Notice2026-18208
Self-Regulatory Organizations; Texas Stock Exchange LLC; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Permit a New Issue ETPs To Commence Trading at the Beginning of the Pre-Market Session
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
September 8, 2026
Issuing agencies
Securities and Exchange Commission
Full Text
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<title>Federal Register, Volume 91 Issue 172 (Tuesday, September 8, 2026)</title>
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[Federal Register Volume 91, Number 172 (Tuesday, September 8, 2026)]
[Notices]
[Pages 57205-57207]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2026-18208]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-106261; File No. SR-TXSE-2026-024]
Self-Regulatory Organizations; Texas Stock Exchange LLC; Notice
of Filing and Immediate Effectiveness of a Proposed Rule Change To
Permit a New Issue ETPs To Commence Trading at the Beginning of the
Pre-Market Session
September 2, 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 August 31, 2026, Texas Stock Exchange LLC (the ``Exchange'' or
``TXSE'') filed with the Securities and Exchange Commission
(``Commission'') a proposed rule change as described in Items I and II
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 is filing with the Securities and Exchange Commission
(``Commission'') a proposed rule change to amend Rule 11.022 to permit
a New Issue ETP, as defined below, to commence trading at the beginning
of the Pre-Market Session \3\ unless its issuer elects to have the
security participate in an IPO Auction. 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://www.txse.com/regulations/rules-filings">https://www.txse.com/regulations/rules-filings</a>), and at the principal office of the
Exchange.
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\3\ See Rule 1.005(v).
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II. Self-Regulatory Organization's Statement of 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 Exchange has prepared summaries, set forth in
Sections A, B, and C below, of the most significant parts 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 11.022(d)(2)(E) to provide that
a New Issue ETP will commence trading at the beginning of the Pre-
Market Session unless its issuer elects to have the security
participate in an IPO Auction. The Exchange also proposes: (i) to add a
definition of ``New Issue ETP'' in Rule 11.022(a); and (ii) to make
non-substantive conforming changes to Rule 11.022(d)(2)(E) by creating
subsections (i) and (ii) to delineate the IPO Auction and Halt Auction
price determinations. The proposal is modeled on Cboe BZX Exchange,
Inc. (``BZX'') functionality that permits a New Issue ETP to commence
trading in the early trading session \4\ and adopts the same policy
default as The Nasdaq Stock Market LLC (``Nasdaq'') for new ETPs:
commencement of trading at the beginning of the pre-market session
unless the issuer elects a delayed IPO-style process.\5\
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\4\ See Securities Exchange Act Release No. 104037 (September
24, 2025) 90 FR 46690 (September 29, 2025) (SR-CboeBZX-2025-130)
(notice of filing and immediate effectiveness of proposed rule
change to permit a New Issue ETP to elect to commence trading in the
BZX Early Trading Session) (the ``BZX Filing'').
\5\ See Securities Exchange Act Release No. 103085 (May 20,
2025), 90 FR 22424 (May 27, 2025) (SR-Nasdaq-2025-011) (order
approving optional Initial ETP Open process) (the ``Nasdaq Approval
Order'').
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Current functionality provides that a newly listed ETP will begin
trading pursuant to an IPO Auction for ETPs under Rule 11.022(d). The
Exchange is proposing to adopt new Rule 11.022(d)(2)(E)(i)(a) which
provides that
[[Page 57206]]
a New Issue ETP will commence trading at the beginning of the Pre-
Market Session unless the issuer elects to have the security
participate in an IPO Auction. For a New Issue ETP that commences
trading in the Pre-Market Session, the TXSE Official Opening Price
determined pursuant to Rule 11.022(b)(2)(B) will also constitute the
TXSE Official IPO Opening Price.
The Exchange proposes to define the term ``New Issue ETP'' as ``a
security listed on the Exchange pursuant to Chapter 17 that is eligible
to participate in an IPO Auction pursuant to Rule 11.022(d).''
Finally, the Exchange proposes to bifurcate Rule 11.022(d)(2)(E)
into subsections (i) and (ii) to delineate more clearly the
determination of the IPO Auction price and the Halt Auction price.
Proposed Rule 11.022(d)(2)(E)(i) retains the existing IPO Auction
price-determination standard, including the issuing-price tie breaker,
and provides that the IPO Auction price will be the TXSE Official IPO
Opening Price. Proposed Rule 11.022(d)(2)(E)(ii) retains the existing
Halt Auction price-determination standard, including the Final Last
Sale Eligible Trade tie breaker. These changes are non-substantive and
reorganize existing rule text for clarity and readability.
