83_FR_18458 83 FR 18377 - Self-Regulatory Organizations; NYSE American LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend the NYSE American Options Fee Schedule

83 FR 18377 - Self-Regulatory Organizations; NYSE American LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend the NYSE American Options Fee Schedule

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 83, Issue 81 (April 26, 2018)

Page Range18377-18379
FR Document2018-08724

Federal Register, Volume 83 Issue 81 (Thursday, April 26, 2018)
[Federal Register Volume 83, Number 81 (Thursday, April 26, 2018)]
[Notices]
[Pages 18377-18379]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2018-08724]



[[Page 18377]]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-83073; File No. SR-NYSEAMER-2018-15]


Self-Regulatory Organizations; NYSE American LLC; Notice of 
Filing and Immediate Effectiveness of Proposed Rule Change To Amend the 
NYSE American Options Fee Schedule

April 20, 2018.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 
1934 (the ``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby 
given that, on April 12, 2018, NYSE American LLC (the ``Exchange'' or 
``NYSE American'') filed with the Securities and Exchange Commission 
(the ``Commission'') the proposed rule change as described in Items I, 
II, and III 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 the 
Substance of the Proposed Rule Change

    The Exchange proposes to amend the NYSE American Options Fee 
Schedule (``Fee Schedule''). The Exchange proposes to implement the fee 
change effective April 12, 2018.\4\ The proposed change is available on 
the Exchange's website at www.nyse.com, at the principal office of the 
Exchange, and at the Commission's Public Reference Room.
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    \4\ The Exchange originally filed to amend the Fee Schedule on 
April 2, 2018 (SR-NYSEAmer-2018-12) and withdrew and re-filed on 
April 3, 2018 (SR-NYSEAmer-2018-13).
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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 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The purpose of this filing is to modify the Fee Schedule to adopt a 
prepayment incentive program for Floor Broker organizations (each a 
``Floor Broker'').
    Currently, Floor Brokers that operate on the Exchange incur certain 
monthly fixed costs that rarely change from month-to-month (and, in 
some cases, year-to-year). Floor Brokers receive an invoice from the 
Exchange each month for the fixed cost incurred the prior month. The 
Exchange proposes to offer Floor Brokers a 10% discount on their 
``Eligible Fixed Costs'' (described in the table below) if Floor 
Brokers prepay such costs for the remaining nine months of 2018--i.e., 
April through December (the ``FB Prepay Program'' or ``Program'').\5\
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    \5\ To participate in the FB Prepay Program, Floor Broker 
organizations would have to notify the Exchange in writing by 
emailing [email protected], indicating a commitment to submit 
prepayment, by no later than April 13, 2018. The email to enroll in 
the Program would have to originate from an officer of the Floor 
Broker organization and, except as provided for below, represents a 
binding commitment through the end of 2018. To participate in the 
Program, pre-payment for the balance of the year must be received by 
the close of business on April 30, 2018. See proposed Fee Schedule, 
Section III.E., Floor Broker Fixed Cost Prepayment Incentive Program 
(the ``FB Prepay Program'').

------------------------------------------------------------------------
 
------------------------------------------------------------------------
                Eligible Fixed Costs
------------------------------------------------------------------------
Section III.A. Monthly ATP Fees.
Section III.B. Floor Access Fee.
Section IV. Monthly Floor Communication,
 Connectivity, Equipment and Booth or Podia Fees as
 listed below:
  Login.
  Transport Charges.
  Booth Premises.
  Telephone Service.
  Cellular Phones.
  Booth Telephone System--Line Charge.
  Booth Telephone System--Single line phone jack
   and data jack.
  Wire Services.
------------------------------------------------------------------------

