Notice2026-08273

Self-Regulatory Organizations; Texas Stock Exchange LLC; Notice of Filing of a Proposed Rule Change To Amend Certain Parts of its Opening and Closing Auctions

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
April 29, 2026

Issuing agencies

Securities and Exchange Commission

Full Text

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<title>Federal Register, Volume 91 Issue 82 (Wednesday, April 29, 2026)</title>
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[Federal Register Volume 91, Number 82 (Wednesday, April 29, 2026)]
[Notices]
[Pages 23128-23135]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2026-08273]



[[Page 23128]]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-105309; File No. SR-TXSE-2026-006]


Self-Regulatory Organizations; Texas Stock Exchange LLC; Notice 
of Filing of a Proposed Rule Change To Amend Certain Parts of its 
Opening and Closing Auctions

April 24, 2026.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(the ``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given 
that on April 17, 2026, Texas Stock Exchange LLC (the ``Exchange'' or 
``TXSE'') filed with the Securities and Exchange Commission 
(``Commission'') the proposed rule change as described in Items I, II 
and III below, which Items have been prepared by the Exchange. 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 filed a proposal to amend certain parts of its Opening 
and Closing Auctions, as further described below.
    The text of the proposed rule change is provided in Exhibit 5.
    The text of the proposed rule change is available on the 
Commission's website (<a href="https://www.sec.gov/rules/sro.shtml">https://www.sec.gov/rules/sro.shtml</a>) at the 
Exchange's website (<a href="https://txse.com/rule-filings">https://txse.com/rule-filings</a>), and at the 
principal office of the Exchange.

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

    The Exchange proposes to amend Rule 11.022 to make certain changes 
to its Opening \3\ and Closing Auctions \4\ to enhance the price 
discovery process and make the Exchange's auction process more robust. 
Specifically, the Exchange is proposing to make changes to its late 
limit order types, Late-Limit-On-Close (``LLOC'') \5\ and Late-Limit-
On-Open (``LLOO'' and, collectively with LLOC, ``Late Auction Orders'') 
\6\ as currently described under Rule 11.022(a)(11) and (12), 
respectively, such that they will be constrained by recent transaction- 
and/or quotation-based calculations (described more fully below as 
``Participation Bands'') rather than by the NBBO. The Exchange is also 
proposing to: (i) change the time that LOC,\7\ MOC,\8\ and LLOC orders 
can be submitted to the Exchange and prevent LOC, MOC, and LLOC orders 
from being amended or cancelled after 3:58 p.m. and to prevent Regular 
Hours Only (``RHO'') \9\ orders from being modified between 9:28 a.m. 
and 9:30 a.m.; (ii) change the information related to Opening and 
Closing Auctions that is disseminated prior to the auction; (iii) add 
an additional tiebreaker step to the waterfall it uses to break ties in 
determining the TXSE Official Opening Price,\10\ TXSE Official Closing 
Price,\11\ and to the Auction Only Price; \12\ and

[[Page 23129]]

