Self-Regulatory Organizations; Proposed Rule Changes: NYSE Stock Exchange LLC

Self-Regulatory Organizations; NYSE Stock Exchange LLC; Notice of Designation of a Longer Period for Commission Action on Proceedings to Determine Whether To Approve or Disapprove a Proposed Rule Change, as Modified by Amendment No. 1, To Amend Section 802.01C of the NYSE Listed Company Manual

On December 3, 2025, New York Stock Exchange LLC ("NYSE" or the "Exchange") filed with the Securities and Exchange Commission ("Commission"), pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 ("Act")  ⁽¹⁾ and Rule 19b-4 thereunder, ⁽²⁾ a proposed rule change to amend Section 802.01C of the NYSE Listed Company Manual ("Manual"). The proposed rule change was published for comment in the Federal Register on December 17, 2025. ⁽³⁾ On January 22, 2026, the Exchange filed Amendment No. 1 to the proposed rule change, which superseded the original proposed rule change in its entirety. ⁽⁴⁾ On January 28, 2026, pursuant to Section 19(b)(2) of the Act, ⁽⁵⁾ the Commission designated a longer period within which to take action on the proposed rule change. ⁽⁶⁾ On March 17, 2026, the Commission published notice of Amendment No. 1 and instituted proceedings under Section 19(b)(2)(B) of the Act  ⁽⁷⁾ to determine whether to approve or disapprove the proposed rule change, as modified by Amendment No. 1. ⁽⁸⁾

Section 19(b)(2) of the Act  ⁽⁹⁾ provides that, after initiating proceedings, the Commission shall issue an order approving or disapproving the proposed rule change not later than 180 days after the date of publication of notice of filing of the proposed rule change. The Commission may extend the period for issuing an order approving or disapproving the proposed rule change, however, by not more than 60 days if the Commission determines that a longer period is appropriate and publishes the reasons for such determination. The proposed rule change was published for comment in the Federal Register on December 17, 2025. ⁽¹⁰⁾ The 180th day after publication of the proposed rule change is June 15, 2026. The Commission is extending the time period for approving or disapproving the proposed rule change, as modified by Amendment No. 1, for an additional 60 days.

The Commission finds that it is appropriate to designate a longer period within which to issue an order approving or disapproving the proposed rule change, as modified by Amendment No. 1, so that it has sufficient time to consider the proposed rule change, as modified by Amendment No. 1, and the issues raised therein. Accordingly, the Commission, pursuant to Section 19(b)(2) of the Act, ⁽¹¹⁾ designates August 14, 2026, as the date by which the Commission shall either approve or disapprove the proposed rule change, as modified by Amendment No. 1 (File No. SR-NYSE-2025-43).

⁽¹⁾  15 U.S.C. 78s(b)(1).

⁽²⁾  17 CFR 240.19b-4.

⁽³⁾ See Securities Exchange Act Release No. 104385 (Dec. 12, 2025), 90 FR 58669. The Commission has received no comment letters on the proposed rule change.

⁽⁴⁾  In Amendment No. 1, the Exchange: (1) clarified that a company subject to delisting under the proposal would not be eligible to follow the procedures in Section 802.01C of the Manual; (2) clarified the Exchange's authority to suspend trading in or delist a security; (3) provided additional description of certain aspects of the proposal; and (4) made other technical and non-substantive changes. The full text of Amendment No. 1 can be found on the Commission's website at https://www.sec.gov/comments/sr-nyse-2025-47/srnyse202543-696267-2177015.pdf ("Amendment No. 1").

⁽⁵⁾  15 U.S.C. 78s(b)(2).

⁽⁶⁾ See Securities Exchange Act Release No. 104708, 91 FR 4763 (Feb. 2, 2026). The Commission designated March 17, 2026, as the date by which the Commission shall approve, disapprove, or institute proceedings to determine whether to disapprove the proposed rule change. See id.

⁽⁷⁾  15 U.S.C. 78s(b)(2)(B).

⁽⁸⁾ See Securities Exchange Act Release No. 105035, 91 FR 13683 (Mar. 20, 2026).

⁽⁹⁾  15 U.S.C. 78s(b)(2).

⁽¹⁰⁾ See supra note 3 and accompanying text.

⁽¹¹⁾  15 U.S.C. 78s(b)(2).

⁽¹²⁾  17 CFR 200.30-3(a)(57).