Self-Regulatory Organizations; 24X National Exchange LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend the Transaction Fees Applicable to Members of the Exchange

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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 72588-72590]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2026-22852]



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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-106835; File No. SR-24X-2026-29]


Self-Regulatory Organizations; 24X National Exchange LLC; Notice 
of Filing and Immediate Effectiveness of Proposed Rule Change To Amend 
the Transaction Fees Applicable to Members of the Exchange

November 5, 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 October 29, 2026, 24X National Exchange LLC (``24X'' or the 
``Exchange'') filed with the Securities and Exchange Commission (the 
``Commission'') the proposed rule change as described in Items I, II, 
and III 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 proposes to amend the transaction fees applicable to 
Members \3\ of the Exchange pursuant to Exchange Rule 15.1(a) and (c). 
The Exchange proposes to implement the rule change on November 2, 2026. 
The proposed rule change is available on the Exchange's website at 
<a href="https://equities.24exchange.com/regulation">https://equities.24exchange.com/regulation</a> and at the principal office 
of the Exchange.
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    \3\ See 24X Rule 1.5(u).
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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 self-regulatory organization 
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 those 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 the transaction fees applicable to 
Members of the Exchange. Specifically, the Exchange proposes to 
increase the fee for executions of non-retail \4\ and retail \5\ orders 
that remove liquidity from the 24X Book \6\ in all securities traded on 
the Exchange priced below $1.00 per share (``Removed Sub-Dollar 
Volume'') from 0.09% of the total dollar value of the transaction to 
0.28% of the total dollar value of the transaction. The Exchange 
proposes to implement the rule change on November 2, 2026.
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    \4\ Such executions correspond to fee codes ``2'' and ``61'' in 
the Exchange's fee schedule.
    \5\ Such executions correspond to fee codes ``102,'' ``160,'' 
and ``161'' in the Exchange's fee schedule.
    \6\ ``24X Book'' refers to the Exchange system's electronic file 
of orders. See 24X Rule 1.5(a).
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    The proposed increased fee for Removed Sub-Dollar Volume 
transactions are consistent with or lower than the fees charged by 
other exchanges for similar executions,\7\ and are intended to 
incentivize Members to increase the liquidity-providing orders they 
submit to the Exchange, which would support price discovery on the 
Exchange and provide additional liquidity for incoming orders.
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    \7\ See Cboe EDGX Exchange, Inc. (``Cboe EDGX'') fee schedule, 
available at: <a href="https://www.cboe.com/us/equities/membership/fee_schedule/edgx/">https://www.cboe.com/us/equities/membership/fee_schedule/edgx/</a>; MIAX PEARL, LLC (``MIAX Pearl'') fee schedule, 
available at: <a href="https://www.miaxglobal.com/sites/default/files/fee_schedule-files/MIAX_Pearl_Equities_Fee_Schedule_05012026_0.pdf">https://www.miaxglobal.com/sites/default/files/fee_schedule-files/MIAX_Pearl_Equities_Fee_Schedule_05012026_0.pdf</a>; 
and MEMX LLC (``MEMX'') fee schedule, available at: <a href="https://info.memxtrading.com/equities-trading-resources/us-equities-fee-schedule/">https://info.memxtrading.com/equities-trading-resources/us-equities-fee-schedule/</a>.
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    The proposed rule change does not include different fees depending 
on the number of orders submitted to, or transactions executed on or 
through, the Exchange. Accordingly, the fees described above are 
applicable to all Members, regardless of the overall volume of a 
Member's trading activities on the Exchange.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with the provisions of Section 6(b) \8\ of the Act in general, and 
furthers the objectives of Section 6(b)(4) \9\ of the Act in 
particular, in that 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. Additionally, the 
Exchange believes that the proposed amended fees are consistent with 
the objectives of Section 6(b)(5) \10\ of the Act in that they are 
designed 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 national market 
system, and, in general, to protect investors and the public interest, 
and, particularly, are not designed to permit unfair discrimination 
between customers, issuers, brokers, or dealers.
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    \8\ 15 U.S.C. 78f.
    \9\ 15 U.S.C. 78f(b)(4).
    \10\ 15 U.S.C. 78f(b)(5).
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    The Exchange operates in a highly competitive market in which 
market participants can readily direct order flow to competing venues 
if they deem fee levels at a particular venue to be excessive or 
incentives to be insufficient. The Exchange believes that the proposed 
amended fees reflect a simple and competitive pricing structure 
designed to incentivize market participants to add aggressively priced 
displayed liquidity and direct their order flow to the Exchange, which 
the Exchange believes would promote price discovery and price formation 
and deepen liquidity that is subject to the Exchange's transparency, 
regulation, and oversight as an exchange, thereby enhancing market 
quality to the benefit of all Members and investors.
    The Commission and the courts have repeatedly expressed their 
preference for competition over regulatory intervention in determining 
prices, products, and services in the securities markets. In Regulation 
NMS, while adopting a series of steps to improve the current market 
model, the Commission highlighted the importance of market forces in 
determining prices and self-regulatory organization revenues, and also 
recognized that current regulation of the market system ``has been 
remarkably successful in promoting market competition in its broader 
forms that are most important to investors and listed companies.'' \11\
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    \11\ Securities Exchange Act Release No. 51808 (June 9, 2005), 
70 FR 37496, 37499 (June 29, 2005) (``Regulation NMS Adopting 
Release'').
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    As illustrated in the following table, the Exchange notes that the 
proposed amended fees are comparable to or lower than those in place on 
other exchanges:

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------------------------------------------------------------------------
                                    Fee for removed     Fee for removed
            Exchange              volume <$1.00 (non-    volume <$1.00
                                        retail)            (retail)
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24X.............................  0.28% of total      0.28% of total
                                   dollar value.       dollar value.
Cboe EDGX.......................  0.30% of total      0.30% of total
                                   dollar value.       dollar value.
MIAX Pearl......................  0.20% of total      0.20% of total
                                   dollar value.       dollar value.
MEMX............................  0.28% of total      0.28% of total
                                   dollar value.       dollar value.
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    The Exchange believes that it is appropriate, reasonable, and 
consistent with the Act to charge a fee of 0.28% of the total dollar 
value of Removed Sub-Dollar Volume non-retail and retail transactions 
because it is comparable to or lower than the fees charged by other 
exchanges for similar transactions.\12\ The Exchange further believes 
that this fee is equitably allocated and not unfairly discriminatory 
because it applies equally to all Members, and is designed to 
facilitate increased activity on the Exchange to the benefit of all 
Members by providing more trading opportunities and promoting price 
discovery.
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    \12\ See supra note 7.
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    In conclusion, the Exchange submits that its proposed amended fee 
structure satisfies the requirements of Sections 6(b)(4) \13\ and 
6(b)(5) \14\ of the Act for the reasons discussed above in that it 
provides for the equitable allocation of reasonable dues, fees, and 
other charges among its Members and other persons using its facilities, 
does not permit unfair discrimination between customers, issuers, 
brokers, or dealers, and is designed to promote just and equitable 
principles of trade, 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, particularly as the 
proposal neither targets nor will it have a disparate impact on any 
particular category of market participant. As described more fully 
below in the Exchange's statement regarding the burden on competition, 
the Exchange is subject to significant competitive forces, and believes 
that its proposed amended fee structure is an appropriate effort to 
address such forces.
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    \13\ 15 U.S.C. 78f(b)(4).
    \14\ 15 U.S.C. 78f(b)(5).
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B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange does not believe that the proposed rule change will 
result in any burden on competition that is not necessary or 
appropriate in furtherance of the purposes of the Act. Rather, as 
discussed above, the Exchange believes that the proposed changes would 
encourage the submission of order flow to a public exchange, thereby 
promoting market depth, execution incentives, and enhanced execution 
opportunities, as well as price discovery and transparency for all 
Members. As a result, the Exchange believes that the proposed changes 
further the Commission's goal in adopting Regulation NMS of fostering 
competition among orders, which promotes ``more efficient pricing of 
individual stocks for all types of orders, large and small.'' \15\
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    \15\ Regulation NMS Adopting Release at 37499.
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    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. To the contrary, 
the Exchange believes that the proposed amended pricing structure will 
increase competition and is intended to draw volume to the Exchange. 
The Exchange believes that the ever-shifting market share among the 
exchanges from month to month demonstrates that market participants can 
shift order flow or reduce use of certain categories of products in 
response to new or different pricing structures being introduced into 
the market. Accordingly, competitive forces constrain the Exchange's 
transaction fees and rebates, and market participants can readily trade 
on competing venues if they deem pricing levels at those other venues 
to be more favorable. As a new exchange, the Exchange faces intense 
competition from existing exchanges and other non-exchange venues that 
provide markets for equities trading.
    Although these pricing incentives are intended to attract liquidity 
to the Exchange, most other exchanges in operation today already offer 
multiple incentives to their participants, including tiered pricing 
that provides higher rebates or discounted executions, and other 
exchanges will be able to modify such incentives in order to compete 
with the Exchange. As discussed above, the Exchange notes that the 
proposed amended fees are comparable to or lower than those in place on 
other exchanges. Accordingly, with respect to a market participant 
deciding to submit an order to remove liquidity, there are multiple 
exchanges that will continue to be competitively priced for such orders 
when compared to the Exchange's pricing. Further, while pricing 
incentives do cause shifts of liquidity between trading centers, market 
participants make determinations on where to provide liquidity or route 
orders to take liquidity based on factors other than pricing, including 
technology, functionality, and other considerations. Consequently, the 
Exchange believes that the degree to which its proposed amended fees 
could impose any burden on competition is extremely limited, and does 
not believe that such pricing structure would burden competition of 
Members or competing venues in a manner 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 intramarket competition that is not necessary or 
appropriate in furtherance of the purposes of the Act because the 
proposed amended fees apply equally to all Members. The proposed 
pricing structure is intended to encourage market participants to add 
liquidity on the Exchange by charging fees that are comparable to or 
lower than those offered by other exchanges, which the Exchange 
believes will help to encourage Members to send orders to the Exchange 
to the benefit of all Exchange participants. As the proposed rates are 
equally applicable to all Members, regardless of the overall volume of 
a Member's trading activities on the Exchange, the Exchange does not 
believe there is any burden on intramarket competition.