    A Floor Broker that commits to the proposed Program would be 
invoiced in April 2018 for its estimated Eligible Fixed Costs, through 
the end of 2018, less 10%. The estimated Eligible Fixed Costs for April 
through December 2018 for each participating Floor Broker would be 
based on that Floor Broker's February 2018 invoice for such costs. For 
example, if a participating Floor Broker incurred $6,000 in Eligible 
Fixed Costs in February 2018, that Floor Broker would be invoiced in 
April 2018 in the amount of $48,600 to prepay such costs for the 
balance of the year (i.e., $54,000 (to pre-pay Eligible Fixed Costs for 
April through December) minus $5,400 (10% discount) equals $48,600).
    The Exchange also proposes to offer participants in the FB Prepay 
Program the opportunity to qualify for larger discounts (i.e., more 
than 10% of the remaining of 2018 Eligible Fixed Costs) through the 
Percentage Growth Incentive (the ``Incentive''), which is designed to 
encourage Floor Brokers to increase their average daily volume 
(``ADV'') in billable manual contract sides by certain percentages 
(correlated with Tiers) as measured against one of two benchmarks.\6\ 
Specifically, to qualify for the Incentive, a participating Floor 
Broker must increase its manual billable ADV in contract sides during 
the final nine months of 2018 (i.e., April through December) by 
percentages (set forth below) above the greater of:
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    \6\ The Percentage Growth Incentive would exclude Customer 
volume, Firm Facilitation trades, and QCCs. Any volume calculated to 
achieve the Firm Monthly Fee Cap and the Strategy Execution Fee Cap, 
regardless of whether either of these caps is achieved, will 
likewise be excluded from the Percentage Growth Incentive because 
fees on such volume are already capped and therefore such volume 
does not increase billable manual volume. See id.
---------------------------------------------------------------------------

    i. 10,000 contract sides in billable manual ADV; or
    ii. The Floor Broker's total billable manual ADV in contract sides 
during the second half of 2017--i.e., July through December 2017.
    As proposed, a participating Floor Broker would qualify for the 
proposed Incentive by executing, in the final nine months of 2018, ADV 
growth in manual billable contract sides that is 30%, 65%, or 100% over 
the greater of (i) 10,000 contract sides ADV; or (ii) their ADV during 
the second half of 2017 (i.e., June through December). For example, a 
Floor Broker that is new to the Exchange (or one that did not execute 
at least 10,000 contract sides in billable manual ADV in the second 
half of 2017) would have the ability to qualify for the Incentive by 
executing at least 10,000 contract sides in manual billable ADV 
increased by the specified percentages. Such a Floor Broker would 
qualify for each Tier, respectively, by executing billable manual ADV 
in contract sides of 13,000 (Tier 1), 16,500 (Tier 2), and 20,000 (Tier 
3) during April through December 2018.
    Similarly, a Floor Broker that executed 50,000 billable manual ADV 
in the second half of 2017, would qualify

[[Page 18378]]

for each Tier, respectively, by executing ADV in contracts sides of 
65,000 (Tier 1), 82,500 (Tier 2), and 100,000 (Tier 3) during April 
through December 2018.
    The total rebate available for achieving each Tier is the same 
regardless of whether the Floor Broker relied on its second half of 
2017 volume or the minimum 10,000 ADV contract sides as the benchmark. 
As proposed, Floor Brokers that earn the Percentage Growth Incentive 
would receive their 2018 rebate in January 2019.\7\
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    \7\ The Exchange would not issue any refunds in the event that a 
Floor Broker's prepaid Eligible Fixed Costs exceeds such actual 
costs for the nine month period. See id.
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    The Exchange proposes to specify the proposed Incentive on the Fee 
Schedule with the following table:

                                        FB Prepayment Program Incentives
                       [Based on ADV in contract sides between April 1-December 31, 2018]
----------------------------------------------------------------------------------------------------------------
                                                                                            Total percentage
                                                                                          reduction of eligible
                            Tier                                  Percentage growth       fixed costs for April
                                                                incentive  (percent)      through December 2018
                                                                                                (percent)
----------------------------------------------------------------------------------------------------------------
Tier 1......................................................                       30                        40
Tier 2......................................................                       65                        75
Tier 3......................................................                      100                   \8\ 100
----------------------------------------------------------------------------------------------------------------

