80_FR_18334 80 FR 18270 - Self-Regulatory Organizations; Proposed Rule Chanages; NYSE Arca, Inc.

80 FR 18270 - Self-Regulatory Organizations; Proposed Rule Chanages; NYSE Arca, Inc.

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 80, Issue 64 (April 3, 2015)

Page Range18270-18272
FR Document2015-07619

Federal Register, Volume 80 Issue 64 (Friday, April 3, 2015)
[Federal Register Volume 80, Number 64 (Friday, April 3, 2015)]
[Notices]
[Pages 18270-18272]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2015-07619]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-74604; File No. SR-NYSEArca-2015-20]


Self-Regulatory Organizations; Proposed Rule Chanages; NYSE Arca, 
Inc.

 March 30, 2015.
    Pursuant to section 19(b)(1) \1\ of the Securities Exchange Act of 
1934 (the

[[Page 18271]]

``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby given that, 
on March 18, 2015, NYSE Arca, Inc. (the ``Exchange'' or ``NYSE Arca'') 
filed with the Securities and Exchange Commission (the ``Commission'') 
the proposed rule change as described in Items I and II below, which 
Items have been prepared by the self-regulatory organization. The 
Commission is publishing this notice to solicit comments on the 
proposed rule change from interested persons.
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    \1\ 15 U.S.C.78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to amend its Schedule of Fees and Charges for 
Exchange Services (``Fee Schedule'') to specify that affiliated 
Exchange ETP Holders (or ``members'') may request that the Exchange 
aggregate its eligible activity with activity of the ETP Holder's 
affiliates for purposes of charges or credits based on volume. The text 
of the proposed rule change is available on the Exchange's Web site at 
www.nyse.com, at the principal office of the Exchange, and at the 
Commission's Public Reference Room.

II. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

    In its filing with the Commission, the self-regulatory organization 
included statements concerning the purpose of, and basis for, the 
proposed rule change and discussed any comments it received on the 
proposed rule change. The text of those statements may be examined at 
the places specified in Item IV below. The Exchange has prepared 
summaries, set forth in sections A, B, and C below, of the most 
significant parts of such statements.

