<NOTICE>
SECURITIES AND EXCHANGE COMMISSION
<DEPDOC>[Release No. 34-104223; File No. SR-24X-2025-13]</DEPDOC>
<SUBJECT>Self-Regulatory Organizations; 24X National Exchange LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend the Transaction Fees and Rebates Applicable to Members of the Exchange</SUBJECT>
<DATE>November 19, 2025.</DATE>
Pursuant to Section 19(b)(1)
<SU>1</SU>
<FTREF/>
of the Securities Exchange Act of 1934 (“Act”)
<SU>2</SU>
<FTREF/>
and Rule 19b-4 thereunder,
<SU>3</SU>
<FTREF/>
notice is hereby given that, on September 30, 2025, 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.
<FTNT>
<SU>1</SU>
15 U.S.C. 78s(b)(1).
</FTNT>
<FTNT>
<SU>2</SU>
15 U.S.C. 78a.
</FTNT>
<FTNT>
<SU>3</SU>
17 CFR 240.19b-4.
</FTNT>
<HD SOURCE="HD1">I. Self-Regulatory Organization's Statement of the Terms of Substance of the Proposed Rule Change</HD>
The Exchange proposes to amend the transaction fees and rebates applicable to Members
<SU>4</SU>
<FTREF/>
of the Exchange pursuant to Exchange Rule 15.1(a) and (c). The proposed rule change is available on the Exchange's website at
<E T="03">https://equities.24exchange.com/regulation</E>
and at the principal office of the Exchange.
<FTNT>
<SU>4</SU>
<E T="03">See</E>
Exchange Rule 1.5(u).
</FTNT>
<HD SOURCE="HD1">II. Self-Regulatory Organization's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change</HD>
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.
<HD SOURCE="HD2">A. Self-Regulatory Organization's Statement of the Purpose of, and the Statutory Basis for, the Proposed Rule Change</HD>
<HD SOURCE="HD3">1. Purpose</HD>
The Exchange proposes to amend the transaction fees and rebates applicable to Members of the Exchange. Specifically, the Exchange proposes the following with respect to securities priced below $1.00 per share (“Sub-Dollar Securities”): (i) to reduce the fee for executions of orders that remove liquidity from the 24X Book
<SU>5</SU>
<FTREF/>
(“Removed Volume”) from 0.28% of total dollar value to 0.15% of total dollar value, and (ii) to increase the rebate for executions of orders that are displayed on the 24X Book and add liquidity to the Exchange (“Added Displayed Volume”)
<SU>6</SU>
<FTREF/>
from 0.075% of total dollar value to 0.15% of total dollar value. The Exchange will commence operations as a national securities exchange on October 14, 2025, and will implement these changes as of that date.
<FTNT>
<SU>5</SU>
“24X Book” refers to the Exchange system's electronic file of orders.
<E T="03">See</E>
Exchange Rule 1.5(a).
</FTNT>
<FTNT>
<SU>6</SU>
Such executions will be indicated by a fee code of “1” in execution reports provided by the Exchange.
</FTNT>
The proposed decreased fee for Removed Volume and increased rebate for Added Displayed Volume in Sub-Dollar Securities are more consistent with the fees charged and rebates provided by other exchanges,
<SU>7</SU>
<FTREF/>
and are intended to promote order flow in Sub-Dollar Securities to the Exchange by incentivizing 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. The Exchange also believes this change will promote market quality by encouraging narrower spreads in Sub-Dollar Securities, which
are often characterized by lower depth and wider bid-ask differentials.