    The Exchange is not proposing any other changes to the Fee Schedule 
at this time.
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    \8\ Participants in the FB Prepay Program that qualify for Tier 
3 (i.e., increased 2018 volume (from April through December) by 100% 
over the Floor Broker's volume from the second half of 2017, or the 
10,0000 ADV in contract sides) would be rebated the greater of 100% 
of their pre-paid Eligible Fixed Costs, or $10,000/month for April 
through December 2018. See id.
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2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with Section 6(b) of the Act,\9\ in general, and furthers the 
objectives of Sections 6(b)(4) and (5) of the Act,\10\ in particular, 
because it provides for the equitable allocation of reasonable dues, 
fees, and other charges among its members, issuers and other persons 
using its facilities and does not unfairly discriminate between 
customers, issuers, brokers or dealers.
---------------------------------------------------------------------------

    \9\ 15 U.S.C. 78f(b).
    \10\ 15 U.S.C. 78f(b)(4) and (5).
---------------------------------------------------------------------------

    The proposal to introduce the FB Prepayment Program is reasonable, 
equitable and not unfairly discriminatory for the following reasons. 
First, the Program is optional and Floor Brokers can elect to 
participate (or elect not to participate). In addition, the Exchange is 
offering two alternative means to achieve the same enhanced discount to 
ensure that Floor Brokers that are new to the Exchange (or Floor 
Brokers that did not execute more than 10,000 ADV in contract sides) 
could nonetheless participate in the Program. The Exchange believes 
that 10,000 ADV is a reasonable minimum threshold above which a 
participating Floor Broker would need to increase volume in order to 
realize the proposed Incentive (on a similar playing field with Floor 
Brokers that exceeded this volume requirement in 2017). For Floor 
Brokers that exceeded the 10,000 ADV in the second half of 2017, the 
Exchange believes it is reasonable to use each Floor Broker's 
historical volume as a benchmark against which to measure future growth 
to achieve the proposed Incentive.
    Moreover, the Exchange notes that prepayment programs such as the 
FB Prepay Program are not new or novel as other options exchanges 
provide incentives to other specific market participants for prepayment 
of certain Exchange fees/costs--including the prepayment program 
offered to market makers on the Chicago Board of Options Exchange 
(Cboe).\11\ Although the Cboe market maker prepay program applies to 
transaction costs as opposed to fixed costs, the Exchange believes the 
proposed program would similarly incent Floor Brokers to increase their 
billable volume executed in open outcry on the Exchange, which would 
benefit all market participants by expanding liquidity and providing 
more trading opportunities, even to those market participants that have 
not committed to the Program. Regardless of which benchmark a 
participating Floor Broker's growth is measured against, all Floor 
Broker's [sic] that opt to participate would be required to increase 
volume executed on the Exchange in order to receive the enhanced 
discount. Thus, the Exchange believes the proposed Program, is 
reasonable, equitable and not unfairly discriminatory to others.
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    \11\ See Cboe fee schedule, Liquidity Provider Sliding Scale, 
available here, http://www.cboe.com/publish/feeschedule/CBOEFeeSchedule.pdf.
---------------------------------------------------------------------------

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

    In accordance with Section 6(b)(8) of the Act, the Exchange does 
not believe that the proposed rule change would impose any burden on 
competition that is not necessary or appropriate in furtherance of the 
purposes of the Act. The Exchange believes that the proposed FB 
Prepayment Program may increase both inter-market and intra-market 
competition by incenting participants to direct their orders to the 
Exchange, which would enhance the quality of quoting and may increase 
the volume of contracts traded on the Exchange. To the extent that 
there is an additional competitive burden on non-Exchange participants, 
the Exchange believes that this is appropriate because the proposal 
should incent market participants to direct additional order flow to 
the Exchange, and thus provide additional liquidity that enhances the 
quality of its markets and increases the volume of contracts traded 
here. To the extent that this purpose is achieved, all of the 
Exchange's market participants should benefit from the improved market 
liquidity. Enhanced market quality and increased transaction volume 
that results from the anticipated increase in order flow directed to 
the Exchange would benefit all market participants and improve 
competition on the Exchange.
    Given the robust competition for volume among options markets, many 
of which offer the same products, implementing programs to attract 
order flow, such as the proposed FB Prepayment Program, are consistent 
with the above-mentioned goals of the Act.
    The Exchange notes that it operates in a highly competitive market 
in which market participants can readily favor competing venues. In 
such an environment, the Exchange must continually review, and consider