A. Self-Regulatory Organization's Statement of the Purpose of, and the 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The Exchange proposes to amend its Fee Schedule to specify that 
affiliated ETP Holders may request that the Exchange aggregate their 
eligible activity with activity of its ETP Holder affiliates for 
purposes of charges or credits based on volume. The proposed rule 
change is based on NASDAQ Stock Market LLC (``NASDAQ'') Rule 7027, 
NASDAQ Options Market LLC (``NOM'') Rules at chapter XV, and the NASDAQ 
OMX PHLX LLC (``PHLX'') Pricing Schedule.\4\
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    \4\ Effective December 1, 2014, NASDAQ amended Rule 7027 to 
harmonize the treatment of aggregation of affiliate activity of 
affiliated members to be consistent with the rules governing NOM and 
PHLX. See Securities Exchange Act Release No. 72966 (Sept. 3, 2014), 
79 FR 53473 (Sept. 9, 2014) (SR-NASDAQ-2014-083). NOM and PHLX also 
amended their respective rules to harmonize the process by which it 
collects information from its members for purposes of aggregating 
member activity between its equity and options markets. See 
Securities Exchange Act Release Nos. 72967 (Sept. 2, 2014), 79 FR 
53471 (Sept. 9, 2014) (SR-NASDAQ-2014-082) and 72969 (Sept. 3, 
2014), 79 FR 53485 (Sept. 9, 2014) (SR-PHLX-2014-56).
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    As proposed, for purposes of applying any provision of the 
Exchange's Price List where the charge assessed, or credit provided, by 
the Exchange depends on the volume of a member organization's activity, 
an ETP Holder may request that the Exchange aggregate its eligible 
activity with activity of such ETP Holder's affiliates.\5\ The Exchange 
further proposes that an ETP Holder requesting aggregation of eligible 
affiliate activity would be required to (1) certify to the Exchange the 
affiliate status of ETP Holders whose activity it seeks to aggregate 
prior to receiving approval for aggregation, and (2) inform the 
Exchange immediately of any event that causes an entity to cease being 
an affiliate. The Exchange would review available information regarding 
the entities and reserves the right to request additional information 
to verify the affiliate status of an entity. As further proposed, the 
Exchange would approve a request, unless it determines that the 
certificate is not accurate.\6\
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    \5\ See Exhibit 5 for proposed language to be added to the Fee 
Schedule. The Exchange notes that this language is similar to that 
found in NASDAQ Rule 7027.
    \6\ See NASDAQ Rule 7027(a)(1).
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    The Exchange also proposes that if two or more ETP Holders become 
affiliated on or prior to the sixteenth day of a month, and submit the 
required request for aggregation on or prior to the twenty-second day 
of the month, an approval of the request would be deemed to be 
effective as of the first day of that month. If two or more ETP Holders 
become affiliated after the sixteenth day of a month, or submit a 
request for aggregation after the twenty-second day of the month, an 
approval of the request would be deemed to be effective as of the first 
day of the next calendar month.\7\ The Exchange believes that this 
requirement, which is also similar to requirements of other 
exchanges,\8\ would be a fair and objective way to apply the 
aggregation rule to fees and streamline the billing process.
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    \7\ See NASDAQ Rule 7027(a)(2).
    \8\ See supra note 7.
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    The Exchange further proposes to provide that for purposes of 
applying any provision of the Price List where the charge assessed, or 
credit provided, by the Exchange depends upon the volume of a ETP 
Holder's activity, references to an entity would be deemed to include 
the entity and its affiliates that have been approved for 
aggregation.\9\ In addition, the Exchange proposes to provide that ETP 
Holders may not aggregate volume where the Price List specifies that 
aggregation is not permitted.\10\
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    \9\ See supra note 5.
    \10\ For example, the Price List specifies whether quoting and 
trading activity relating to Supplemental Liquidity Provider 
activity may be aggregated.
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    Finally, the Exchange proposes that for purposes of the Fee 
Schedule, the term ``affiliate'' would mean any member organization 
under 75% common ownership or control of that member organization.\11\
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    \11\ See supra note 5.
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2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with section 6(b) of the Act,\12\ in general, and furthers the 
objectives of sections 6(b)(4) and 6(b)(5) of the Act,\13\ in 
particular, because it provides for the equitable allocation of 
reasonable dues, fees, and other charges among ETP Holders and issuers 
and other persons using any facility or system with the Exchange 
operates or controls and because it is designed to prevent fraudulent 
and manipulative acts and practices, promote just and equitable 
principles of trade, remove impediments to and perfect the mechanism of 
a free and open market and a national market system, and protect 
investors and the public interest.
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    \12\ 15 U.S.C. 78f(b).
    \13\ 15 U.S.C. 78f(b)(4) and (5).
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    The Exchange further believes that the proposed rule change is 
reasonable because it establishes a manner for the Exchange to treat 
affiliated ETP Holders for purposes of assessing charges or credits 
that are based on volume. The provision is equitable because all ETP 
Holders seeking to aggregate their activity are subject to the same 
parameters, in accordance with a standard that recognizes an 
affiliation as of the month's beginning or close in time to when the 
affiliation occurs, provided the member organization submits a timely 
request. Moreover, the proposed billing aggregation language, which 
would lower the Exchange's administrative burden, is substantially

[[Page 18272]]

similar to aggregation language adopted by other exchanges.\14\
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    \14\ See supra note 4.
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    The Exchange further notes that the proposal would serve to reduce 
disparity of treatment between ETP Holders with regard to the pricing 
of different services and reduce any potential for confusion on how 
activity can be aggregated. The Exchange believes that the proposed 
rule change avoids disparate treatment of ETP Holders that have divided 
their various business activities between separate corporate entities 
as compared to ETP Holders that operate those business activities 
within a single corporate entity. The Exchange further notes that the 
proposed rule change is reasonable and is designed to remove 
impediments to and perfect the mechanism of a free and open market by 
harmonizing the manner by which the Exchanges permits ETP Holders to 
aggregate volume with other exchanges. In particular, the Exchange 
notes that NASDAQ, PHLX and BX all have the same standard that the 
Exchange is proposing to adopt.

B. Self-Regulatory Organization's Statement on Burden on Competition

    In accordance with section 6(b)(8) of the Act,\15\ the Exchange 
does not believe that the proposed rule change will impose any burden 
on intermarket or intramarket competition that is not necessary or 
appropriate in furtherance of the purposes of the Act. As stated above, 
the proposed rule change, which applies equally to all ETP Holders, is 
intended to reduce the Exchange's administrative burden in applying 
volume price discounts for firms which have requested aggregation with 
that of an affiliate ETP Holder, and is substantially similar to rules 
adopted by other exchanges. Because the market for order execution and 
routing is extremely competitive, ETP Holders may readily opt to 
disfavor the Exchange if they believe that alternatives offer them 
better value. The Exchange does not believe the proposed changes will 
impair the ability of ETP Holders or competing order execution venues 
to maintain their competitive standing in the financial markets.
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    \15\ 15 U.S.C. 78f(b)(8).
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C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants, or Others

    No written comments were solicited or received with respect to the 
proposed rule change.