(iv) change the name of LLOC and LLOO orders to ``Limit-On-Close-Late'' 
or ``LOC.L'' orders and ``Limit-On-Open-Late'' or ``LOO.L.'' The 
Exchange is also proposing to make one clarifying change to Rule 
11.022(c)(2)(B) and to make corresponding renumbering changes to Rule 
11.022(a). While the analysis below largely focuses on closing 
auctions, the Exchange believes that the points raised apply equally to 
opening auctions.
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    \3\ The Exchange's Opening Auction is described in Rule 
11.022(b).
    \4\ The Exchange's Closing Auction is described in Rule 
11.022(c).
    \5\ As provided in Rule 11.022(a)(11), the term ``Late-Limit-On-
Close'' or ``LLOC'' means a TXSE limit order that is designated for 
execution only in the Closing Auction. To the extent a LLOC bid or 
offer received by the Exchange has a limit price that is more 
aggressive than the NBB or NBO, the price of such bid or offer is 
adjusted to be equal to the NBB or NBO, respectively, at the time of 
receipt by the Exchange. Where the NBB or NBO becomes more 
aggressive, the limit price of the LLOC bid or offer will be 
adjusted to the more aggressive price, only to the extent that the 
more aggressive price is not more aggressive than the original User 
entered limit price. The limit price will not be adjusted to a less 
aggressive price, unless otherwise provided by Exchange Rules. If 
there is no NBB or NBO, the LLOC bid or offer, respectively, will 
assume its entered limit price.
    \6\ As provided in Rule 11.022(a)(12), the term ``Late-Limit-On-
Open'' or ``LLOO'' means a TXSE limit order that is designated for 
execution only in the Opening Auction. To the extent a LLOO bid or 
offer received by the Exchange has a limit price that is more 
aggressive than the NBB or NBO, the price of such bid or offer is 
adjusted to be equal to the NBB or NBO, respectively, at the time of 
receipt by the Exchange. Where the NBB or NBO becomes more 
aggressive, the limit price of the LLOO bid or offer will be 
adjusted to the more aggressive price, only to the extent that the 
more aggressive price is not more aggressive than the original User 
entered limit price. The limit price will not be adjusted to a less 
aggressive price, unless otherwise provided by Exchange Rules. If 
there is no NBB or NBO, the LLOO bid or offer, respectively, will 
assume its entered limit price. Notwithstanding the foregoing, a 
LLOO order entered during the Quote-Only Period of an IPO will be 
converted to a limit order with a limit price equal to the original 
User entered limit price and any LLOO orders not executed in their 
entirety during the IPO Auction will be cancelled upon completion of 
the IPO Auction.
    \7\ As provided in Rule 11.022(a)(13), the term ``Limit-On-
Close'' or ``LOC'' means a TXSE limit order that is designated for 
execution only in the Closing Auction.
    \8\ As provided in Rule 11.022(a)(15), the term ``Market-On-
Close'' or ``MOC'' means a TXSE market order that is designated for 
execution only in the Closing Auction.
    \9\ As defined in Rule 11.006(o)(5), RHO means an instruction a 
User may attach to an order stating that an order to buy or sell is 
designated for execution only during Regular Trading Hours which 
includes the Opening Auction, the Closing Auction and IPO/Halt 
Auctions for TXSE-Listed securities and the Opening Process for non-
TXSE-Listed securities (as such terms are defined in TXSE Rules 
11.022 and 11.023) and, if not executed, expires at the end of 
Regular Trading Hours. Any order with a TIF instruction of RHO 
entered into the System after the closing of Regular Trading Hours 
will be rejected. Any portion of a market RHO order will be 
cancelled immediately following any auction in which it is not 
executed.
    \10\ As provided in Rule 11.022(b)(2)(B), the Opening Auction 
price will be established by determining the price level within the 
Collar Price Range that maximizes the number of shares executed 
between the Continuous Book and Auction Book in the Opening Auction. 
In the event of a volume based tie at multiple price levels, the 
Opening Auction price will be the price which results in the minimum 
total imbalance. In the event of a volume based tie and a tie in 
minimum total imbalance at multiple price levels, the Opening 
Auction price will be the price closest to the Volume Based Tie 
Breaker. The Opening Auction price will be the TXSE Official Opening 
Price. In the event that there is no Opening Auction for an issue, 
the TXSE Official Opening Price will be the price of the Final Last 
Sale Eligible Trade, which will be the previous TXSE Official 
Closing Price. As provided in Rule 11.022(a)(6), the term ``Collar 
Price Range'' shall mean the range from a set percentage below the 
Collar Midpoint (as defined below) to above the Collar Midpoint, 
such set percentage being dependent on the value of the Collar 
Midpoint at the time of the auction, as described below. The Collar 
Midpoint will be the Volume Based Tie Breaker for all applicable 
auctions, except for IPO Auctions (as defined below) in exchange 
traded products (``ETPs''), for which the Collar Midpoint will be 
the issue price. Specifically, the Collar Price Range will be 
determined as follows: where the Collar Midpoint is $25.00 or less, 
the Collar Price Range shall be the range from 10% below the Collar 
Midpoint to 10% above the Collar Midpoint; where the Collar Midpoint 
is greater than $25.00 but less than or equal to $50.00, the Collar 
Price Range shall be the range from 5% below the Collar Midpoint to 
5% above the Collar Midpoint; and where the Collar Midpoint is 
greater than $50.00, the Collar Price Range shall be the range from 
3% below the Collar Midpoint to 3% above the Collar Midpoint. As 
provided in current Rule 11.022(a)(22), the term ``Volume Based Tie 
Breaker'' shall mean the midpoint of the NBBO for a particular 
security where the NBBO is a Valid NBBO. A NBBO is a Valid NBBO 
where: (i) there is both a NBB and NBO for the security; (ii) the 
NBBO is not crossed; and (iii) the midpoint of the NBBO is less than 
the ``Maximum Percentage'' away from both the NBB and the NBO. The 
``Maximum Percentage'' will be determined by the Exchange and will 
be published in a circular distributed to Members with reasonable 
advance notice prior to initial implementation and any change 
thereto. Where the NBBO is not a Valid NBBO, the price of the Final 
Last Sale Eligible Trade will be used.
    \11\ As provided in Rule 11.022(c)(2)(B), the Closing Auction 
price will be established by determining the price level within the 
Collar Price Range that maximizes the number of shares executed 
between the Continuous Book and Auction Book in the Closing Auction. 
In the event of a volume based tie at multiple price levels, the 
Closing Auction price will be the price which results in the minimum 
total imbalance. In the event of a volume based tie and a tie in 
minimum total imbalance at multiple price levels, the Closing 
Auction price will be the price closest to the Volume Based Tie 
Breaker.
    \12\ As provided in current Rule 11.022(a)(2), the term 
``Auction Only Price'' means the price at which the most shares from 
the Auction Book would match. In the event of a volume based tie at 
multiple price levels, the Auction Only Price will be the price 
which results in the minimum total imbalance. In the event of a 
volume based tie and a tie in minimum total imbalance at multiple 
price levels, the Auction Only Price will be the price closest to 
the Volume Based Tie Breaker (as defined below).
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Overview

    Currently, between 9:28 a.m. and 9:30 a.m. and 3:59 p.m. and 4:00 
p.m. Users \13\ can submit Late Auction Orders for participation in the 
Opening Auction and Closing Auction, respectively. To the extent that 
such a Late Auction Order is priced more aggressively than the NBB \14\ 
(for bids) or NBO (for offers), the price of such Late Auction Order 
bids and offers will be the NBB and NBO. Where the NBB or NBO becomes 
more aggressive, the limit price of the Late Auction Order bid or offer 
will be adjusted to the more aggressive price, only to the extent that 
the more aggressive price is not more aggressive than the original User 
entered limit price. The limit price will not be adjusted to a less 
aggressive price, unless otherwise provided by Exchange Rules. If there 
is no NBB or NBO, the Late Auction Order bid or offer, respectively, 
will assume its entered limit price.
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    \13\ As provided in Rule 1.005(jj), the term ``User'' means any 
Member or Sponsored Participant who is authorized to obtain access 
to the System pursuant to TXSE Rule 11.003.
    \14\ As provided in Rule 1.005(jj), the terms ``National Best 
Bid'' and ``NBB'' mean the national best bid; the terms ``National 
Best Offer'' and ``NBO'' shall mean the national best offer; and the 
term ``NBBO'' shall mean the national best bid or offer.
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    Because Late Auction Orders are the only Eligible Auction Order 
\15\ that can be submitted after 9:28 a.m. and 3:59 p.m. and are 
constrained to the less aggressive side of the NBBO, the current Late 
Auction Order functionality limits Users' ability to enter marketable 
orders at a time critical to price formation and price discovery. Late 
Auction Order functionality also prevents liquidity providers from 
being able to support auction liquidity within the NBBO, which can lead 
to auction volatility, especially in securities with wider spreads. 
Finally, Late Auction Order functionality also creates uncertainty 
around executions in the Opening and Closing Auctions which hinders 
hedging activity for liquidity providers. As noted above, this 
inability to provide liquidity in Opening and Closing Auctions can 
result in significant price swings around the open and close and into 
the Opening and Closing Auctions.
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    \15\ As provided in current Rule 11.022(a)(8), the term 
``Eligible Auction Order'' means any MOO, LOO, LLOO, MOC, LOC or 
LLOC order (each as defined below) that is entered in compliance 
with its respective cutoff for an Opening Auction (as defined below) 
or Closing Auction (as defined below), any RHO order prior to the 
Opening Auction, any limit or market order not designated to 
exclusively participate in the Closing Auction entered during the 
Quote-Only Period (as defined below) of an IPO Auction subject to 
the below restrictions, and any limit or market order not designated 
to exclusively participate in the Opening Auction or Closing Auction 
entered during the Quote-Only Period of a Halt Auction (as defined 
below).
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Proposed Changes