[[Page 18379]]

adjusting, its fees and credits to remain competitive with other 
exchanges. For the reasons described above, the Exchange believes that 
the proposed rule change reflects this competitive environment.

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 foregoing rule change is effective upon filing pursuant to 
Section 19(b)(3)(A) \12\ of the Act and subparagraph (f)(2) of Rule 
19b-4 \13\ thereunder, because it establishes a due, fee, or other 
charge imposed by the Exchange.
---------------------------------------------------------------------------

    \12\ 15 U.S.C. 78s(b)(3)(A).
    \13\ 17 CFR 240.19b-4(f)(2).
---------------------------------------------------------------------------

    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 under 
Section 19(b)(2)(B) \14\ of the Act to determine whether the proposed 
rule change should be approved or disapproved.
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    \14\ 15 U.S.C. 78s(b)(2)(B).
---------------------------------------------------------------------------

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-NYSEAMER-2018-15 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-NYSEAMER-2018-15. 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 website (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 website 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 also will be available for inspection 
and copying at the principal office of the Exchange. All comments 
received will be posted without change. Persons submitting comments are 
cautioned that we do not redact or edit personal identifying 
information from comment submissions. You should submit only 
information that you wish to make available publicly. All submissions 
should refer to File Number SR-NYSEAMER-2018-15, and should be 
submitted on or before May 17, 2018.
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    \15\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\15\
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018-08724 Filed 4-25-18; 8:45 am]
 BILLING CODE 8011-01-P



                                                                            Federal Register / Vol. 83, No. 81 / Thursday, April 26, 2018 / Notices                                                 18377