III. Date of Effectiveness of the Proposed Rule Change and Timing for 
Commission Action

    The Exchange has filed the proposed rule change pursuant to section 
19(b)(3)(A)(iii) of the Act \16\ and Rule 19b-4(f)(6) thereunder.\17\ 
Because the proposed rule change does not: (i) Significantly affect the 
protection of investors or the public interest; (ii) impose any 
significant burden on competition; and (iii) become operative prior to 
30 days from the date on which it was filed, or such shorter time as 
the Commission may designate, if consistent with the protection of 
investors and the public interest, the proposed rule change has become 
effective pursuant to section 19(b)(3)(A) of the Act and Rule 19b-
4(f)(6)(iii) thereunder.\18\
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    \16\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \17\ 17 CFR 240.19b-4(f)(6).
    \18\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6) 
requires a self-regulatory organization to give the Commission 
written notice of its intent to file the proposed rule change at 
least five business days prior to the date of filing of the proposed 
rule change, or such shorter time as designated by the Commission. 
The Exchange has satisfied this requirement.
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    At any time within 60 days of the filing of such proposed rule 
change, the Commission summarily may temporarily suspend such rule 
change if it appears to the Commission that such action is necessary or 
appropriate in the public interest, for the protection of investors, or 
otherwise in furtherance of the purposes of the Act. If the Commission 
takes such action, the Commission shall institute proceedings to 
determine whether the proposed rule change should be approved or 
disapproved.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and 
arguments concerning the foregoing, including whether the proposed rule 
change is consistent with the Act. Comments may be submitted by any of 
the following methods:

Electronic Comments

     Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include 
File Number SR-NYSEArca-2015-20 on the subject line.

Paper Comments

     Send paper comments in triplicate to Secretary, Securities 
and Exchange Commission, 100 F Street NE., Washington, DC 20549-1090.

All submissions should refer to File Number SR-NYSEArca-2015-20. This 
file number should be included on the subject line if email is used. To 
help the Commission process and review your comments more efficiently, 
please use only one method. The Commission will post all comments on 
the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments, all 
written statements with respect to the proposed rule change that are 
filed with the Commission, and all written communications relating to 
the proposed rule change between the Commission and any person, other 
than those that may be withheld from the public in accordance with the 
provisions of 5 U.S.C. 552, will be available for Web site viewing and 
printing in the Commission's Public Reference Room, 100 F Street NE., 
Washington, DC 20549, on official business days between the hours of 
10:00 a.m. and 3:00 p.m. Copies of such filing will also be available 
for inspection and copying at the principal office of the Exchange. All 
comments received will be posted without change; the Commission does 
not edit personal identifying information from submissions. You should 
submit only information that you wish to make available publicly. All 
submissions should refer to File Number SR-NYSEArca-2015-20 and should 
be submitted on or before April 24, 2015.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\19\
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    \19\ 17 CFR 200.30-3(a)(12).
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Brent J. Fields,
Secretary.
[FR Doc. 2015-07619 Filed 4-2-15; 8:45 am]
 BILLING CODE 8011-01-P