    As such, the Exchange is proposing to make several changes to its 
Opening and Closing Auctions. Specifically, the Exchange is proposing 
to change the functionality of Late Auction Orders such that they are 
constrained by the Participation Band,\16\ a dynamic price band applied 
on a security-by-security basis that is based on quotes and/or trades 
in the applicable TXSE-listed security, instead of the NBBO. This will 
allow Late Auction Orders to be entered at prices that are more likely 
to be able to participate in the Opening and Closing Auction than 
current functionality while at the same time still constraining a Late 
Auction Order's limit price to mitigate volatility around the Opening 
and Closing Auction.\17\ The Exchange is also proposing to make several 
changes related to cut-off times, the ability to modify Auction 
Eligible Orders, the way that tiebreakers are applied, the data 
disseminated prior to the Opening and Closing Auction, and to refer to 
LLOO orders as ``Limit-On-Open-Late'' or ``LOO.L'' orders and LLOC 
orders as ``Limit-On-Close-Late'' or ``LOC.L'' orders.
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    \16\ As defined in proposed Rule 11.022(a)(20), the term 
``Participation Band'' means a dynamic price band within the Collar 
Price Range that is calculated on a security-by-security basis that 
is based on quotes and/or trades in the applicable TXSE-listed 
security over a lookback period of between two and 30 minutes or 20 
and 500 events (i.e. quotes and/or trades). The specific methodology 
for the Participation Band calculation, including the weighting of 
inputs, lookback periods, and filtering criteria, shall be 
determined by the Exchange and set forth in a circular distributed 
to Members with 30-days advance notice prior to initial 
implementation and any material change thereto. The lower priced 
side of the Participation Band is the ``Lower Band'' and the higher 
priced side of the Participation Band is the ``Upper Band.''
    The Exchange will utilize real-time transaction and/or quotation 
data from the consolidated tape to calculate the Participation Band 
for the applicable security and a mathematical calculation to 
determine a dynamic, symbol-specific price range within the Collar 
Price Range. The Participation Band is recalculated every five 
seconds between 9:28 a.m. and 9:30 a.m. for Opening Auctions and 
3:58 p.m. and 4:00 p.m. for Closing Auctions.
    \17\ As further discussed below, the Exchange believes that this 
functionality, combined with several of the Exchange's other rule 
changes proposed herein, will help enhance liquidity in the Opening 
and Closing Auctions while also mitigating volatility.
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    In order to accomplish these changes, the Exchange proposes to 
amend the definition of LLOO and LLOC under Rule 11.022(a)(12) and 
(11), respectively, to reflect that the names are changing to LOO.L and 
LOC.L, respectively. Late Auction Orders continue to represent TXSE 
limit orders that are designated for execution only in the Opening or 
Closing Auction, as applicable. Late Auction Orders cannot be amended 
or cancelled after entry. To the extent that Late Auction Order bids 
and offers received by the Exchange have a limit price that is more 
aggressive than the Upper Band or Lower Band, respectively, immediately 
prior to the Opening or Closing Auction, as applicable, the price of 
such bid or offer is adjusted to be equal to the Upper Band or Lower 
Band, respectively.
    The Exchange is also proposing to change the information that it 
disseminates before the Opening and Closing Auction. Rule 
11.022(b)(2)(A) currently provides that beginning at 8:00 a.m. and 
disseminated every five seconds thereafter, the Reference Price, 
Indicative Price, Auction Only Price, Reference Buy Shares, and 
Reference Sell Shares associated with the Opening Auction will be 
disseminated via electronic means until the Opening Auction occurs. 
Similarly, Rule 11.022(c)(2) currently provides that beginning at 3:00 
p.m. and updated every five seconds thereafter, the Reference Price, 
Indicative Price, Auction Only Price, Reference Buy Shares, and 
Reference Sell Shares associated with the Closing Auction will be 
disseminated via electronic means until the Closing Auction occurs. The 
Exchange is instead proposing to disseminate information related to the 
Opening and Closing Auction in two separate periods: first, the 
Exchange will disseminate Matched Shares \18\ and the Offset Side \19\ 
associated with the applicable auction every five seconds between 8:00 
a.m. and 9:28 a.m. for Opening Auctions and between 3:00 p.m. and 3:58 
p.m. for Closing Auctions; beginning at 9:28 a.m. for Opening

[[Page 23130]]

