Self-Regulatory Organizations; Texas Stock Exchange LLC; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Amend Rule 17.180 To Permit an Issuer To Elect a Higher Listing Tier for an Exchange Traded Product During a Calendar Year and To Provide for the Related Incremental Listing Fee

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<title>Federal Register, Volume 91 Issue 216 (Tuesday, November 10, 2026)</title>
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[Federal Register Volume 91, Number 216 (Tuesday, November 10, 2026)]
[Notices]
[Pages 72595-72597]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2026-22849]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-106832; File No. SR-TXSE-2026-043]


Self-Regulatory Organizations; Texas Stock Exchange LLC; Notice 
of Filing and Immediate Effectiveness of a Proposed Rule Change To 
Amend Rule 17.180 To Permit an Issuer To Elect a Higher Listing Tier 
for an Exchange Traded Product During a Calendar Year and To Provide 
for the Related Incremental Listing Fee

November 5, 2026.
    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 October 27, 2026, Texas Stock Exchange LLC (``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 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 proposal to amend Rule 17.180 to permit an issuer to 
elect a higher listing tier for an exchange traded product at any time 
during a calendar year and to provide for the related incremental 
listing fee. 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.

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 17.180 to allow an issuer to 
move an exchange traded product (``ETP'') to a higher listing tier 
during a calendar year.\3\ The proposal would enable an issuer to elect 
the liquidity support associated with a higher tier without waiting 
until the following year. The proposed rule change would not alter the 
annual fee for any tier or require any issuer to upgrade an ETP.
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    \3\ The Exchange initially filed the proposed rule change on 
October 19, 2026, as SR-TXSE-2026-042. On October 27, 2026, the 
Exchange withdrew that filing and refiled the proposed rule change 
as SR-TXSE-2026-043.
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Background
    Rule 17.180 establishes three annual listing fee tiers for ETPs: 
the Signature Tier at $100,000, the Premier Tier at $55,000, and the 
Core Tier at $10,000. Each tier has corresponding Minimum Performance 
Standards \4\ and daily stipends under the Exchange's Lead Market Maker 
(``LMM'') Program, as set forth in the Exchange's Fee Schedule.\5\
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    \4\ As provided in Section F of the Exchange's Fee Schedule, the 
term ``Minimum Performance Standards'' means a set of standards 
applicable to an LMM that may be determined from time to time by the 
Exchange. Such standards will vary between TXSE-listed securities 
depending on the price, liquidity, and volatility of the designated 
asset class of the security in which the LMM is registered and the 
applicable listing tier. Minimum Performance Standards shall be the 
following measurements: Maximum LMM Spread, Size Near the Inside, 
Layered Depth, Time at NBBO, Opening Auction Depth, Closing Auction 
Depth, Opening Auction Reference Price, and Closing Auction 
Reference Price.
    \5\ See Rule 17.180 and the Fee Schedule of the Exchange. See 
also Securities Exchange Act Release No. 106505 (September 28, 
2026), 91 FR 62572 (October 1, 2026) (SR-TXSE-2026-030).
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    Under the existing framework, an issuer selects the tier it 
considers appropriate for an ETP for the current year and may select a 
different tier for the following year. Rule 17.180 does not expressly 
address a change of listing tier during the calendar year. The Exchange 
proposes to add paragraph (b) to permit an issuer to elect a higher 
tier during the year and to specify the resulting additional fee.
Election of a Higher Listing Tier
    Proposed Rule 17.180(b) would permit an issuer to elect to move an 
ETP to a higher listing tier during a calendar year. Accordingly, an 
issuer could move an ETP from the Core Tier to either the Premier Tier 
or the Signature Tier, or from the Premier Tier to the Signature Tier. 
An issuer that moves an ETP from the Core Tier to the Premier Tier 
could subsequently elect to move that ETP to the Signature Tier during 
the same year.
    The proposed election would be available only for a move to a 
higher tier. An issuer could not use this provision to move an ETP to a 
lower tier during the calendar year, including to reverse an earlier 
change. Following a change, the higher tier would apply for the 
remainder of the calendar year unless the issuer elects a further 
change to a higher tier. The existing annual election framework would 
continue to permit an issuer to select any available tier, including a 
lower tier, for the following calendar year.
    Any change would take effect on a trading day specified in the 
issuer's written notice to the Exchange and confirmed by the Exchange. 
The Exchange would coordinate the effective date with the issuer and 
the assigned LMM so that the applicable tier, performance standards, 
and stipend treatment change together. Any change would apply 
prospectively beginning on that date.
Incremental Listing Fee
    For an ETP that moves to a higher tier during a calendar year, the 
issuer would pay an additional listing fee equal to the difference 
between the annual fee for the higher tier and the annual fee for the 
tier immediately preceding the change, prorated based on the number of 
trading days remaining in that year, including the effective date of 
the change, divided by the total number of trading days in that year.
    For example, if an issuer moves an ETP from the Core Tier to the 
Premier Tier with 125 trading days remaining in the year, including the 
effective date, in a calendar year with 250 trading days, the 
additional fee would be $22,500 (($55,000-$10,000) x 125/250). A direct 
move from the Core Tier to the Signature Tier on the same date would 
result in an additional fee of $45,000 (($100,000-$10,000) x 125/250). 
If an ETP is upgraded more than once during the calendar year, each 
additional fee would be calculated using the annual fee for the tier 
immediately preceding that upgrade.

