24X National Exchange LLC Application and Exhibits

(Release No. 34-95007; File No. 10-239)

May 31, 2022

Cover Letter (for initial filing)

Form 1 Execution Page

• Amendment No. 1
• Am. No. 1 Form 1 Execution Page

• Amendment No. 2
• Am. No. 2 Form 1 Execution Page

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Exhibit Index

Exhibit A	A copy of the constitution, articles of incorporation or association with all subsequent amendments, and of existing by-laws or corresponding rules or instruments, whatever the name, of the applicant. Exhibit A-1: Certificate of Formation of 24X National Exchange LLC Exhibit A-2: Limited Liability Company Agreement of 24X National Exchange LLC Amendment No. 1 Am. No. 1 Exhibit A Am. No. 1 Exhibit A (marked) Am. No. 1 Exhibit A-2 Am. No. 1 Exhibit A-2 (marked)
Exhibit B	A copy of all written rulings, settled practices having the effect of rules, and interpretations of the Governing Board or other committee of the applicant in respect of any provisions of the constitution, by-laws, rules, or trading practices of the applicant which are not included in Exhibit A. Exhibit B-1: Rules of 24X National Exchange LLC Exhibit B-1-I: Appendix I - Order Type and Modifier Availability Amendment No. 1 Am. No. 1 Exhibit B-1 Am. No. 1 Exhibit B-1 (marked)
Exhibit C	Information relating to each subsidiary or affiliate of the applicant, and of any entity with whom the applicant has a contractual or other agreement relating to the operation of an electronic trading system to be used to effect transactions on the exchange. Exhibit C-1: Certificate of Formation of 24X Bermuda Holdings LLC Exhibit C-2: Amended and Restated Limited Liability Company Operating Agreement of 24X Bermuda Holdings LLC Exhibit C-3: Certificate of Incorporation of 24 Exchange Bermuda Limited Exhibit C-4: Memorandum of Association of 24 Exchange Bermuda Limited Exhibit C-5: Bye-Laws of 24 Exchange Bermuda Limited Exhibit C-6: Certificate of Incorporation of 24 Exchange Broker Limited Exhibit C-7: Memorandum of Association of 24 Exchange Broker Limited Exhibit C-8: Bye-Laws of 24 Exchange Broker Limited Exhibit C-9: Articles of Association of 24 Exchange UK LTD Exhibit C-10: Certificate of Incorporation of 24 Exchange UK LTD Exhibit C-11: Share Certificate of 24 Exchange UK Limited Exhibit C-12: Certificate of Formation of 24X US Holdings LLC Exhibit C-13: Limited Liability Company Agreement of 24X US Holdings LLC Amendment No. 1 Am. No. 1 Exhibit C Am. No. 1 Exhibit C (marked) Am. No. 1 Exhibit C-13 Am. No. 1 Exhibit C-13 (marked) Amendment No. 2 Am. No. 2 Exhibit C Am. No. 2 Exhibit C (marked) Am. No. 2 Exhibit C-2 Am. No. 2 Exhibit C-2 (marked)
Exhibit D	Financial statements for each subsidiary or affiliate of the exchange. Exhibit D-1: Unaudited Financial Statements of 24X Bermuda Holdings LLC, for the fiscal year ending December 31, 2021 Exhibit D-2: Unaudited Financial Statements of 24 Exchange Bermuda Limited, for the fiscal year ending December 31, 2021 Exhibit D-3: Unaudited Financial Statements of 24 Exchange UK Limited, for the fiscal year ending December 31, 2021 Exhibit D-4: Unaudited Financial Statements of 24X US Holdings LLC, for the fiscal year ending December 31, 2021 Amendment No. 1 Am. No. 1 Exhibit D Am. No. 1 Exhibit D (marked) Am. No. 1 Exhibit D-4 Am. No. 1 Exhibit D-5
Exhibit E	Description of proposed operation of the exchange. Exhibit E-1: 24X National Securities Exchange Draft User Manual Amendment No. 1 Am. No. 1 Exhibit E Am. No. 1 Exhibit E (marked) Am. No. 1 Exhibit E-1 Am. No. 1 Exhibit E-1 (marked)
Exhibit F	A complete set of all forms pertaining to the application for membership and the approval of a person as associated with a member. Exhibit F-1: Membership Application Documentation Exhibit F-2: User Agreement Exhibit F-3: Clearing Letter of Guarantee Exhibit F-4: Non-Member Clearing Firm Information Form Exhibit F-5: DTCC Direct Debit Opt-In Form Exhibit F-6: Sponsored Access Application Documentation Exhibit F-7: Service Bureau Application Documentation Exhibit F-8: Connectivity Services Documentation Exhibit F-9: Extranet Addendum to the Connectivity Services Agreement Exhibit F-10: Data License Agreement Exhibit F-11: Retail Market Maker Registration Application
Exhibit G	Financial statements, reports or questionnaires required of members, participants, subscribers or any other users relating to financial responsibility or minimum capital requirements for such members, participants or any other users.
Exhibit H	Listing applications of the applicant, including any agreements required to be executed in connection with listing and a schedule of listing fees.
Exhibit I	Audited financial statements of the applicant for the latest fiscal year. Amendment No. 1 Am. No. 1 Exhibit I Am. No. 1 Exhibit I (marked)
Exhibit J	A list of the officers, governors, members of all standing committees, or persons performing similar functions for the applicant. Amendment No. 2 Am. No. 2 Exhibit J-3 Am. No. 2 Exhibit J-3 (marked)
Exhibit K	Shareholders owning 5% or more of the applicant.
Exhibit L	Exchange membership criteria and conditions under which members may be subject to suspension or termination with regard to access to the exchange.
Exhibit M	List of members of the exchange.
Exhibit N	Schedule of securities listed or traded pursuant to unlisted trading privileges on the exchange.