Auctions and 3:58 p.m. for Closing Auctions, the Exchange will 
disseminate the Participation Band, the Lower Band Auction 
Interest,\20\ and the Upper Band Auction Interest.\21\ Such data will 
be updated every five seconds. The Lower Band Auction Interest and 
Upper Band Auction Interest provide participants with visibility into 
buy and sell interest at the boundaries of the Participation Band. By 
comparing quantities at each boundary and observing how those 
quantities change, participants can assess the relative balance of 
supply and demand within the band. This informs decisions about the 
size, direction, and pricing of any Late Auction Orders or Continuous 
Book \22\ interest they may wish to enter during the final two minutes 
of trading.\23\
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    \18\ As proposed in Rule 11.022(a)(18), the term ``Matched 
Shares'' means the number of shares that would match at the Auction 
Only Price.
    \19\ As proposed in Rule 11.022(a)(19), the term ``Offset Side'' 
means the side (either Buy, Sell, or Equal) for which there are more 
shares available if a Closing Auction took place at the Auction Only 
Price. Where there are the same number of shares on the buy side and 
the sell side, the Offset Side will be ``Equal''.
    \20\ As proposed in Rule 11.022(a)(15), the term ``Lower Band 
Auction Interest'' means the number of Eligible Auction Order shares 
to buy that are priced equal to or more aggressively than the Lower 
Band and the number of Eligible Auction Order shares to sell that 
are priced equal to or more aggressively than the Lower Band.
    \21\ As proposed in Rule 11.022(a)(26), the term ``Upper Band 
Auction Interest'' means the number of Eligible Auction Order shares 
to buy that are priced equal to or more aggressively than the Upper 
Band and the number of Eligible Auction Order shares to sell that 
are priced equal to or more aggressively than the Upper Band.
    \22\ As defined in Rule 11.022(a)(7), the term ``Continuous 
Book'' means all orders on the TXSE Book that are not Eligible 
Auction Orders.
    \23\ These data points are designed to provide market makers and 
LMMs with the information necessary to make informed decisions about 
providing liquidity in the Opening and Closing Auctions. 
Specifically, the dissemination of Matched Shares and the Offset 
Side beginning at 8:00 a.m. and 3:00 p.m. enables liquidity 
providers to assess the direction and magnitude of order flow, while 
the dissemination of the Participation Band, Lower Band Auction 
Interest, and Upper Band Auction Interest beginning at 9:28 a.m. and 
3:58 p.m. enables them to calibrate the pricing and size of Late 
Auction Orders within the constraints of the band. Together, these 
data points reduce the informational uncertainty that might 
otherwise discourage liquidity provision in the Exchange's Opening 
and Closing Auction processes.
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    The Exchange is also proposing to amend Rule 11.022(c)(1)(A) and 
(B) in order to provide that LOC and MOC orders may be submitted until 
3:58 p.m. instead of 3:59 p.m., that LOC.L orders (formerly LLOC 
orders) can be submitted starting at 3:58 p.m. instead of 3:59 p.m., 
and that Eligible Auction Orders may not be modified or cancelled after 
3:58 p.m. whereas they were previously non-cancellable after 3:59 p.m. 
and could be modified any time prior to the Closing Auction. Similarly, 
the Exchange is proposing to delete text in Rule 11.022(b)(1)(B) to 
provide that RHO orders cannot be modified or cancelled between 9:28 
a.m. and 9:30 a.m. in order to ensure consistent treatment across 
Eligible Auction Orders in the Opening Auction. The Exchange is 
proposing these changes in order to both align the functionality across 
its Opening and Closing Auctions and to create a longer period before 
an auction in which Eligible Auction Orders cannot be cancelled or 
modified, providing greater certainty around the liquidity available in 
Exchange auctions in support of price formation. The Exchange is not 
proposing to make any equivalent changes for MOO, LOO, or LOO.L orders 
in Opening Auctions because the Opening Auction rules already reflect 
this same functionality beginning at 9:28 a.m. (two minutes before the 
Opening Auction occurs).
    The Exchange is also proposing to add one additional step to the 
waterfall that it uses to break ties in determining the TXSE Official 
Opening Price, TXSE Official Closing Price, and Auction Only Price. 
Currently, Rule 11.022(c)(2)(B) provides that the Closing Auction price 
will be established by: (i) determining the price level within the 
Collar Price Range that maximizes the number of shares executed between 
the Continuous Book and Auction Book \24\ in the Closing Auction; (ii) 
in the event of a volume based tie at multiple price levels, the 
Closing Auction price will be the price which results in the minimum 
total imbalance; and (iii) in the event of a volume based tie and a tie 
in minimum total imbalance at multiple price levels, the Closing 
Auction price will be the price closest to the Volume Based Tie 
Breaker. The Opening Auction has an identical tie-breaking 
waterfall.\25\ The Exchange is proposing to add a new step to this 
process before step (iii) which states that ``in the event of a volume 
based tie and a tie in minimum total imbalance at multiple price 
levels, the Closing Auction price will be the entered price at which 
shares will remain unexecuted in the Closing Auction.'' If more than 
one price exists under this new step (iii), the Closing Auction price 
would then be the price closest to the Volume Based Tie Breaker. The 
Exchange notes that this proposed change is substantively identical to 
Nasdaq Rule 4754(b)(2)(C). The Exchange is proposing to make equivalent 
changes to the Opening Auction under Rule 11.022(b)(2)(B) and the 
definition of Auction Only Price in Rule 11.022(a)(2).
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    \24\ As defined in Rule 11.022(a)(1), the term ``Auction Book'' 
means all Eligible Auction Orders (as defined below) on the TXSE 
Book.
    \25\ See Exchange Rule 11.022(b)(2)(B).
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Examples

    The following examples are based on the Closing Auction and Closing 
Auction orders, including MOC, LOC, and LOC.L, but the same scenarios 
in the Opening Auction with MOO, LOO, and LOO.L orders would yield 
identical results.
Example 1 (Data Calculation and LOC.L Basics)
    Below is a snapshot of the Auction Book and Continuous Book 
immediately prior to 3:58:00 p.m. where the Volume Based Tie Breaker is 
$50.10.

                                       Auction Book Prior to 3:58:00 p.m.
----------------------------------------------------------------------------------------------------------------
             Time                   Order             Side             Type            Limit          Shares
----------------------------------------------------------------------------------------------------------------
3:05:00......................  Order A........  Sell...........  MOC............             N/A           4,000
3:30:00......................  Order B........  Buy............  LOC............          $50.10           2,000
----------------------------------------------------------------------------------------------------------------


                                                 Continuous Book
----------------------------------------------------------------------------------------------------------------
             Time                   Order             Side             Type            Limit          Shares
----------------------------------------------------------------------------------------------------------------
3:55:15......................  Order C........  Buy............  Displayed Limit          $50.00           2,000
3:57:00......................  Order D........  Sell...........  Displayed Limit           50.10           4,000
----------------------------------------------------------------------------------------------------------------


[[Page 23131]]

    Before 3:58 p.m. the Exchange is proposing to disseminate Matched 
Shares and Offset Side every five seconds, both of which are calculated 
based on the Auction Only Price \26\ at that time. Based on the above 
Auction Book, the Auction Only Price would be $50.10 and 2,000 shares 
would execute.\27\ This means that the Exchange would disseminate a 
Matched Shares of 2,000 and an Offset Side of Sell.
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    \26\ As defined in proposed amended Rule 11.022(a)(2), the term 
``Auction Only Price'' means the price at which the most shares from 
the Auction Book would match. In the event of a volume based tie at 
multiple price levels, the Auction Only Price will be the price 
which results in the minimum total imbalance. In the event of a 
volume based tie and a tie in minimum total imbalance at multiple 
price levels, the Closing Auction price will be the entered price at 
which shares will remain unexecuted in the Closing Auction. In the 
event of a volume based tie, a tie in minimum total imbalance, and a 
tie in shares unexecuted at multiple price levels, the Auction Only 
Price will be the price closest to the Volume Based Tie Breaker (as 
defined below).
    \27\ This calculation provides an example of the proposed new 
tie breaker language in Rule 11.022(a)(2). In determining the 
Auction Only Price as proposed, 2,000 shares would execute at each 
price level below $50.10 with an imbalance of 2,000 shares. In the 
event of a volume-based tie at multiple price levels and a tie in 
minimum total imbalance at multiple price levels, the Auction Only 
Price will be the entered price at which shares will remain 
unexecuted. Here, there are no price levels at which an entered 
price will have unexecuted shares (Order B executes fully and Order 
A has no entered price), so the Auction Only Price will be the price 
closest to the Volume Based Tie Breaker. Because the Volume Based 
Tie Breaker is $50.10, the Auction Only Price would be $50.10 and 
because there are 2,000 buy shares and 4,000 sell shares at $50.10, 
the Offset Side would be ``Sell.''
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LOC.L Orders Entered After 3:58:00 p.m.
    At 3:58:00 p.m. all Eligible Auction Orders (MOCs and LOCs) may no 
longer be modified or cancelled and LOC.L Orders are the only Eligible 
Auction Orders that can be entered. As described above, the Exchange is 
proposing that such LOC.L orders can be entered at their limit price 
without restriction but cannot be modified or cancelled. Immediately 
prior to the Closing Auction, LOC.L bids and offers that have a limit 
price that is more aggressive than the Upper Band or Lower Band, 
respectively, will be adjusted to be equal to the Upper Band or Lower 
Band, respectively.
    For purposes of this example, the Participation Band is $49.80 x 
$50.20.