                                             SECURITIES AND EXCHANGE                                  A. Self-Regulatory Organization’s                     For example, if a participating Floor
                                             COMMISSION                                               Statement of the Purpose of, and                      Broker incurred $6,000 in Eligible Fixed
                                                                                                      Statutory Basis for, the Proposed Rule                Costs in February 2018, that Floor
                                             [Release No. 34–83073; File No. SR–
                                                                                                      Change                                                Broker would be invoiced in April 2018
                                                                                                                                                            in the amount of $48,600 to prepay such
                                             NYSEAMER–2018–15]                                        1. Purpose
                                                                                                                                                            costs for the balance of the year (i.e.,
                                                                                                         The purpose of this filing is to modify            $54,000 (to pre-pay Eligible Fixed Costs
                                             Self-Regulatory Organizations; NYSE
                                                                                                      the Fee Schedule to adopt a prepayment                for April through December) minus
                                             American LLC; Notice of Filing and
                                                                                                      incentive program for Floor Broker                    $5,400 (10% discount) equals $48,600).
                                             Immediate Effectiveness of Proposed                      organizations (each a ‘‘Floor Broker’’).                 The Exchange also proposes to offer
                                             Rule Change To Amend the NYSE                               Currently, Floor Brokers that operate              participants in the FB Prepay Program
                                             American Options Fee Schedule                            on the Exchange incur certain monthly                 the opportunity to qualify for larger
                                             April 20, 2018.                                          fixed costs that rarely change from                   discounts (i.e., more than 10% of the
                                                                                                      month-to-month (and, in some cases,                   remaining of 2018 Eligible Fixed Costs)
                                                Pursuant to Section 19(b)(1) 1 of the                 year-to-year). Floor Brokers receive an               through the Percentage Growth
                                             Securities Exchange Act of 1934 (the                     invoice from the Exchange each month                  Incentive (the ‘‘Incentive’’), which is
                                             ‘‘Act’’) 2 and Rule 19b–4 thereunder,3                   for the fixed cost incurred the prior                 designed to encourage Floor Brokers to
                                             notice is hereby given that, on April 12,                month. The Exchange proposes to offer                 increase their average daily volume
                                             2018, NYSE American LLC (the                             Floor Brokers a 10% discount on their                 (‘‘ADV’’) in billable manual contract
                                             ‘‘Exchange’’ or ‘‘NYSE American’’) filed                 ‘‘Eligible Fixed Costs’’ (described in the            sides by certain percentages (correlated
                                             with the Securities and Exchange                         table below) if Floor Brokers prepay                  with Tiers) as measured against one of
                                             Commission (the ‘‘Commission’’) the                      such costs for the remaining nine                     two benchmarks.6 Specifically, to
                                             proposed rule change as described in                     months of 2018—i.e., April through                    qualify for the Incentive, a participating
                                             Items I, II, and III below, which Items                  December (the ‘‘FB Prepay Program’’ or                Floor Broker must increase its manual
                                             have been prepared by the self-                          ‘‘Program’’).5                                        billable ADV in contract sides during
                                             regulatory organization. The                                                                                   the final nine months of 2018 (i.e., April
                                             Commission is publishing this notice to                              Eligible Fixed Costs                      through December) by percentages (set
                                             solicit comments on the proposed rule                                                                          forth below) above the greater of:
                                                                                                              Section III.A. Monthly ATP                       i. 10,000 contract sides in billable
                                             change from interested persons.                                    Fees.
                                                                                                              Section III.B. Floor Access
                                                                                                                                                            manual ADV; or
                                             I. Self-Regulatory Organization’s                                                                                 ii. The Floor Broker’s total billable
                                                                                                                Fee.
                                             Statement of the Terms of the Substance                          Section IV. Monthly Floor                     manual ADV in contract sides during
                                             of the Proposed Rule Change                                        Communication,                              the second half of 2017—i.e., July
                                                                                                                Connectivity, Equipment                     through December 2017.
                                                The Exchange proposes to amend the                              and Booth or Podia Fees                        As proposed, a participating Floor
                                             NYSE American Options Fee Schedule                                 as listed below:                            Broker would qualify for the proposed
                                             (‘‘Fee Schedule’’). The Exchange                                   Login.                                      Incentive by executing, in the final nine
                                             proposes to implement the fee change                               Transport Charges.                          months of 2018, ADV growth in manual
                                             effective April 12, 2018.4 The proposed                            Booth Premises.                             billable contract sides that is 30%, 65%,
                                                                                                                Telephone Service.
                                             change is available on the Exchange’s                                                                          or 100% over the greater of (i) 10,000
                                                                                                                Cellular Phones.
                                             website at www.nyse.com, at the                                    Booth Telephone Sys-                        contract sides ADV; or (ii) their ADV
                                             principal office of the Exchange, and at                             tem—Line Charge.                          during the second half of 2017 (i.e., June
                                             the Commission’s Public Reference                                  Booth Telephone Sys-                        through December). For example, a
                                             Room.                                                                tem—Single line phone                     Floor Broker that is new to the Exchange
                                                                                                                  jack and data jack.                       (or one that did not execute at least
                                             II. Self-Regulatory Organization’s                                 Wire Services.                              10,000 contract sides in billable manual
                                             Statement of the Purpose of, and                                                                               ADV in the second half of 2017) would
                                             Statutory Basis for, the Proposed Rule                     A Floor Broker that commits to the                  have the ability to qualify for the
                                             Change                                                   proposed Program would be invoiced in                 Incentive by executing at least 10,000
                                                                                                      April 2018 for its estimated Eligible                 contract sides in manual billable ADV
                                               In its filing with the Commission, the                 Fixed Costs, through the end of 2018,                 increased by the specified percentages.
                                             self-regulatory organization included                    less 10%. The estimated Eligible Fixed                Such a Floor Broker would qualify for
                                             statements concerning the purpose of,                    Costs for April through December 2018                 each Tier, respectively, by executing
                                             and basis for, the proposed rule change                  for each participating Floor Broker                   billable manual ADV in contract sides of
                                             and discussed any comments it received                   would be based on that Floor Broker’s                 13,000 (Tier 1), 16,500 (Tier 2), and
                                             on the proposed rule change. The text                    February 2018 invoice for such costs.                 20,000 (Tier 3) during April through
                                             of those statements may be examined at                                                                         December 2018.
                                             the places specified in Item IV below.                     5 To participate in the FB Prepay Program, Floor
                                                                                                                                                               Similarly, a Floor Broker that
                                             The Exchange has prepared summaries,                     Broker organizations would have to notify the         executed 50,000 billable manual ADV in
                                                                                                      Exchange in writing by emailing optionsbilling@
                                             set forth in sections A, B, and C below,                 nyse.com, indicating a commitment to submit           the second half of 2017, would qualify
                                             of the most significant parts of such                    prepayment, by no later than April 13, 2018. The
                                             statements.                                              email to enroll in the Program would have to            6 The Percentage Growth Incentive would exclude