                                                    18270                             Federal Register / Vol. 80, No. 64 / Friday, April 3, 2015 / Notices

                                                    organization, and $15,000 for each                      applicable to exchanges. Because                      Paper Comments
                                                    additional license.7                                    competitors are free to modify their own                 • Send paper comments in triplicate
                                                      The proposed change is not otherwise                  fees in response, and because market                  to Secretary, Securities and Exchange
                                                    intended to address any other issues,                   participants may readily adjust their                 Commission, 100 F Street NE.,
                                                    and the Exchange is not aware of any                    order routing practices, the Exchange                 Washington, DC 20549–1090.
                                                    problems that ETP Holders would have                    believes that the degree to which fee                 All submissions should refer to File
                                                    in complying with the proposed change.                  changes in this market may impose any                 Number SR–NYSEArca–2015–21. This
                                                                                                            burden on competition is extremely                    file number should be included on the
                                                    2. Statutory Basis
                                                                                                            limited. As a result of all of these                  subject line if email is used. To help the
                                                       The Exchange believes that the                       considerations, the Exchange does not                 Commission process and review your
                                                    proposed rule change is consistent with                 believe that the proposed changes will                comments more efficiently, please use
                                                    section 6(b) of the Act,8 in general, and               impair the ability of ETP Holders to                  only one method. The Commission will
                                                    furthers the objectives of sections 6(b)(4)             maintain their competitive standing in                post all comments on the Commission’s
                                                    and 6(b)(5) of the Act,9 in particular,                 the financial markets.                                Internet Web site (http://www.sec.gov/
                                                    because it provides for the equitable
                                                                                                            C. Self-Regulatory Organization’s                     rules/sro.shtml). Copies of the
                                                    allocation of reasonable dues, fees, and
                                                                                                            Statement on Comments on the                          submission, all subsequent
                                                    other charges among its members,
                                                                                                            Proposed Rule Change Received From                    amendments, all written statements
                                                    issuers and other persons using its
                                                                                                            Members, Participants, or Others                      with respect to the proposed rule
                                                    facilities and does not unfairly
                                                                                                              No written comments were solicited                  change that are filed with the
                                                    discriminate between customers,
                                                                                                            or received with respect to the proposed              Commission, and all written
                                                    issuers, brokers or dealers. The
                                                                                                            rule change.                                          communications relating to the
                                                    Exchange believes that charging the ETP
                                                                                                                                                                  proposed rule change between the
                                                    Fee is a reasonable and equitable
                                                                                                            III. Date of Effectiveness of the                     Commission and any person, other than
                                                    method of ensuring that Exchange fees
                                                                                                            Proposed Rule Change and Timing for                   those that may be withheld from the
                                                    fund the administrative and operating
                                                                                                            Commission Action                                     public in accordance with the
                                                    costs of the activity of the Exchange.
                                                                                                               The foregoing rule change is effective             provisions of 5 U.S.C. 552, will be
                                                    The Exchange because further believes
                                                                                                            upon filing pursuant to section                       available for Web site viewing and
                                                    that the proposal to charge an ETP Fee
                                                                                                            19(b)(3)(A) 11 of the Act and                         printing in the Commission’s Public
                                                    is equitable and not unfairly
                                                                                                            subparagraph (f)(2) of Rule 19b–4 12                  Reference Section, 100 F Street NE.,
                                                    discriminatory because all similarly
                                                                                                            thereunder, because it establishes a due,             Washington, DC 20549, on official
                                                    situated ETP Holders would be subject
                                                                                                            fee, or other charge imposed by the                   business days between the hours of
                                                    to the same ETP Fee and because access
                                                                                                            Exchange.                                             10:00 a.m. and 3:00 p.m. Copies of such
                                                    to the Exchange’s market would
                                                                                                               At any time within 60 days of the                  filing will also be available for
                                                    continue to be offered on fair and
                                                                                                            filing of such proposed rule change, the              inspection and copying at the principal
                                                    nondiscriminatory terms.
                                                                                                            Commission summarily may                              office of the Exchange. All comments
                                                       For these reasons, the Exchange
                                                                                                            temporarily suspend such rule change if               received will be posted without change;
                                                    believes that the proposal is consistent
                                                                                                            it appears to the Commission that such                the Commission does not edit personal
                                                    with the Act.
                                                                                                            action is necessary or appropriate in the             identifying information from
                                                    B. Self-Regulatory Organization’s                       public interest, for the protection of                submissions. You should submit only
                                                    Statement on Burden on Competition                      investors, or otherwise in furtherance of             information that you wish to make
                                                      In accordance with section 6(b)(8) of                 the purposes of the Act. If the                       available publicly. All submissions
                                                    the Act,10 the Exchange believes that the               Commission takes such action, the                     should refer to File Number SR–
                                                    proposed rule change would not impose                   Commission shall institute proceedings                NYSEArca–2015–21 and should be
                                                    any burden on competition that is not                   under section 19(b)(2)(B) 13 of the Act to            submitted on or before April 24, 2015.
                                                    necessary or appropriate in furtherance                 determine whether the proposed rule                     For the Commission, by the Division of
                                                    of the purposes of the Act.                             change should be approved or                          Trading and Markets, pursuant to delegated
                                                      As discussed above, the Exchange’s                    disapproved.                                          authority.14
                                                    membership fees are comparable to the                                                                         Brent J. Fields,
                                                                                                            IV. Solicitation of Comments                          Secretary.
                                                    analogous membership fees of Nasdaq
                                                    and the NYSE. In addition, membership                     Interested persons are invited to                   [FR Doc. 2015–07620 Filed 4–2–15; 8:45 am]
                                                    fees are subject to competition from                    submit written data, views, and                       BILLING CODE 8011–01–P
                                                    other exchanges. The Exchange notes                     arguments concerning the foregoing,
                                                    that it operates in a highly competitive                including whether the proposed rule
                                                    market in which market participants can                 change is consistent with the Act.                    SECURITIES AND EXCHANGE
                                                    readily favor competing venues if they                  Comments may be submitted by any of                   COMMISSION
                                                    deem fee levels at a particular venue to                the following methods:
                                                                                                                                                                  [Release No. 34–74604; File No. SR–
                                                    be excessive. In such an environment,                   Electronic Comments                                   NYSEArca–2015–20]
                                                    the Exchange must continually adjust its
                                                    fees to remain competitive with other                     • Use the Commission’s Internet                     Self-Regulatory Organizations;
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                                                    exchanges and with alternative trading                  comment form (http://www.sec.gov/                     Proposed Rule Chanages; NYSE Arca,
                                                    systems that have been exempted from                    rules/sro.shtml); or                                  Inc.
                                                    compliance with the statutory standards                   • Send an email to rule-comments@
                                                                                                            sec.gov. Please include File Number SR–               March 30, 2015.
                                                      7 Seehttps://www.nyse.com/publicdocs/nyse/            NYSEArca–2015–21 on the subject line.                   Pursuant to section 19(b)(1) 1 of the
                                                    markets/nyse/NYSE_Price_List.pdf.                                                                             Securities Exchange Act of 1934 (the
                                                     8 15 U.S.C. 78f(b).                                      11 15 U.S.C. 78s(b)(3)(A).
                                                     9 15 U.S.C. 78f(b)(4) and (5).                           12 17 CFR 240.19b–4(f)(2).                            14 17   CFR 200.30–3(a)(12).
                                                     10 15 U.S.C. 78f(b)(8).                                  13 15 U.S.C. 78s(b)(2)(B).                            1 15   U.S.C.78s(b)(1).



