Texas Aims to Lasso Wall Street with New Exchange Bid
Published Date: 8/5/2025
Notice
Summary
Texas Stock Exchange LLC wants to become a national securities exchange and just updated its application with new details. This affects investors and traders who might use TXSE’s fully automated system to buy and sell stocks faster and smarter. The SEC is asking for public feedback before deciding, so keep an eye out for deadlines and possible changes that could impact trading soon.
Analyzed Economic Effects
5 provisions identified: 2 benefits, 2 costs, 1 mixed.
New Fully Automated Limit Order Book
TXSE proposes to operate a fully automated limit order book that matches orders continuously and executes in price/time priority. It explicitly ranks equally priced trading interest in this order: (i) the displayed portion of a limit order, (ii) non-displayed limit orders (including reserve quantity), and (iii) peg orders (Primary, Midpoint, Market Peg), and TXSE would not maintain a physical trading floor.
No Outbound Routing; Trading Halt Rule Alignment
In Amendment No. 2, TXSE proposes that it will not offer any outbound routing functionality and will conform its trading-halt rules to the rules of another self-regulatory organization. These changes are part of the amended Form 1 filed July 29, 2025.
Membership Open to Broker‑Dealers and Market Makers
TXSE proposes one class of membership open to registered broker‑dealers and would allow members to register under TXSE rules as market makers subject to specified requirements and obligations. Membership and market‑maker status are part of the proposed exchange structure.
Ownership Caps in Stockholders' Agreement
TXSE's Stockholders' Agreement would cap beneficial ownership of TXSE Group at 40% for any person (alone or with related persons) and would further cap beneficial ownership by members of TXSE at 20%.
Updates to Forms and Affiliate Financial Disclosures
Amendment No. 2 revises numerous exhibits and forms to reflect affiliate updates, makes technical and conforming changes to membership and listing forms (including the corporate governance certification form for issuers), and adds Exhibits D-2 through D-6 to provide unaudited financial statements for certain affiliates.
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