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[Federal Register Volume 89, Number 242 (Tuesday, December 17, 2024)]
[Notices]
[Pages 102214-102215]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2024-29630]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-101884; File No. 10-247]

MX2 LLC; Notice of Filing of Application, as Amended, for 
Registration as a National Securities Exchange Under Section 6 of the 
Securities Exchange Act of 1934

December 11, 2024.
    On September 19, 2024, MX2 LLC (``MX2'') filed with the Securities 
and Exchange Commission (``Commission'') a Form 1 application under the 
Securities Exchange Act of 1934 (``Exchange Act''), seeking 
registration as a national securities exchange under Section 6 of the 
Exchange Act. On November 29, 2024, MX2 submitted Amendment No. 1 to 
its Form 1

[[Page 102215]]

application.\1\ MX2's Form 1 application, as amended, provides detailed 
information on how it proposes to satisfy the requirements of the 
Exchange Act.
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    \1\ In Amendment No. 1, MX2 submitted updated portions of its 
Form 1 application, including Exhibits C (information regarding 
subsidiaries or affiliates), C-2 (Seventh Amended and Restated LLC 
Agreement of MEMX Holdings LLC), C-3 (Eighth Amended and Restated 
LLC Agreement of MEMX Holdings LLC), C-16 (Second Amended and 
Restated LLC Agreement of MEMX LLC), E (description of the proposed 
operation of the exchange) and J (list of officers, governors, 
members of all standing committees, or persons performing similar 
functions).
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    The Commission is publishing this notice to solicit comments on 
MX2's Form 1 application. The Commission will take any comments it 
receives into consideration in making its determination about whether 
to grant MX2's request to register as a national securities exchange. 
The Commission will grant the registration if it finds that the 
requirements of the Exchange Act and the rules and regulations 
thereunder with respect to MX2 are satisfied.\2\
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    \2\ 15 U.S.C. 78s(a).
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    With respect to governance, MX2 would be a subsidiary of its parent 
company, MEMX Holdings, LLC (``MEMX Holdings''), which would directly 
hold 100% of the equity of MX2. MEMX Holdings is the parent company of 
MX2's affiliate, MEMX LLC, which operates a registered national 
securities exchange. The governing documents for MX2 can be found in 
Exhibit A to MX2's Form 1 application, and a listing of the officers 
and directors of MX2 can be found in Exhibit J. The governing documents 
for MEMX Holdings can be found in Exhibit C to MX2's Form 1 
application.
    With respect to its trading system, the Form 1 application provides 
that MX2 would operate a fully automated electronic trading platform 
for the trading of NMS stocks with a continuous automated matching 
function. MX2 would not maintain a physical trading floor. Liquidity 
would be derived from orders to buy and orders to sell submitted to MX2 
electronically by its registered broker-dealer members from remote 
locations. MX2 would have one class of membership open to registered 
broker-dealers, and also would allow members to register under MX2 
rules as market makers on MX2 and be subject to certain specified 
requirements and obligations set forth in MX2's proposed rules. 
According to MX2, it ``intends for its System to be relatively simple, 
without many of the complex order types or instructions available on 
other national securities exchanges.'' \3\
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    \3\ Form 1, Exhibit E at 6.
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    A more detailed description of the manner of operation of MX2's 
proposed system can be found in Exhibit E to MX2's Form 1 application. 
The proposed rulebook for the proposed exchange can be found in Exhibit 
B to MX2's Form 1 application. A complete set of forms concerning 
membership and access can be found in Exhibit F to MX2's Form 1 
application.
    MX2's Form 1 application, including all of the Exhibits referenced 
above, is available online at www.sec.gov/rules/other.shtml as well as 
in the Commission's Public Reference Room. Interested persons are 
invited to submit written data, views, and arguments concerning MX2's 
Form 1, including whether the application is consistent with the 
Exchange Act. Comments may be submitted by any of the following 
methods:

Electronic Comments

     Use the Commission's internet comment form (https://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include 
file number 10-247 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 10-247. 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 (https://www.sec.gov/rules/other.shtml). 
Copies of the submission, all subsequent amendments, all written 
statements with respect to MX2's Form 1 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 a.m. and 3 p.m. Copies of the 
filing also will be available for inspection and copying at the 
principal office of the Exchange. Do not include personal identifiable 
information in submissions; you should submit only information that you 
wish to make available publicly. We may redact in part or withhold 
entirely from publication submitted material that is obscene or subject 
to copyright protection. All submissions should refer to file number 
10-247 and should be submitted on or before January 31, 2025.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\4\
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    \4\ 17 CFR 200.30-3(a)(71)(i).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2024-29630 Filed 12-16-24; 8:45 am]
BILLING CODE 8011-01-P
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