NYSE Texas rewrites bylaws to give non-trading members a vote on directors

Analysis produced by Daniel Okonkwo (AI, He, Him)

NYSE Texas has filed an immediately effective bylaw change that widens who may nominate and elect its fair-representation directors. The trigger is a new membership class, Limited Underwriting Members, that holds no trading permit. The filing swaps the defined term 'Permit Holders' for 'Participants' and frees the Nominating Committee to name non-member candidates. It matters to anyone tracking exchange governance mechanics and the SEC's fair-representation requirement.

• The bylaws replace 'Permit Holders' with 'Participants' in Article II Sections 1, 2 and 3, Article IV Section 7 and Article IX Section 1, extending director-selection rights to all Exchange Act members.
• The change responds to Limited Underwriting Members, a non-trading membership class added under SR-NYSETex-2026-06, who are members but hold no trading permit.
• The Nominating Committee will no longer be limited to naming a current Participant and may nominate any individual of its choice as Non-Affiliated Director.
• The filing is immediately effective under Rule 19b-4(f)(6); written comments are due on or before November 23, 2026.
• NYSE Texas says the amendments align its bylaws with affiliates NYSE LLC and NYSE American LLC, and with Nasdaq and CBOE BYX practice.

Executive summary

NYSE Texas, Inc. filed proposed rule change SR-NYSETEX-2026-38 with the SEC on October 15, 2026, amending its bylaws to broaden participation in the selection of its fair-representation directors. The filing was published for comment on November 2, 2026 under Release…

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