----------------------------------------------------------------------------------------------------------------
             Time                   Order             Side             Type            Limit          Shares
----------------------------------------------------------------------------------------------------------------
3:59:00......................  Order E........  Buy............  LOC.L..........          $50.10           5,000
3:59:30......................  Order F........  Sell...........  LOC.L..........           49.00           2,000
----------------------------------------------------------------------------------------------------------------

    At 3:58:00 p.m., the Exchange will also start calculating and 
disseminating the following values in every five seconds: (i) the 
Participation Band (which includes both the Lower Band and the Upper 
Band); (ii) the Lower Band Auction Interest (which includes both the 
buy shares and the sell shares); (iii) and the Upper Band Auction 
Interest (which also includes both the buy shares and the sell shares.
    The Lower Band Auction Interest buy shares includes all bids that 
are Eligible Auction Orders priced more aggressively than the Lower 
Band ($49.80). At 3:58, the Lower Band Auction Interest buy shares is 
calculated as follows: Order B (2,000 shares at $50.10) = 2,000 shares. 
When Order E (5,000 shares at $50.10) comes in at 3:59:00, Lower Band 
Auction Interest buy shares would increase to 7,000 shares.
    The Lower Band Auction Interest sell shares includes all offers 
that are Eligible Auction Orders priced more aggressively than the 
Lower Band ($49.80). At 3:58, the Lower Band Auction Interest sell 
shares is calculated as follows: Order A (4,000 shares at market) = 
4,000 shares. When Order F (2,000 shares at $49.00) comes in at 
3:59:30, Lower Band Auction interest sell shares would increase to 
6,000 shares.
    The Upper Band Auction Interest buy shares includes all bids that 
are Eligible Auction Orders priced more aggressively than the Upper 
Band ($50.20). At 3:58, the Upper Band Auction Interest buy shares is 
calculated as follows: no Eligible Auction Orders to buy priced more 
aggressively than $50.20 = 0 shares. There are no subsequent LOC.L buy 
orders priced more aggressively than $50.20, so there are no changes to 
the Upper Band Auction Interest buy shares.
    The Upper Band Auction Interest sell shares includes all offers 
that are Eligible Auction Orders priced more aggressively than the 
Upper Band ($50.20). At 3:58, the Upper Band Auction Interest sell 
shares is calculated as follows: Order A (4,000 shares at market) = 
4,000 shares. When Order F (2,000 shares at $49.00) comes in at 
3:59:30, Upper Band Auction interest sell shares would increase to 
6,000 shares.
Complete Order Book Immediately Prior to Closing Auction Sorted by 
Priority

----------------------------------------------------------------------------------------------------------------
             Time                   Order             Side             Type            Limit          Shares
----------------------------------------------------------------------------------------------------------------
3:05:00......................  Order A........  Sell...........  MOC............             N/A           4,000
3:59:30......................  Order F........  Sell...........  LOC.L..........          $49.00           2,000
3:57:00......................  Order D........  Sell...........  Displayed Limit           50.10           4,000
----------------------------------------------------------------------------------------------------------------


----------------------------------------------------------------------------------------------------------------
             Time                   Order             Side             Type            Limit          Shares
----------------------------------------------------------------------------------------------------------------
3:59:00......................  Order E........  Buy............  LOC.L..........          $50.10           5,000
3:30:00......................  Order B........  Buy............  LOC............           50.10           2,000
3:55:15......................  Order C........  Buy............  Displayed Limit           50.00           2,000
----------------------------------------------------------------------------------------------------------------

    Immediately prior to the beginning of the Closing Auction process, 
LOC.L bids and offers that have a limit price more aggressive than the 
Upper Band or Lower Band, respectively, will be adjusted to be equal to 
the Upper Band or Lower Band, respectively. Here, there are two LOC.L 
orders: Order E and Order F. Order F is a sell order with a limit price 
of $49.00, which is more aggressive than the Lower Band of $49.80, so 
it will be adjusted to a limit price of $49.80 for participation in the 
Closing Auction. Order E is a buy order with a limit price of $50.10, 
which is

[[Page 23132]]

less aggressive than the Upper Band of $50.20, so it will not be 
adjusted and will participate in the Closing Auction with a limit price 
of $50.10.
Complete Order Book for Closing Auction Sorted by Priority

----------------------------------------------------------------------------------------------------------------
             Time                   Order             Side             Type            Limit          Shares
----------------------------------------------------------------------------------------------------------------
3:05:00......................  Order A........  Sell...........  MOC............             N/A           4,000
3:59:30......................  Order F........  Sell...........  LOC.L..........          $49.80           2,000
3:57:00......................  Order D........  Sell...........  Displayed Limit           50.10           4,000
----------------------------------------------------------------------------------------------------------------


----------------------------------------------------------------------------------------------------------------
             Time                   Order             Side             Type            Limit          Shares
----------------------------------------------------------------------------------------------------------------
3:59:00......................  Order E........  Buy............  LOC.L..........          $50.10           5,000
3:30:00......................  Order B........  Buy............  LOC............           50.10           2,000
3:55:15......................  Order C........  Buy............  Displayed Limit           50.00           2,000
----------------------------------------------------------------------------------------------------------------

    Based on the above combined Auction Order Book and Continuous Order 
Book, 4,000 shares would execute at every price up to $49.79, 6,000 
shares would execute between $49.80 and $50.09, 7,000 shares would 
execute at $50.10, and 0 shares would execute above $50.10. Based on 
the logic in Rule 11.022(c)(2)(B), which provides that the Closing 
Auction will occur at the price level within the Collar Price Range 
\28\ that maximizes the number of shares executed between the 
Continuous Book and Auction Book, the Closing Auction would occur at 
$50.10.
---------------------------------------------------------------------------

