Notice2025-23931

Self-Regulatory Organizations: Long-Term Stock Exchange, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Amend Rule 11.630 of the Exchange's CAT Compliance Rule

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Published
December 30, 2025

Issuing agencies

Securities and Exchange Commission

Full Text

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<title>Federal Register, Volume 90 Issue 246 (Tuesday, December 30, 2025)</title>
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[Federal Register Volume 90, Number 246 (Tuesday, December 30, 2025)]
[Notices]
[Pages 61188-61190]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2025-23931]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-104482; File No. SR-LTSE-2025-26]


Self-Regulatory Organizations: Long-Term Stock Exchange, Inc.; 
Notice of Filing and Immediate Effectiveness of a Proposed Rule Change 
To Amend Rule 11.630 of the Exchange's CAT Compliance Rule

December 22, 2025.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that 
on December 12, 2025, Long-Term Stock Exchange, Inc. (``LTSE'' or the 
``Exchange'') filed with the Securities and Exchange Commission 
(``Commission'') the proposed rule change as described in Items I and 
II below, which Items have been prepared by the self-regulatory 
organization. The Commission is publishing this notice to solicit 
comments on the proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange is filing with the Securities and Exchange Commission 
(``Commission'') a proposed rule change to amend Rule 11.630 of the 
Exchange's compliance rule (``CAT Compliance Rule'') regarding the 
National Market System Plan Governing the Consolidated Audit Trail (the 
``CAT NMS Plan'' or ``Plan'') \3\ to be consistent with the amendment 
to the CAT NMS Plan that requires broker-dealers with a reporting 
obligation to CAT to report whether an original receipt or origination 
of an order to sell an equity security is a short sale for which a 
market maker is claiming the bona fide market making exception in Rule 
203(b)(2)(iii) of Regulation SHO (``BFMM Locate Exception'').\4\
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    \3\ Unless otherwise specified, capitalized terms used in this 
rule filing are defined as set forth in the CAT Compliance Rule.
    \4\ See Securities Exchange Act Rel. No. 98738 (Oct. 13, 2023), 
88 FR 75100 (Nov. 1, 2023); Securities Exchange Act Rel. No. 98739 
(Oct. 13, 2023), 88 FR 75079 (Nov. 1, 2023).
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    The text of the proposed rule change is available at the Exchange's 
website at <a href="https://longtermstockexchange.com/">https://longtermstockexchange.com/</a>, and at the principal 
office of the Exchange.

II. Self-Regulatory Organization's Statement on the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

    In its filing with the Commission, the Exchange included statements 
concerning the purpose of and basis for the proposed rule change and 
discussed any comments it received on the proposed rule change. The 
text of these statements may be examined at the places specified in 
Item IV below. The self-regulatory organization has prepared summaries, 
set forth in Sections A, B, and C below, of the most significant 
aspects of such statements.

A. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The Exchange proposes to amend Rule 11.630 of the CAT Compliance 
Rule to be consistent with the amendment to the CAT NMS Plan related to 
the BFMM Locate Exception. In 2023, the Commission amended the CAT NMS 
Plan to require the reporting to the CAT of reliance on the BFMM Locate 
Exception.\5\ Specifically, the Commission added paragraph (D) to 
Section 6.4(d)(ii) of the CAT NMS Plan, which requires each 
Participant, through its Compliance Rule, to require its Industry 
Members to record and report to the Central Repository the following:
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    \5\ Id.

for the original receipt or origination of an order to sell an 
equity security, whether the order is for a short sale effected by a 
market maker in connection with bona fide market making activities 
in the security for which the exception in Rule 203(b)(2)(iii) of 
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Regulation SHO is claimed.

    Accordingly, the Exchange proposes to amend its CAT Compliance Rule 
to reflect this additional CAT reporting requirement. Specifically, the 
Exchange proposes to add paragraph (G) to Rule 11.630, which would 
require each Industry Member to record and report to the Central 
Repository the following:

for the original receipt or origination of an order to sell an 
equity security, whether the order is for a short sale effected by a 
market maker in connection with bona fide market making activities 
in the security for which the exception in Rule 203(b)(2)(iii) of 
Regulation SHO is claimed.
(b) Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with the provisions of Section 6(b)(5) of the Act,\6\ which require, 
among other