2. Statutory Basis
The Exchange believes the proposed rule change is consistent with
the Act and the rules and regulations thereunder applicable to the
Exchange and, in particular, the requirements of Section 6(b) of the
Act.\6\ Specifically, the Exchange believes the proposed rule change is
consistent with the objectives of Section 6(b)(5) \7\ requirements that
the rules of an exchange be 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 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.
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\6\ 15 U.S.C. 78f(b).
\7\ 15 U.S.C. 78f(b)(5).
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In particular, the proposed rule change will remove impediments to
and perfect the mechanism of a free and open market and national market
system and will benefit investors by providing market participants with
additional opportunities to source and access liquidity for their
orders in new issue ETPs on the Exchange. The proposal responds to
feedback from ETP issuers that earlier trading opportunities may be
desirable for certain new issue ETPs. The Exchange believes that an
issuer is best situated to decide whether its New Issue ETP should
commence trading in the Pre-Market Session or through the IPO Auction.
The proposal will not alter the operation of the Pre-Market Session; it
will permit a New Issue ETP to begin trading at 8:00 a.m. ET in the
same manner as other TXSE-Listed Securities eligible to trade during
that session. The proposal also preserves the IPO Auction as an issuer-
elected alternative for an issuer that prefers that process.
The Exchange believes that proposed rule change raises no novel
issues because the proposed treatment is consistent with the
Commission-approved functionality of Nasdaq and BZX that permits new
issue ETPs to commence trading in an early or pre-market session or to
use an issuer-selected delayed opening process.\8\
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\8\ See Nasdaq Approval Order, supra note 5, at 22427-30 and BZX
Filing, supra note 4, at 3-4, 7-9.
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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
impose any burden on competition that is not necessary or appropriate
in furtherance of the purposes of the Act. The Exchange does not
believe that the proposed rule change will impose any burden on intra-
market competition that is not necessary or appropriate because all New
Issue ETPs will be subject to the same default commencement of trading
in the Pre-Market Session and the same issuer election to use the IPO
Auction. The Exchange also does not believe that the proposed rule
change will impose any burden on intermarket competition; rather, it
may promote competition by allowing TXSE to offer functionality
comparable to that available on Nasdaq and BZX.
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 written comments on the
proposed rule change.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
The foregoing rule change has become effective pursuant to Section
19(b)(3)(A)(iii) \9\ of the Act and Rule 19b-4(f)(6) \10\ thereunder in
that it effects a change that: (i) does not significantly affect the
protection of investors or the public interest; (ii) does not impose
any significant burden on competition; and (iii) by its terms, does not
become operative for 30 days after the date of the filing, or such
shorter time as the Commission may designate if consistent with the
protection of investors and the public interest.
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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)(iii)
requires the Exchange to give the Commission written notice of its
intent to file the proposed rule change, along with a brief
description and text of 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) normally does
not become operative prior to 30 days after the date of filing.
However, Rule 19b-4(f)(6)(iii),\11\ permits the Commission to designate
a shorter time if such action is consistent with the protection of
investors and the public interest. The Exchange has asked the
Commission to waive the 30-day operative delay. The Exchange states
that waiver of the operative delay will allow it to promptly offer the
option for a New Issue ETP to commence trading at the beginning of the
Pre-Market Session. The Exchange states that proposal will permit
investors to trade certain new issue ETPs earlier in the day, while
preserving the IPO Auction as an issuer-elected alternative for an
issuer that prefers that process. The Exchange also states that it
believes that the proposal raises no new or novel regulatory
issues.\12\ For the foregoing reasons, the Commission finds that waiver
of the operative delay is consistent with the protection of investors
and the public interest. Accordingly, the Commission hereby waives the
operative delay and designates the proposal operative upon filing.\13\
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\11\ 17 CFR 240.19b-4(f)(6)(iii).
\12\ See BZX Filing, supra note 4, at 7-9.
\13\ For purposes only of waiving the 30-day operative delay,
the Commission 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
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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 will institute proceedings to determine whether
the proposed rule change 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 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="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#2250574e470f414d4f4f474c5651625147410c454d54"><span class="__cf_email__" data-cfemail="fd8f889198d09e9290909893898ebd8e989ed39a928b">[email protected]</span></a>. Please include
File No. SR-TXSE-2026-024 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-2026-024. 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-TXSE-2026-024 and should be submitted on
or before September 29, 2026.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\14\
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\14\ 17 CFR 200.30-3(a)(12), (59).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2026-18208 Filed 9-4-26; 8:45 am]
BILLING CODE 8011-01-P
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