    \28\ The Exchange notes that because it is not proposing to make 
any changes to the Collar Price Range in this proposal, it is not 
discussing the Collar Price Range in the examples in this filing in 
order to keep the examples as straight-forward as possible as it 
relates to the rules that it is proposing to change.
---------------------------------------------------------------------------

    In this instance, the adjustment of Order F did not impact the 
price of the Closing Auction because the most shares that could execute 
would have been at $50.10 (still 7,000 shares) even if the LOC.L was 
priced at $49.00 (would have been 6,000 shares at each price level 
between $49.00 and $50.09 instead of $49.80 and $50.09).
Example 2 (Participation Bands Impact Closing Auction Price)
    Taking the same example as above, but in this example Order F is 
for 10,000 shares instead of 2,000, and one additional order is entered 
as follows:

----------------------------------------------------------------------------------------------------------------
             Time                   Order             Side             Type            Limit          Shares
----------------------------------------------------------------------------------------------------------------
3:59:30......................  Order F........  Sell...........  LOC.L..........          $49.00          10,000
3:59:50......................  Order G........  Buy............  LOC.L..........           49.00           1,000
----------------------------------------------------------------------------------------------------------------

    In this instance, Order F would again be adjusted to a limit price 
of $49.80 because it is an LOC.L sell order that is priced more 
aggressively than the Lower Band. Order G would not be adjusted because 
it is an LOC.L buy order that is not priced more aggressively than the 
Upper Band. Based on updated orders and the new combined Auction Order 
Book and Continuous Book, 4,000 shares would execute at every price up 
to $49.79, 9,000 shares would execute between $49.80 and $50.00, 7,000 
shares would execute between $50.01 and $50.10, and 0 shares would 
execute above $50.10. Based on the logic in Rule 11.022(c)(2)(B), which 
provides that the Closing Auction will occur at the price level within 
that maximizes the number of shares executed between the Continuous 
Book and Auction Book, there would be a volume based tie between $49.80 
and $50.00.\29\ The next step is to find the price level within that 
range that minimizes the imbalance, but every price in that range has 
an imbalance of 5,000 sell shares. The next step (which is the proposed 
new tie breaker functionality) is to find the entered price at which 
shares will remain unexecuted in the Closing Auction, and here the only 
entered price within the range at which shares will remain unexecuted 
is $49.80 (Order F's adjusted price). Therefore, 9,000 shares would 
execute in the Closing Auction at $49.80.
---------------------------------------------------------------------------

    \29\ The Exchange notes that Rule 11.022(c)(2)(B) specifically 
refers to the price level within the Collar Price Range that 
maximizes the number of shares executed, but is intentionally not 
including the Collar Price Range in the examples in this proposal in 
order to prevent the overcomplication of these examples in areas of 
its rules that it is not proposing to change.
---------------------------------------------------------------------------

    In this instance, the adjustment of Order F did impact the price of 
the Closing Auction because the most shares that could execute would 
have been at $49.00 if the LOC.L was priced at $49.00 (would have been 
10,000 shares that could have executed at $49.00, greater than any 
other price level). Consistent with the logic above, the Participation 
Bands, which are based on actual executions and quotes in the market, 
allowed price formation to occur in the Closing Auction within 
reasonable market-based bounds.

Policy Argument

    The Exchange believes that these proposed changes collectively 
provide a deterministic, market-based solution to creating orderly 
closing auctions that is conceptually similar to both the Exchange's 
current functionality (gating Late Auction Orders based on market 
conditions, which under current Exchange Rules are the NBB and NBO), 
other similar late auction order functionality on other exchanges 
(which provide similar market-based restrictions on the price of late 
auction orders),\30\ and the Designated Market

[[Page 23133]]

Maker (``DMM'') closing auction process on New York Stock Exchange LLC 
(``NYSE''). Under NYSE Rule 7.35B(g), DMMs are responsible for deciding 
the Auction Price for a Closing Auction on NYSE and have significant 
discretion in determining what that Auction Price should be. NYSE 
describes the criteria for the DMM to decide on the Closing Price as 
follows: ``the Auction Price must be at or between the last-published 
Imbalance Reference Price, which is the Exchange Last Sale Price bound 
by the Exchange BBO,\31\ and the last-published non-zero Continuous 
Book Clearing Price, which is the price at which all better-priced 
orders eligible to trade in the Closing Auction on the Side of the 
Imbalance can be traded.\32\ Rule 7.35B promotes determinism with 
respect to the Closing Auction because the Closing Auction Price must 
be within the predetermined range of prices that have been disseminated 
via the Closing Auction Imbalance Information and that cannot be 
changed after the end of Core Trading Hours.'' \33\ Providing a market 
conditions-based price range at which the DMM can choose the auction 
price serves a similar function to the restrictions on late auction 
orders on other exchanges and the Participation Band restrictions on 
LOO.L and LOC.L orders entered after 9:28 a.m. and 3:58 p.m., 
respectively. They all serve to allow for liquidity providers to 
participate in the auction process but in a way that does not impact 
the price of the auction in a way that diverges from the exchanges' 
respective chosen measure of ``current market conditions.''
---------------------------------------------------------------------------