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                                                                                       Federal Register / Vol. 80, No. 64 / Friday, April 3, 2015 / Notices                                                    18271

                                                    ‘‘Act’’) 2 and Rule 19b–4 thereunder,3                   OMX PHLX LLC (‘‘PHLX’’) Pricing                        rule to fees and streamline the billing
                                                    notice is hereby given that, on March                    Schedule.4                                             process.
                                                    18, 2015, NYSE Arca, Inc. (the                              As proposed, for purposes of applying                 The Exchange further proposes to
                                                    ‘‘Exchange’’ or ‘‘NYSE Arca’’) filed with                any provision of the Exchange’s Price                  provide that for purposes of applying
                                                    the Securities and Exchange                                                                                     any provision of the Price List where the
                                                                                                             List where the charge assessed, or credit
                                                    Commission (the ‘‘Commission’’) the                                                                             charge assessed, or credit provided, by
                                                                                                             provided, by the Exchange depends on
                                                    proposed rule change as described in                                                                            the Exchange depends upon the volume
                                                                                                             the volume of a member organization’s
                                                    Items I and II below, which Items have                                                                          of a ETP Holder’s activity, references to
                                                                                                             activity, an ETP Holder may request that
                                                    been prepared by the self-regulatory                                                                            an entity would be deemed to include
                                                                                                             the Exchange aggregate its eligible
                                                    organization. The Commission is                                                                                 the entity and its affiliates that have
                                                                                                             activity with activity of such ETP                     been approved for aggregation.9 In
                                                    publishing this notice to solicit                        Holder’s affiliates.5 The Exchange
                                                    comments on the proposed rule change                                                                            addition, the Exchange proposes to
                                                                                                             further proposes that an ETP Holder                    provide that ETP Holders may not
                                                    from interested persons.                                 requesting aggregation of eligible                     aggregate volume where the Price List
                                                    I. Self-Regulatory Organization’s                        affiliate activity would be required to (1)            specifies that aggregation is not
                                                    Statement of the Terms of Substance of                   certify to the Exchange the affiliate                  permitted.10
                                                    the Proposed Rule Change                                 status of ETP Holders whose activity it                  Finally, the Exchange proposes that
                                                      The Exchange proposes to amend its                     seeks to aggregate prior to receiving                  for purposes of the Fee Schedule, the
                                                    Schedule of Fees and Charges for                         approval for aggregation, and (2) inform               term ‘‘affiliate’’ would mean any
                                                    Exchange Services (‘‘Fee Schedule’’) to                  the Exchange immediately of any event                  member organization under 75%
                                                    specify that affiliated Exchange ETP                     that causes an entity to cease being an                common ownership or control of that
                                                    Holders (or ‘‘members’’) may request                     affiliate. The Exchange would review                   member organization.11
                                                    that the Exchange aggregate its eligible                 available information regarding the
                                                                                                             entities and reserves the right to request             2. Statutory Basis
                                                    activity with activity of the ETP
                                                    Holder’s affiliates for purposes of                      additional information to verify the                      The Exchange believes that the
                                                                                                             affiliate status of an entity. As further              proposed rule change is consistent with
                                                    charges or credits based on volume. The
                                                                                                             proposed, the Exchange would approve                   section 6(b) of the Act,12 in general, and
                                                    text of the proposed rule change is
                                                                                                             a request, unless it determines that the               furthers the objectives of sections 6(b)(4)
                                                    available on the Exchange’s Web site at
                                                                                                             certificate is not accurate.6                          and 6(b)(5) of the Act,13 in particular,
                                                    www.nyse.com, at the principal office of
                                                                                                                                                                    because it provides for the equitable
                                                    the Exchange, and at the Commission’s                       The Exchange also proposes that if
                                                                                                                                                                    allocation of reasonable dues, fees, and
                                                    Public Reference Room.                                   two or more ETP Holders become
                                                                                                                                                                    other charges among ETP Holders and
                                                                                                             affiliated on or prior to the sixteenth day
                                                    II. Self-Regulatory Organization’s                                                                              issuers and other persons using any
                                                                                                             of a month, and submit the required
                                                    Statement of the Purpose of, and                                                                                facility or system with the Exchange
                                                                                                             request for aggregation on or prior to the
                                                    Statutory Basis for, the Proposed Rule                                                                          operates or controls and because it is
                                                                                                             twenty-second day of the month, an                     designed to prevent fraudulent and
                                                    Change
                                                                                                             approval of the request would be                       manipulative acts and practices,
                                                      In its filing with the Commission, the                 deemed to be effective as of the first day             promote just and equitable principles of
                                                    self-regulatory organization included                    of that month. If two or more ETP                      trade, remove impediments to and
                                                    statements concerning the purpose of,                    Holders become affiliated after the                    perfect the mechanism of a free and
                                                    and basis for, the proposed rule change                  sixteenth day of a month, or submit a                  open market and a national market
                                                    and discussed any comments it received                   request for aggregation after the twenty-              system, and protect investors and the
                                                    on the proposed rule change. The text                    second day of the month, an approval of                public interest.
                                                    of those statements may be examined at                   the request would be deemed to be                         The Exchange further believes that the
                                                    the places specified in Item IV below.                   effective as of the first day of the next              proposed rule change is reasonable
                                                    The Exchange has prepared summaries,                     calendar month.7 The Exchange believes                 because it establishes a manner for the
                                                    set forth in sections A, B, and C below,                 that this requirement, which is also                   Exchange to treat affiliated ETP Holders
                                                    of the most significant parts of such                    similar to requirements of other                       for purposes of assessing charges or
                                                    statements.                                              exchanges,8 would be a fair and                        credits that are based on volume. The
                                                    A. Self-Regulatory Organization’s                        objective way to apply the aggregation                 provision is equitable because all ETP
                                                    Statement of the Purpose of, and the                                                                            Holders seeking to aggregate their
                                                                                                                4 Effective December 1, 2014, NASDAQ amended
                                                    Statutory Basis for, the Proposed Rule                                                                          activity are subject to the same
                                                                                                             Rule 7027 to harmonize the treatment of aggregation
                                                    Change                                                   of affiliate activity of affiliated members to be      parameters, in accordance with a
                                                                                                             consistent with the rules governing NOM and            standard that recognizes an affiliation as
                                                    1. Purpose                                               PHLX. See Securities Exchange Act Release No.          of the month’s beginning or close in
                                                       The Exchange proposes to amend its                    72966 (Sept. 3, 2014), 79 FR 53473 (Sept. 9, 2014)     time to when the affiliation occurs,
                                                                                                             (SR–NASDAQ–2014–083). NOM and PHLX also
                                                    Fee Schedule to specify that affiliated                  amended their respective rules to harmonize the        provided the member organization
                                                    ETP Holders may request that the                         process by which it collects information from its      submits a timely request. Moreover, the
                                                    Exchange aggregate their eligible                        members for purposes of aggregating member             proposed billing aggregation language,
                                                    activity with activity of its ETP Holder                 activity between its equity and options markets. See   which would lower the Exchange’s
                                                                                                             Securities Exchange Act Release Nos. 72967 (Sept.
                                                    affiliates for purposes of charges or                                                                           administrative burden, is substantially
asabaliauskas on DSK5VPTVN1PROD with NOTICES