[[Page 72596]]

Application of the LMM Program
    Beginning on the effective date of an upgrade, the Minimum 
Performance Standards and daily stipends applicable to the higher tier 
and the ETP's asset class would apply under the Fee Schedule. The 
upgrade would not change the standards or stipend amounts specified for 
any tier or create a separate stipend. An LMM would remain eligible for 
a daily stipend only to the extent it satisfies the applicable 
performance conditions.
    For an ETP upgraded to the Signature Tier, the listing fee credit 
under Rule 17.180(a)(1)(A) would apply to qualifying instances 
beginning on the effective date of the upgrade. Such credits would be 
available for the issuer's listing fees in the following year and would 
expire if not used during that year. The upgrade would not create 
Signature Tier credits for periods before its effective date.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with Section 6(b) of the Act,\6\ in general, and furthers 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) \8\ requirement that the rules of 
an exchange not be designed to permit unfair discrimination between 
customers, issuers, brokers, or dealers as well as Section 6(b)(4) \9\ 
as it is designed to provide for the equitable allocation of reasonable 
dues, fees, and other charges among its members and other persons using 
its facilities.
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    \6\ 15 U.S.C. 78f(b).
    \7\ 15 U.S.C. 78f(b)(5).
    \8\ 15 U.S.C. 78f(b)(5).
    \9\ 15 U.S.C. 78f(b)(4).
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    The Exchange believes that the incremental fee is reasonable 
because it uses the existing annual fee difference between the two 
tiers and charges that difference only for the portion of the year 
during which the ETP participates in the higher tier. An issuer would 
not be required to pay the higher tier's full annual fee in addition to 
the fee already applicable to the ETP. The same calculation would apply 
to every issuer making the same upgrade within a calendar year, and an 
issuer could elect whether the additional liquidity support associated 
with the higher tier warrants the additional charge.
    The proposal is equitably allocated and not unfairly discriminatory 
because each issuer would have the same opportunity to elect a higher 
tier for an ETP on the same terms. Differences in the additional fee 
would reflect the selected tiers and the remaining period of 
participation. The proposal would also preserve the relationship 
between the listing tier selected by the issuer and the corresponding 
LMM performance standards and stipend eligibility.
    Allowing an issuer to increase liquidity support during the year 
would enable it to respond to changes in an ETP's trading 
characteristics or liquidity needs without waiting for the next year to 
change tiers. Applying the higher tier's standards and stipend 
eligibility prospectively from a common effective date would provide a 
clear basis for evaluating LMM performance and assessing the additional 
listing fee. The Exchange believes this flexibility is designed to 
promote liquidity and market quality for the benefit of investors, 
although electing a higher tier would not guarantee any particular 
trading outcome.
    Limiting changes within a calendar year to upgrades would preserve 
the annual nature of an issuer's existing tier commitment while 
permitting the issuer to elect additional support. It would also 
provide greater continuity in the level of liquidity support selected 
for an ETP during the year. The limitation would apply equally to all 
issuers, and issuers would retain the ability to select a lower tier 
for the following year. The Exchange believes this balances additional 
flexibility with a predictable annual framework for issuers and LMMs.

(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 Exchange Act. Rather, the 
Exchange believes the proposed rule change will enhance competition 
among exchanges for ETP listings and among liquidity providers to 
participate as Lead Market Makers on the Exchange.
    With respect to intramarket competition, the proposal would apply 
equally to all issuers. No issuer would be required to change tiers, 
and issuers could continue to select the tier they consider appropriate 
for the following year. The proposal would not change the performance 
standards or stipend amounts for any tier, and the existing performance 
conditions would continue to apply to LMMs assigned to ETPs in that 
tier.
    With respect to intermarket competition, the proposal would provide 
issuers with additional flexibility to increase liquidity support for 
an ETP while maintaining its listing on the Exchange. Other listing 
exchanges could compete through their own listing fees and liquidity 
programs. The Exchange believes that permitting a prospective tier 
change at a prorated incremental fee may enhance competition for ETP 
listings without imposing an unnecessary or inappropriate burden on 
competing venues.

(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) of the Act \10\ and Rule 19b-4(f)(2) \11\ thereunder. 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.
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    \10\ 15 U.S.C. 78s(b)(3)(A).
    \11\ 17 CFR 240.19b-4(f)(2).
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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#7002051c155d131f1d1d151e0403300315135e171f06"><span class="__cf_email__" data-cfemail="057770696028666a6868606b7176457660662b626a73">[email&#160;protected]</span></a>. Please include 
File Number SR-TXSE-2026-043 on the subject line.

[[Page 72597]]

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-TXSE-2026-043. 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 TXSE and on its internet website at 
<a href="https://www.txse.com/regulations/rules-filings">https://www.txse.com/regulations/rules-filings</a>. 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-2026-043 and should be submitted on or 
before December 1, 2026.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\12\
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    \12\ 17 CFR 200.30-3(a)(12).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2026-22849 Filed 11-9-26; 8:45 am]
BILLING CODE 8011-01-P


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