    \30\ Cboe BZX Exchange, Inc. (``BZX'') has identical late 
auction order functionality as the Exchange's current 
functionality--late auction orders in both the opening and closing 
auctions are collared by the NBBO. See BZX Rules 11.23(a)(12) and 
(13). NYSE Arca, Inc.'s (``Arca'') opening auction does not allow 
cancel and cancel and replace requests for one minute prior to the 
Opening Auction and a Core Open Auction Imbalance Freeze occurs five 
seconds before the scheduled Core Open Auction. During this period 
the only orders accepted for auction participation are Limit Orders 
designated for the Core Trading Session and such orders are only 
allowed to participate in the Core Open Auction to offset an 
imbalance remaining after all orders entered before the Core Open 
Auction Imbalance Freeze. For the Arca closing auction, the Closing 
Auction Imbalance Freeze begins one minute prior to the closing 
auction. During this period, all LOC and MOC orders that are on the 
same side of the Total Imbalance, would flip the Total Imbalance, or 
would create a new Total Imbalance are rejected and no LOC Orders or 
MOC Orders can be cancelled or cancelled and replaced. See Arca Rule 
7.35-E. Nasdaq Stock Market LLC's (``Nasdaq'') allows LOO orders to 
be entered until 9:29:30 a.m. but restricts LOO orders received 
after 9:28 a.m. to only be priced to the more aggressive of the 9:28 
a.m. price or the previous day's official closing price. Similarly, 
LOC orders received after 3:55 p.m. are accepted at their limit 
price unless it is more aggressive than the 3:50 p.m. or the 3:55 
p.m. Reference Prices, in which case it will be re-priced to the 
more aggressive of the two prices. Nasdaq accepts Imbalance Only 
orders for both the opening and closing auction and if those orders 
are re-priced to the best bid/ask price prior to the execution of 
the auction, up to their limit price. See Nasdaq Rules 4752 and 4754
    \31\ See NYSE Rule 7.35(a)(4)(C). In the case of a buy 
Imbalance, the Continuous Book Clearing Price would be the highest 
potential Closing Auction Price and in the case of a sell Imbalance, 
the Continuous Book Clearing Price would be the lowest potential 
Closing Auction Price.
    \32\ See NYSE Rule 7.35B(e)(3).
    \33\ See Securities Exchange Act Release No. 104887 (February 
25, 2026), 91 FR 10175 (March 2, 2026) (File No. SR-NYSE-2026-11) 
(Notice of Filing and Immediate Effectiveness of Proposed Rule 
Change to Amend Rule 7.35B(g)(2))
---------------------------------------------------------------------------

    To this point, the Exchange believes that restricting the price of 
Late Auction Order bids and offers to the Upper Band and Lower Band, 
respectively, immediately prior to the Opening and Closing Auction is a 
reasonable way to ensure that participants are able to add liquidity in 
Opening and Closing Auctions on the Exchange while mitigating 
volatility and ensuring that Opening and Closing Auctions remain 
tethered to market conditions in a security.\34\ The data points that 
the Exchange is proposing to disseminate prior to its Opening and 
Closing Auctions further bolster this ability. The Exchange believes 
that the examples above support this belief.
---------------------------------------------------------------------------

    \34\ As noted above, the Participation Bands are calculated 
utilizing real-time transaction and/or quotation data from the 
consolidated tape for the applicable security and a mathematical 
calculation to determine a dynamic, symbol-specific price range 
within the Collar Price Range and will be disseminated every five 
seconds between 3:58 p.m. and 4:00 p.m.
---------------------------------------------------------------------------

Clarifying Changes

    Finally, the Exchange is proposing to add a clarifying clean-up 
change in Rule 11.022(c)(2)(B) to add the phrase ``that is a corporate 
security'' in two places in order to make the following language clear 
``For a TXSE-Listed Security that is a corporate security, the Closing 
Auction price will be the TXSE Official Closing Price. In the event 
that there is no Closing Auction for a TXSE-Listed Security that is a 
corporate security, the TXSE Official Closing Price will be the price 
of the Final Last Sale Eligible Trade.'' Without this clarifying 
language, the following sentence related to ``The TXSE Official Closing 
Price for all other TXSE-Listed Securities will be determined as 
follows:'' would never apply. The language under this provision is 
intended to apply to ETPs in order to find a TXSE Official Closing 
Price for ETPs where there is less than one round lot executed in the 
Closing Auction. Without the qualifier ``that is a corporate security'' 
all securities would have their TXSE Official Closing Price determined 
by the preceding language. The Exchange is also proposing to renumber 
certain defined terms under Rule 11.022(a) in order to accommodate the 
new definitions proposed herein.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with Section 6(b) of the Act,\35\ in general, and furthers the 
objectives of Section 6(b)(5) of the Act,\36\ in particular, in that it 
is designed to prevent fraudulent and manipulative acts and practices, 
to promote just and equitable principles of trade, to foster 
cooperation and coordination with persons engaged in regulating, 
clearing, settling, processing information with respect to, and 
facilitating transactions in securities, to remove impediments to and 
perfect the mechanism of a free and open market and a national market 
system, and in general, to protect investors and the public interest. 
Additionally, the Exchange believes that the proposed rule change is 
consistent with the Section 6(b)(5) requirement that the rules of an 
exchange not be designed to permit unfair discrimination between 
customers, issuers, brokers, or dealers.
---------------------------------------------------------------------------

    \35\ 15 U.S.C. 78f(b).
    \36\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    Specifically, the Exchange believes that the proposed changes to 
LOO.L and LOC.L functionality, the new data points that will be 
provided in advance of the Opening and Closing Auctions, and the 
changes to the timing and cancellability of RHO, MOC, LOC, and LOC.L 
orders collectively provide a deterministic, market-based solution to 
creating orderly auctions. To this point, the Exchange believes that 
restricting the price of Late Auction Order bids and offers to the 
Upper Band and Lower Band, respectively, immediately prior to the 
Opening and Closing Auction is a reasonable way to ensure that 
participants are able to add liquidity in Opening and Closing Auctions 
on the Exchange while mitigating volatility and ensuring that Opening 
and Closing Auctions remain tethered to market conditions in a 
security.\37\ The data points that the Exchange is proposing to 
disseminate prior to its Opening and Closing Auctions further bolster 
this ability.
---------------------------------------------------------------------------

    \37\ As noted above, the Participation Bands are calculated 
utilizing real-time transaction and/or quotation data from the 
consolidated tape for the applicable security and a mathematical 
calculation to determine a dynamic, symbol-specific price range 
within the Collar Price Range and will be disseminated every five 
seconds between 3:58 p.m. and 4:00 p.m.
---------------------------------------------------------------------------

    The Exchange also notes that the proposed Late Auction Order 
functionality is conceptually similar to both the Exchange's current 
functionality (gating Late Auction Orders based on market conditions, 
which under current Exchange Rules are the NBB and NBO), other similar 
late auction order functionality on other exchanges (which provide 
similar market-based restrictions on the price of late auction 
orders),\38\ and the DMM

