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SEC Approves Texas Stock Exchange Registration, Marking a Milestone for National Exchanges in Texas

On Sept. 30, 2025, TXSE Group Inc. announced that the U.S. Securities and Exchange Commission (SEC) formally approved the Texas Stock Exchange (TXSE)’s Form 1 registration, marking a key milestone in the formation of a securities exchange. The SEC’s approval of Form 1 officially authorizes the TXSE to operate as a national securities exchange, allowing it to facilitate trading, manage listings, and oversee market activity under the governance and protections afforded by federal securities law.

The Form 1 registration is the foundational application that a marketplace must submit to the SEC to seek recognition as a national securities exchange under Section 6 of the Securities Exchange Act of 1934. The SEC’s approval signals that the TXSE has met regulatory standards relating to its organization, rules, infrastructure, and operational procedures, intended to support investor protection, market integrity, and effective regulatory oversight.

TXSE’s Strategic Positioning and Market Impact

In its press release announcing the SEC’s approval, the TXSE described its goal to “reverse the decades-long decline in the number of U.S. public companies by reducing the burden of going and staying public while maintaining some of the highest quantitative standards in the industry.” This mission underscores the TXSE’s intent to lower barriers for companies entering public markets, while upholding listing requirements.

The TXSE will operate as a single-tier exchange and will focus on mid- and large-cap issuers by setting relatively high listing standards. Unlike the pre-existing national security exchanges, which use multi-tiered structures and offer alternative financial thresholds to accommodate smaller-cap companies, the TXSE will streamline its approach to attract more established firms. Additionally, the TXSE will distinguish itself by mandating a formal, confidential pre-application review for all listings, while the pre-existing national security exchanges only offer such reviews as an option.

A strategic advisor to the TXSE has expressed his expectation that “major companies” will choose to list or dual-list on the TXSE, with IPO capabilities anticipated to commence in late 2026.

Potential Implications for Texas and US Capital Markets

The SEC’s approval paves the way for the TXSE to become the first fully integrated national securities exchange built and headquartered in Texas—and the first of its kind launched in decades. This milestone may introduce additional competition and innovation to the U.S. public markets and offer participants an alternative to traditional exchange models. The TXSE’s presence further supports Texas’s growing reputation as a financial center by providing a platform for corporate listings, trading, and exchange-traded products (ETPs).

Founding capital was provided by financial institutions, liquidity providers, investment firms, and corporate executives, reflecting support for the TXSE’s business model. The TXSE Group’s leadership team brings deep experience in U.S. capital markets and exchange operations.

On Sept. 30, 2025, James H. Lee, founder and CEO of the TXSE and the TXSE Group Inc., stated, “Today’s approval marks a pivotal moment in our mission to build a world-class exchange grounded in alignment, transparency, and true partnership with issuers and investors. Real competition for corporate listings in the United States has finally arrived, ushering in new possibilities for growth and market access.”

Technology, Governance, and Regulatory Framework

The TXSE has developed a proprietary order-matching engine and exchange platform that employs hardware and software to deliver low-latency performance designed to meet industry standards. This infrastructure is designed to operate within today’s complex trading landscape and stringent regulatory environment. The platform supports listing solutions for both corporate issuers and ETP sponsors, and seeks to address evolving market demands for transparency, efficiency, and reliability.

The SEC acknowledged in its approval that many attributes of the TXSE’s listing rules, including listing standards and governance guidelines, are substantially similar to the pre-existing national security exchange frameworks. According to the SEC, the TXSE’s corporate governance standards are “designed to promote independent and objective review and oversight of the accounting and auditing practices of listed issuers and to enhance audit committee independence, authority, and responsibility.”

In addition, the TXSE’s regulatory engagement included collaboration with the SEC throughout the public comment period and regulatory review stages, ensuring alignment with established norms and market expectations. This approach may help lay the groundwork for future market solutions that prioritize investor confidence, regulatory compliance, and operational reliability.

The TXSE aims to reduce the challenges of going public and remaining public while maintaining high quantitative standards. The TXSE has also engaged in legislative and regulatory discussions aimed at enhancing Texas’s business environment. As liquidity clusters and market activity shift to Texas, Lee emphasized, “The State of Texas has a long-term vision for driving economic growth, streamlining regulations, and building financial infrastructure... As the one and only national securities exchange built and headquartered in Texas, we are proud to serve as the catalyst for the development of capital markets in our great state.”

Launch Timeline and Market Considerations

The TXSE officially opened its Dallas headquarters this spring. The exchange is expected to begin trading, including ETPs and corporate listings, in 2026, with IPO capabilities slated for late 2026. In preparation for its launch, the TXSE has outlined plans to offer features such as competitive fee structures, updated listing standards, and trading technology designed to meet current industry expectations. The TXSE has also indicated a focus on regulatory engagement intended to support transparency and compliance.

As the TXSE enters the market, companies, investors, and other participants may want to evaluate its operational plans, listing criteria, and platform capabilities alongside those of pre-existing national security exchanges. With its single-tier structure, listing standards, and mandatory pre-application reviews, the TXSE offers an alternative model that may appeal to mid- and large-cap issuers seeking a differentiated experience in the evolving capital markets landscape, particularly as activity in Texas continues to grow.