                                                                                                      originate from an officer of the Floor Broker         Customer volume, Firm Facilitation trades, and
amozie on DSK30RV082PROD with NOTICES




                                               1 15
                                                                                                      organization and, except as provided for below,       QCCs. Any volume calculated to achieve the Firm
                                                    U.S.C. 78s(b)(1).                                 represents a binding commitment through the end       Monthly Fee Cap and the Strategy Execution Fee
                                               2 15 U.S.C. 78a.                                       of 2018. To participate in the Program, pre-payment   Cap, regardless of whether either of these caps is
                                               3 17 CFR 240.19b–4.
                                                                                                      for the balance of the year must be received by the   achieved, will likewise be excluded from the
                                               4 The Exchange originally filed to amend the Fee       close of business on April 30, 2018. See proposed     Percentage Growth Incentive because fees on such
                                             Schedule on April 2, 2018 (SR–NYSEAmer–2018–             Fee Schedule, Section III.E., Floor Broker Fixed      volume are already capped and therefore such
                                             12) and withdrew and re-filed on April 3, 2018 (SR–      Cost Prepayment Incentive Program (the ‘‘FB           volume does not increase billable manual volume.
                                             NYSEAmer–2018–13).                                       Prepay Program’’).                                    See id.



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                                             18378                                     Federal Register / Vol. 83, No. 81 / Thursday, April 26, 2018 / Notices

                                             for each Tier, respectively, by executing                                    regardless of whether the Floor Broker                                 Growth Incentive would receive their
                                             ADV in contracts sides of 65,000 (Tier                                       relied on its second half of 2017 volume                               2018 rebate in January 2019.7
                                             1), 82,500 (Tier 2), and 100,000 (Tier 3)                                    or the minimum 10,000 ADV contract                                       The Exchange proposes to specify the
                                             during April through December 2018.                                          sides as the benchmark. As proposed,                                   proposed Incentive on the Fee Schedule
                                               The total rebate available for                                             Floor Brokers that earn the Percentage                                 with the following table:
                                             achieving each Tier is the same

                                                                                                                 FB PREPAYMENT PROGRAM INCENTIVES
                                                                                                       [Based on ADV in contract sides between April 1–December 31, 2018]

                                                                                                                                                                                                                              Total percentage
                                                                                                                                                                                               Percentage growth            reduction of eligible
                                                                                                                 Tier                                                                              incentive                fixed costs for April
                                                                                                                                                                                                   (percent)             through December 2018
                                                                                                                                                                                                                                  (percent)

                                             Tier 1 ........................................................................................................................................            30                           40
                                             Tier 2 ........................................................................................................................................            65                           75
                                             Tier 3 ........................................................................................................................................           100                         8 100