[[Page 23134]]

closing auction process on NYSE. Under NYSE Rule 7.35B(g), DMMs are 
responsible for deciding the Auction Price for a Closing Auction on 
NYSE and have significant discretion in determining what that Auction 
Price should be. NYSE describes the criteria for the DMM to decide on 
the Closing Price as follows: ``the Auction Price must be at or between 
the last-published Imbalance Reference Price, which is the Exchange 
Last Sale Price bound by the Exchange BBO,\39\ and the last-published 
non-zero Continuous Book Clearing Price, which is the price at which 
all better-priced orders eligible to trade in the Closing Auction on 
the Side of the Imbalance can be traded.\40\ Rule 7.35B promotes 
determinism with respect to the Closing Auction because the Closing 
Auction Price must be within the predetermined range of prices that 
have been disseminated via the Closing Auction Imbalance Information 
and that cannot be changed after the end of Core Trading Hours.'' \41\ 
Providing a market conditions-based price range at which the DMM can 
choose the auction price serves a similar function to the restrictions 
on late auction orders on other exchanges and the Participation Band 
restrictions on LOO.L and LOC.L orders entered after 9:28 a.m. and 3:58 
p.m., respectively, being proposed herein. They all serve to allow for 
liquidity providers to participate in the auction process but in a way 
that does not impact the price of the auction in a way that diverges 
from the exchanges' respective chosen measure of ``current market 
conditions.'' While the analysis above focuses on closing auctions, the 
Exchange believes that the points raised apply equally to opening 
auctions as well.
---------------------------------------------------------------------------

    \38\ BZX has identical late auction order functionality as the 
Exchange's current functionality--late auction orders in both the 
opening and closing auctions are collared by the NBBO. See BZX Rules 
11.23(a)(12) and (13). Arca's opening auction does not allow cancel 
and cancel and replace requests for one minute prior to the Opening 
Auction and a Core Open Auction Imbalance Freeze occurs five seconds 
before the scheduled Core Open Auction. During this period the only 
orders accepted for auction participation are Limit Orders 
designated for the Core Trading Session and such orders are only 
allowed to participate in the Core Open Auction to offset an 
imbalance remaining after all orders entered before the Core Open 
Auction Imbalance Freeze. For the Arca closing auction, the Closing 
Auction Imbalance Freeze begins one minute prior to the closing 
auction. During this period, all LOC and MOC orders that are on the 
same side of the Total Imbalance, would flip the Total Imbalance, or 
would create a new Total Imbalance are rejected and no LOC Orders or 
MOC Orders can be cancelled or cancelled and replaced. See Arca Rule 
7.35-E. Nasdaq's allows LOO orders to be entered until 9:29:30 a.m. 
but restricts LOO orders received after 9:28 a.m. to only be priced 
to the more aggressive of the 9:28 a.m. price or the previous day's 
official closing price. Similarly, LOC orders received after 3:55 
p.m. are accepted at their limit price unless it is more aggressive 
than the 3:50 p.m. or the 3:55 p.m. Reference Prices, in which case 
it will be re-priced to the more aggressive of the two prices. 
Nasdaq accepts Imbalance Only orders for both the opening and 
closing auction and if those orders are re-priced to the best bid/
ask price prior to the execution of the auction, up to their limit 
price. See Nasdaq Rules 4752 and 4754.
    \39\ See NYSE Rule 7.35(a)(4)(C). In the case of a buy 
Imbalance, the Continuous Book Clearing Price would be the highest 
potential Closing Auction Price and in the case of a sell Imbalance, 
the Continuous Book Clearing Price would be the lowest potential 
Closing Auction Price.
    \40\ See NYSE Rule 7.35B(e)(3).
    \41\ See Securities Exchange Act Release No. 104887 (February 
25, 2026), 91 FR 10175 (March 2, 2026) (File No. SR-NYSE-2026-11) 
(Notice of Filing and Immediate Effectiveness of Proposed Rule 
Change to Amend Rule 7.35B(g)(2))
---------------------------------------------------------------------------

    The Exchange further believes that its proposal to add a new third 
tie-breaker to the calculation of the TXSE Official Opening Price, TXSE 
Official Closing Price, and the Auction Only Price is consistent with 
the Act because the proposed change adds another tie breaker that is 
based on actual auction orders in the Auction Book before using the 
Volume Based Tie Breaker, which the Exchange believes better reflects 
actual market interest. Further, the proposed change is substantively 
identical to Nasdaq Rule 4754(b)(2)(C).
    Finally, the Exchange believes that the proposed clarifying clean-
up and corresponding numbering changes are consistent with the Act 
because they make the Exchange's Rules more clear and understandable. 
As it specifically relates to adding the phrase ``that is a corporate 
security'' in two places, the proposed rule change will correct a 
drafting error to make clear how the TXSE Official Closing Price is 
determined for non-corporate securities.
    For these reasons, the Exchange believes that the proposed changes 
are consistent with the Act.

(B) Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange does not believe that the proposal will impose any 
burden on competition that is not necessary or appropriate in 
furtherance of the purposes of the Act. The proposed change is designed 
to revise auctions on the Exchange to make it more transparent, robust, 
and deterministic. The Exchange believes that the proposed rule change 
would promote intermarket competition, particularly for issuers in 
connection with their determination of which exchange to select as a 
primary listing venue and among market participants that may decide to 
participate in auctions on the Exchange. The Exchange does not believe 
that the proposed rule change will impose any burden on intermarket 
competition that is not necessary or appropriate in furtherance of the 
purposes of the Act. Competing exchanges have their own auction 
functionality and are free to adopt similar rules if they so choose.
    The Exchange also does not believe that the proposed rule change 
will impose any burden on intramarket competition that is not necessary 
or appropriate in furtherance of the purposes of the Act. All Members 
would be eligible to participate in the Exchange's auctions and all 
issuers would have their securities participate in the auctions on the 
same terms.

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

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

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

    Within 45 days of the date of publication of this notice in the 
Federal Register or within such longer period up to 90 days (i) as the 
Commission may designate if it finds such longer period to be 
appropriate and publishes its reasons for so finding or (ii) as to 
which the Exchange consents, the Commission will:
    A. By order approve or disapprove such proposed rule change; or
    B. Institute proceedings to determine whether the proposed rule 
change should be disapproved.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views and 
arguments concerning the foregoing, including whether the proposal 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="http://www.sec.gov/rules/sro.shtml">http://www.sec.gov/rules/sro.shtml</a>); or
    <bullet> Send an email to <a href="/cdn-cgi/l/email-protection#f280879e97df919d9f9f979c8681b2819791dc959d84"><span class="__cf_email__" data-cfemail="87f5f2ebe2aae4e8eaeae2e9f3f4c7f4e2e4a9e0e8f1">[email&#160;protected]</span></a>. Please include 
File No. SR-TXSE-2026-006 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 No. SR-TXSE-2026-006. 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="http://www.sec.gov/rules/sro.shtml">http://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

[[Page 23135]]

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-TXSE-2026-006 and should be submitted on or before May 20, 2026.
     
---------------------------------------------------------------------------

    \42\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\42\
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2026-08273 Filed 4-28-26; 8:45 am]
BILLING CODE 8011-01-P


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