<FTNT>
<SU>7</SU>
<E T="03">See</E>
Long-Term Stock Exchange, Inc. (“LTSE”) fee schedule, available at:
<E T="03">https://cdn.prod.website-files.com/6462417e8db99f8baa06952c/68a7887113d19e3c58f358ca_LTSE%20Fee%20Schedule_August%2021%2C%202025%20(Date%20Update).pdf;</E>
Cboe EDGA Exchange, Inc. (“Cboe EDGA”) fee schedule, available at:
<E T="03">https://www.cboe.com/us/equities/membership/fee_schedule/edga/;</E>
MIAX PEARL, LLC (“MIAX Pearl”) fee schedule, available at:
<E T="03">https://www.miaxglobal.com/sites/default/files/fee_schedule-files/MIAX_Pearl_Equities_Fee_Schedule_08012025.pdf;</E>
and NYSE Texas, Inc. (“NYSE Texas”) fee schedule, available at:
<E T="03">https://www.nyse.com/publicdocs/nyse/markets/nyse-texas/NYSE_Texas_Fee_Schedule.pdf.</E>
</FTNT>
The proposed rule change does not include different fees or rebates for transactions in Sub-Dollar Securities that depend on the number of orders submitted to, or transactions executed on or through, the Exchange. Accordingly, all fees and rebates described above are applicable to all Members, regardless of the overall volume of a Member's trading activities on the Exchange.
<HD SOURCE="HD3">2. Statutory Basis</HD>
The Exchange believes that the proposed rule change is consistent with the provisions of Section 6(b)
<SU>8</SU>
<FTREF/>
of the Act in general, and furthers the objectives of Section 6(b)(4)
<SU>9</SU>
<FTREF/>
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 fees and rebates are consistent with the objectives of Section 6(b)(5)
<SU>10</SU>
<FTREF/>
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.
<FTNT>
<SU>8</SU>
15 U.S.C. 78f.
</FTNT>
<FTNT>
<SU>9</SU>
15 U.S.C. 78f(b)(4).
</FTNT>
<FTNT>
<SU>10</SU>
15 U.S.C. 78f(b)(5).
</FTNT>
Upon its commencement of operations as a national securities exchange, the Exchange will operate 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 fee and rebate 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 Exchange also believes this change will promote market quality by encouraging narrower spreads in Sub-Dollar Securities, which are often characterized by lower market depth and wider bid-ask differentials.
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 SRO 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.”
<SU>11</SU>
<FTREF/>
<FTNT>
<SU>11</SU>
Securities Exchange Act Release No. 51808 (June 9, 2005), 70 FR 37496, 37499 (June 29, 2005) (“Regulation NMS Adopting Release”).
</FTNT>
As illustrated in the following table, the Exchange notes that the proposed amended fee and rebate are comparable to those in place on other exchanges:
<SU>12</SU>
<FTREF/>
<FTNT>
<SU>12</SU>
<E T="03">See supra</E>
note 7.
</FTNT>
<GPOTABLE COLS="3" OPTS="L2,tp0,i1" CDEF="s50,17,17">
<TTITLE> </TTITLE>
<CHED H="1">Exchange</CHED>
<CHED H="1">
Fee for removing
sub-dollar volume
(percent)
</CHED>
<CHED H="1">
Rebate for adding
sub-dollar volume
<ENT>0.15</ENT>
<ENT>(0.15)</ENT>
</ROW>
<ROW>
<ENT I="01">LTSE</ENT>
<ENT>0.20</ENT>
<ENT>(0.15)</ENT>
</ROW>
<ROW>
<ENT I="01">Cboe EDGA</ENT>
<ENT>0.15</ENT>
<ENT>(0.15)</ENT>
</ROW>
<ROW>
<ENT I="01">MIAX Pearl</ENT>
<ENT>0.20</ENT>
<ENT>(0.15)</ENT>
</ROW>
<ROW>
<ENT I="01">NYSE Texas</ENT>
<ENT>0.10</ENT>
<ENT>(0.10)</ENT>
</ROW>
</GPOTABLE>
The Exchange believes that it is appropriate, reasonable, and consistent with the Act to charge a standard fee of 0.15% of total dollar value for Removed Volume in Sub-Dollar Securities, because it is more comparable to the transaction fees charged by other exchanges for removing liquidity in Sub-Dollar Securities.
<SU>13</SU>
<FTREF/>
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
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