING CODE 8011-01-P
```