                                                                                                             2, 2014), 79 FR 53471 (Sept. 9, 2014) (SR–
                                                    credits based on volume. The proposed                    NASDAQ–2014–082) and 72969 (Sept. 3, 2014), 79
                                                    rule change is based on NASDAQ Stock                     FR 53485 (Sept. 9, 2014) (SR–PHLX–2014–56).              9 See supra note 5.
                                                    Market LLC (‘‘NASDAQ’’) Rule 7027,                          5 See Exhibit 5 for proposed language to be added     10 For example, the Price List specifies whether
                                                    NASDAQ Options Market LLC (‘‘NOM’’)                      to the Fee Schedule. The Exchange notes that this      quoting and trading activity relating to
                                                                                                             language is similar to that found in NASDAQ Rule       Supplemental Liquidity Provider activity may be
                                                    Rules at chapter XV, and the NASDAQ                      7027.                                                  aggregated.
                                                                                                                6 See NASDAQ Rule 7027(a)(1).                         11 See supra note 5.
                                                      2 15   U.S.C. 78a.                                        7 See NASDAQ Rule 7027(a)(2).                         12 15 U.S.C. 78f(b).
                                                      3 17   CFR 240.19b–4.                                     8 See supra note 7.                                   13 15 U.S.C. 78f(b)(4) and (5).




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                                                    18272                                Federal Register / Vol. 80, No. 64 / Friday, April 3, 2015 / Notices

                                                    similar to aggregation language adopted                    III. Date of Effectiveness of the                         All submissions should refer to File
                                                    by other exchanges.14                                      Proposed Rule Change and Timing for                       Number SR–NYSEArca-2015–20. This
                                                      The Exchange further notes that the                      Commission Action                                         file number should be included on the
                                                    proposal would serve to reduce                                                                                       subject line if email is used. To help the
                                                                                                                  The Exchange has filed the proposed
                                                    disparity of treatment between ETP                                                                                   Commission process and review your
                                                                                                               rule change pursuant to section
                                                    Holders with regard to the pricing of                                                                                comments more efficiently, please use
                                                                                                               19(b)(3)(A)(iii) of the Act 16 and Rule
                                                    different services and reduce any                                                                                    only one method. The Commission will
                                                                                                               19b–4(f)(6) thereunder.17 Because the
                                                    potential for confusion on how activity                                                                              post all comments on the Commission’s
                                                                                                               proposed rule change does not: (i)
                                                    can be aggregated. The Exchange                                                                                      Internet Web site (http://www.sec.gov/
                                                                                                               Significantly affect the protection of
                                                    believes that the proposed rule change                                                                               rules/sro.shtml). Copies of the
                                                                                                               investors or the public interest; (ii)
                                                    avoids disparate treatment of ETP                                                                                    submission, all subsequent
                                                                                                               impose any significant burden on
                                                    Holders that have divided their various                                                                              amendments, all written statements
                                                                                                               competition; and (iii) become operative
                                                    business activities between separate                                                                                 with respect to the proposed rule
                                                                                                               prior to 30 days from the date on which
                                                    corporate entities as compared to ETP                                                                                change that are filed with the
                                                                                                               it was filed, or such shorter time as the
                                                                                                                                                                         Commission, and all written
                                                    Holders that operate those business                        Commission may designate, if
                                                                                                                                                                         communications relating to the
                                                    activities within a single corporate                       consistent with the protection of
                                                                                                                                                                         proposed rule change between the
                                                    entity. The Exchange further notes that                    investors and the public interest, the
                                                                                                                                                                         Commission and any person, other than
                                                    the proposed rule change is reasonable                     proposed rule change has become
                                                                                                                                                                         those that may be withheld from the
                                                    and is designed to remove impediments                      effective pursuant to section 19(b)(3)(A)
                                                                                                                                                                         public in accordance with the
                                                    to and perfect the mechanism of a free                     of the Act and Rule 19b–4(f)(6)(iii)