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

    No written comments were solicited or received with respect to 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) \16\ of the Act and

[[Page 72590]]

subparagraph (f)(2) of Rule 19b-4 thereunder,\17\ because it 
establishes a due, fee, or other charge imposed by the Exchange. At any 
time within 60 days of the filing of the proposed rule change, the 
Commission summarily may temporarily suspend such rule change if it 
appears to the Commission that such action is necessary or appropriate 
in the public interest, for the protection of investors, or otherwise 
in furtherance of the purposes of the Act. If the Commission takes such 
action, the Commission shall institute proceedings under Section 
19(b)(2)(B) \18\ of the Act to determine whether the proposed rule 
change should be approved or disapproved.
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    \16\ 15 U.S.C. 78s(b)(3)(A).
    \17\ 17 CFR 240.19b-4(f)(2).
    \18\ 15 U.S.C. 78s(b)(2)(B).
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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#bfcdcad3da92dcd0d2d2dad1cbccffccdadc91d8d0c9"><span class="__cf_email__" data-cfemail="ec9e998089c18f8381818982989fac9f898fc28b839a">[email&#160;protected]</span></a>. Please include 
file number SR-24X-2026-29 on the subject line.

Paper Comments

    <bullet> Send paper comments in triplicate to Secretary, Securities 
and Exchange Commission, 100 F Street NE, Washington, DC 20549-1090.

All submissions should refer to file number SR-24X-2026-29. 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-24X-2026-29 and should be submitted on 
or before December 1, 2026.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\19\
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    \19\ 17 CFR 200.30-3(a)(12).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2026-22852 Filed 11-9-26; 8:45 am]
BILLING CODE 8011-01-P


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