Notice2025-03335
Dream Exchange Holdings, Inc.; Notice of Filing of Application for Registration as a National Securities Exchange Under Section 6 of the Securities Exchange Act of 1934
Primary source
Metadata and text below are from the Federal Register, a public-domain U.S. government work. Always verify the official published version before relying on it for any legal matter.
Published
March 3, 2025
Issuing agencies
Securities and Exchange Commission
Full Text
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<title>Federal Register, Volume 90 Issue 40 (Monday, March 3, 2025)</title>
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[Federal Register Volume 90, Number 40 (Monday, March 3, 2025)]
[Notices]
[Pages 11078-11079]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2025-03335]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-102484; File No. 010-00248]
Dream Exchange Holdings, Inc.; Notice of Filing of Application
for Registration as a National Securities Exchange Under Section 6 of
the Securities Exchange Act of 1934
February 25, 2025.
On February 14, 2025, Dream Exchange Holdings, Inc. (``Dream'')
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. Dream's Form 1
application, provides detailed information on how it proposes to
satisfy the requirements of the Exchange Act.
The Commission is publishing this notice to solicit comments on
Dream's Form 1 application. The Commission will take any comments it
receives into consideration in making its determination about whether
to grant Dream'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 Dream are satisfied.\1\
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\1\ 15 U.S.C. 78s(a).
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With respect to governance, Dream would be a subsidiary of its
parent companies: DX Capital Partners, LLC, which will own 50.1% of the
common stock of Dream; Dream Exchange LLC, which will own 49.9% of the
common stock of Dream; and Dream Exchange Preferred Holdings LLC, which
will own 100% of the preferred stock of Dream. The governing documents
for Dream can be found in Exhibit A to Dream's Form 1 application, and
a listing of the officers and directors of Dream can be found in
Exhibit J. The governing documents for Dream's parent companies can be
found in Exhibit C to Dream's Form 1 application.
With respect to its trading system, the Form 1 application provides
that Dream would operate a fully automated electronic trading platform
for the trading of NMS stocks with a continuous automated matching
function. Dream would not maintain a physical trading floor. Liquidity
would be derived from orders to buy and orders to sell submitted to
Dream electronically by its registered broker-dealer members from
remote locations. Dream would have one class of membership open to
registered broker-dealers and also would allow members to register
under Dream rules as market makers on Dream and be subject to certain
specified requirements and obligations set forth in Dream's proposed
rules.
A more detailed description of the manner of operation of Dream's
proposed system can be found in Exhibit E to Dream's Form 1
application. The proposed rulebook for the proposed exchange can be
found in Exhibit B to Dream's Form 1 application. A complete set of
forms concerning membership and access can be found in Exhibit F to
Dream's Form 1 application.
Dream's Form 1 application, including all of the Exhibits
referenced above, is available online at <a href="http://www.sec.gov/rules/other.shtml">www.sec.gov/rules/other.shtml</a>
as well as in the Commission's Public Reference Room. Interested
persons are invited to submit written data, views, and arguments
concerning Dream'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
<bullet> Use the Commission's internet comment form (<a href="https://www.sec.gov/rules/sro.shtml">https://www.sec.gov/rules/sro.shtml</a>); or
<bullet> Send an email to <a href="/cdn-cgi/l/email-protection#82f0f7eee7afe1edefefe7ecf6f1c2f1e7e1ace5edf4"><span class="__cf_email__" data-cfemail="d3a1a6bfb6feb0bcbebeb6bda7a093a0b6b0fdb4bca5">[email protected]</span></a>. Please include
file number 010-00248 on the subject line.
Paper Comments
<bullet> 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 010-00248. 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 (<a href="https://www.sec.gov/rules/other.shtml">https://www.sec.gov/rules/other.shtml</a>).
Copies of the submission, all subsequent amendments, all written
statements with respect to Dream's Form 1 filed with the Commission,
and all written
[[Page 11079]]
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 010-00248 and
should be submitted on or before April 17, 2025.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\2\
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\2\ 17 CFR 200.30-3(a)(71)(i).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2025-03335 Filed 2-28-25; 8:45 am]
BILLING CODE 8011-01-P
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