                                                                                                                                                                         provisions of 5 U.S.C. 552, will be
                                                    and open market by harmonizing the                         thereunder.18
                                                                                                                                                                         available for Web site viewing and
                                                    manner by which the Exchanges permits                         At any time within 60 days of the                      printing in the Commission’s Public
                                                    ETP Holders to aggregate volume with                       filing of such proposed rule change, the                  Reference Room, 100 F Street NE.,
                                                    other exchanges. In particular, the                        Commission summarily may                                  Washington, DC 20549, on official
                                                    Exchange notes that NASDAQ, PHLX                           temporarily suspend such rule change if                   business days between the hours of
                                                    and BX all have the same standard that                     it appears to the Commission that such                    10:00 a.m. and 3:00 p.m. Copies of such
                                                    the Exchange is proposing to adopt.                        action is necessary or appropriate in the                 filing will also be available for
                                                                                                               public interest, for the protection of                    inspection and copying at the principal
                                                    B. Self-Regulatory Organization’s
                                                                                                               investors, or otherwise in furtherance of                 office of the Exchange. All comments
                                                    Statement on Burden on Competition                         the purposes of the Act. If the                           received will be posted without change;
                                                       In accordance with section 6(b)(8) of                   Commission takes such action, the                         the Commission does not edit personal
                                                    the Act,15 the Exchange does not believe                   Commission shall institute proceedings                    identifying information from
                                                    that the proposed rule change will                         to determine whether the proposed rule                    submissions. You should submit only
                                                    impose any burden on intermarket or                        change should be approved or                              information that you wish to make
                                                    intramarket competition that is not                        disapproved.                                              available publicly. All submissions
                                                    necessary or appropriate in furtherance                    IV. Solicitation of Comments                              should refer to File Number SR–
                                                    of the purposes of the Act. As stated                                                                                NYSEArca–2015–20 and should be
                                                    above, the proposed rule change, which                       Interested persons are invited to                       submitted on or before April 24, 2015.
                                                    applies equally to all ETP Holders, is                     submit written data, views, and
                                                                                                               arguments concerning the foregoing,                         For the Commission, by the Division of
                                                    intended to reduce the Exchange’s                                                                                    Trading and Markets, pursuant to delegated
                                                    administrative burden in applying                          including whether the proposed rule
                                                                                                                                                                         authority.19
                                                    volume price discounts for firms which                     change is consistent with the Act.
                                                                                                               Comments may be submitted by any of                       Brent J. Fields,
                                                    have requested aggregation with that of                                                                              Secretary.
                                                    an affiliate ETP Holder, and is                            the following methods:
                                                                                                                                                                         [FR Doc. 2015–07619 Filed 4–2–15; 8:45 am]
                                                    substantially similar to rules adopted by                  Electronic Comments                                       BILLING CODE 8011–01–P
                                                    other exchanges. Because the market for
                                                    order execution and routing is                               • Use the Commission’s Internet
                                                    extremely competitive, ETP Holders                         comment form (http://www.sec.gov/
                                                                                                               rules/sro.shtml); or                                      SECURITIES AND EXCHANGE
                                                    may readily opt to disfavor the                                                                                      COMMISSION
                                                    Exchange if they believe that                                • Send an email to rule-comments@
                                                    alternatives offer them better value. The                  sec.gov. Please include File Number SR–                   [Release No. 34–74609; File No. SR–
                                                    Exchange does not believe the proposed                     NYSEArca–2015–20 on the subject line.                     NYSEARCA–2013–107]
                                                    changes will impair the ability of ETP                     Paper Comments
                                                    Holders or competing order execution                                                                                 Self-Regulatory Organizations; NYSE
                                                    venues to maintain their competitive                         • Send paper comments in triplicate                     Arca, Inc.; Order Granting an
                                                    standing in the financial markets.                         to Secretary, Securities and Exchange                     Extension to Limited Exemption From
                                                                                                               Commission, 100 F Street NE.,                             Rule 612(c) of Regulation NMS In
                                                    C. Self-Regulatory Organization’s                          Washington, DC 20549–1090.                                Connection With the Exchange’s Retail
                                                    Statement on Comments on the                                                                                         Liquidity Program Until September 30,
asabaliauskas on DSK5VPTVN1PROD with NOTICES