[[Page 61189]]

things, that the Exchange's rules must be designed to prevent 
fraudulent and manipulative acts and practices, to promote just and 
equitable principles of trade, and, in general, to protect investors 
and the public interest, and Section 6(b)(8) of the Act,\7\ which 
requires that the Exchange's rules not impose any burden on competition 
that is not necessary or appropriate.
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    \6\ 15 U.S.C. 78f(b)(6).
    \7\ 15 U.S.C. 78f(b)(8).
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    The Exchange believes that this proposal is consistent with the Act 
because it is consistent with the amendment to the CAT NMS Plan 
approved by the Commission and is designed to assist the Exchange and 
its Industry Members in meeting regulatory obligations pursuant to the 
Plan. In approving the Plan, the SEC noted that the Plan ``is necessary 
and appropriate in the public interest, for the protection of investors 
and the maintenance of fair and orderly markets, to remove impediments 
to, and perfect the mechanism of a national market system, or is 
otherwise in furtherance of the purposes of the Act.'' \8\ To the 
extent that this proposal implements the Plan as amended, and applies 
specific requirements to Industry Members, the Exchange believes that 
this proposal furthers the objectives of the Plan, as identified by the 
SEC, and is therefore consistent with the Exchange Act.
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    \8\ See Securities Exchange Act Release No. 79318 (Nov. 15, 
2016), 81 FR 84696, 84697 (Nov. 23, 2016).
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B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange does not believe that the proposed rule change will 
result in any burden on competition that is not necessary or 
appropriate in furtherance of the purposes of the Exchange Act. The 
Exchange notes that the proposed rule change is consistent with the 
amendment to the CAT NMS Plan approved by the Commission and is 
designed to assist the Exchange in meeting its regulatory obligations 
pursuant to the Plan. The Exchange also notes that the amendment to the 
CAT Compliance Rule will apply equally to all Industry Members that 
trade equity securities. In addition, all national securities exchanges 
and FINRA are proposing these amendments to their CAT Compliance Rules. 
Therefore, this is not a competitive rule filing, and, therefore, it 
does not impose a burden on competition.

C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants, or Others

    The Exchange neither solicited nor received comments on the 
proposed rule change.

III. Date of Effectiveness of the Proposed Rule Change and Timing for 
Commission Action

    Because the foregoing proposed rule change does not: (i) 
significantly affect the protection of investors or the public 
interest; (ii) impose any significant burden on competition; and (iii) 
become operative for 30 days from the date on which it was filed, or 
such shorter time as the Commission may designate, it has become 
effective pursuant to Section 19(b)(3)(A)(iii) of the Act \9\ and 
subparagraph (f)(6) of Rule 19b-4 thereunder.\10\
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    \9\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \10\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6) 
requires a self-regulatory organization to give the Commission 
written notice of its intent to file the proposed rule change at 
least five business days prior to the date of filing of the proposed 
rule change, or such shorter time as designated by the Commission. 
The Exchange has satisfied this requirement.
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    A proposed rule change filed under Rule 19b-4(f)(6) \11\ normally 
does not become operative prior to 30 days after the date of the 
filing. However, pursuant to Rule 19b-4(f)(6)(iii),\12\ the Commission 
may designate a shorter time if such action is consistent with 
protection of investors and the public interest. The Exchange has asked 
the Commission to waive the 30-day operative delay so that the proposed 
rule change may become operative immediately upon filing. The 
Commission believes that waiving 30-day operative delay is consistent 
with the protection of investors and the public interest because the 
proposal seeks to amend the Exchange's CAT Compliance Rule to reflect 
the requirement in the CAT NMS Plan that industry members report for 
the original receipt or origination of an order to sell an equity 
security, whether the order is for a short sale effected by a market 
maker in connection with bona fide market making activities in the 
security for which the exception in Rule 203(b)(2)(iii) of Regulation 
SHO is claimed.\13\ The proposal does not introduce any novel 
regulatory issues. Accordingly, the Commission designates the proposed 
rule change to be operative upon filing.\14\
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    \11\ 17 CFR 240.19b-4(f)(6).
    \12\ 17 CFR 240.19b-4(f)(6)(iii).
    \13\ See supra note 4.
    \14\ For purposes only of waiving the 30-day operative delay, 
the Commission also has considered the proposed rule's impact on 
efficiency, competition, and capital formation. See 15 U.S.C. 
78c(f).
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    At any time within 60 days of the filing of the proposed rule 
change, the Commission summarily may temporarily suspend such rule 
change if it appears to the Commission that such action is necessary or 
appropriate in the public interest, for the protection of investors, or 
otherwise in furtherance of the purposes of the Act. If the Commission 
takes such action, the Commission shall institute proceedings to 
determine whether the proposed rule should be approved or disapproved.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views and 
arguments concerning the foregoing, including whether the proposed rule 
change is consistent with the 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#2a585f464f07494547474f445e596a594f49044d455c"><span class="__cf_email__" data-cfemail="354740595018565a5858505b4146754650561b525a43">[email&#160;protected]</span></a>. Please include 
file number SR-LTSE-2025-26 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 SR-LTSE-2025-26. 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/sro.shtml">https://www.sec.gov/rules/sro.shtml</a>). Copies of the filing 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 SR-LTSE-2025-26 and should be submitted on 
or before January 20, 2026.


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    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\15\
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    \15\ 17 CFR 200.30-3(a)(12) and (59).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2025-23931 Filed 12-29-25; 8:45 am]
BILLING CODE 8011-01-P


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Indexed from Federal Register on December 30, 2025.

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