                                                    Proposed Rule Change Received From                           16 15  U.S.C. 78s(b)(3)(A)(iii).                        2015
                                                    Members, Participants, or Others                             17 17  CFR 240.19b–4(f)(6).
                                                                                                                 18 17 CFR 240.19b–4(f)(6). In addition, Rule 19b–
                                                                                                                                                                         March 30, 2015.
                                                      No written comments were solicited                       4(f)(6) requires a self-regulatory organization to give      On December 23, 2013, the Securities
                                                    or received with respect to the proposed                   the Commission written notice of its intent to file       and Exchange Commission
                                                    rule change.                                               the proposed rule change at least five business days      (‘‘Commission’’) issued an order
                                                                                                               prior to the date of filing of the proposed rule
                                                                                                               change, or such shorter time as designated by the         pursuant to its authority under Rule
                                                      14 See   supra note 4.                                   Commission. The Exchange has satisfied this
                                                      15 15   U.S.C. 78f(b)(8).                                requirement.                                                19 17   CFR 200.30–3(a)(12).



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Document Created: 2015-12-18 15:29:01
Document Modified: 2015-12-18 15:29:01
CategoryRegulatory Information
CollectionFederal Register
sudoc ClassAE 2.7:
GS 4.107:
AE 2.106:
PublisherOffice of the Federal Register, National Archives and Records Administration
SectionNotices
FR Citation80 FR 18270 

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