                                               The Exchange is not proposing any          benchmark against which to measure                                                                     furtherance of the purposes of the Act.
                                             other changes to the Fee Schedule at         future growth to achieve the proposed                                                                  The Exchange believes that the
                                             this time.                                   Incentive.                                                                                             proposed FB Prepayment Program may
                                                                                             Moreover, the Exchange notes that                                                                   increase both inter-market and intra-
                                             2. Statutory Basis                           prepayment programs such as the FB                                                                     market competition by incenting
                                                The Exchange believes that the            Prepay Program are not new or novel as                                                                 participants to direct their orders to the
                                             proposed rule change is consistent with other options exchanges provide                                                                             Exchange, which would enhance the
                                             Section 6(b) of the Act,9 in general, and    incentives to other specific market                                                                    quality of quoting and may increase the
                                             furthers the objectives of Sections          participants for prepayment of certain                                                                 volume of contracts traded on the
                                             6(b)(4) and (5) of the Act,10 in particular, Exchange fees/costs—including the                                                                      Exchange. To the extent that there is an
                                             because it provides for the equitable        prepayment program offered to market                                                                   additional competitive burden on non-
                                             allocation of reasonable dues, fees, and     makers on the Chicago Board of Options                                                                 Exchange participants, the Exchange
                                             other charges among its members,             Exchange (Cboe).11 Although the Cboe                                                                   believes that this is appropriate because
                                             issuers and other persons using its          market maker prepay program applies to                                                                 the proposal should incent market
                                             facilities and does not unfairly             transaction costs as opposed to fixed                                                                  participants to direct additional order
                                             discriminate between customers,              costs, the Exchange believes the                                                                       flow to the Exchange, and thus provide
                                             issuers, brokers or dealers.                 proposed program would similarly                                                                       additional liquidity that enhances the
                                                The proposal to introduce the FB          incent Floor Brokers to increase their                                                                 quality of its markets and increases the
                                             Prepayment Program is reasonable,            billable volume executed in open outcry                                                                volume of contracts traded here. To the
                                             equitable and not unfairly                   on the Exchange, which would benefit                                                                   extent that this purpose is achieved, all
                                             discriminatory for the following             all market participants by expanding                                                                   of the Exchange’s market participants
                                             reasons. First, the Program is optional      liquidity and providing more trading                                                                   should benefit from the improved
                                             and Floor Brokers can elect to               opportunities, even to those market                                                                    market liquidity. Enhanced market
                                             participate (or elect not to participate).   participants that have not committed to                                                                quality and increased transaction
                                             In addition, the Exchange is offering two the Program. Regardless of which                                                                          volume that results from the anticipated
                                             alternative means to achieve the same        benchmark a participating Floor                                                                        increase in order flow directed to the
                                             enhanced discount to ensure that Floor       Broker’s growth is measured against, all                                                               Exchange would benefit all market
                                             Brokers that are new to the Exchange (or Floor Broker’s [sic] that opt to                                                                           participants and improve competition
                                             Floor Brokers that did not execute more participate would be required to                                                                            on the Exchange.
                                             than 10,000 ADV in contract sides)           increase volume executed on the                                                                           Given the robust competition for
                                             could nonetheless participate in the         Exchange in order to receive the                                                                       volume among options markets, many of
                                             Program. The Exchange believes that          enhanced discount. Thus, the Exchange                                                                  which offer the same products,
                                             10,000 ADV is a reasonable minimum           believes the proposed Program, is                                                                      implementing programs to attract order
                                             threshold above which a participating        reasonable, equitable and not unfairly                                                                 flow, such as the proposed FB
                                             Floor Broker would need to increase          discriminatory to others.                                                                              Prepayment Program, are consistent
                                             volume in order to realize the proposed                                                                                                             with the above-mentioned goals of the
                                             Incentive (on a similar playing field        B. Self-Regulatory Organization’s                                                                      Act.
                                             with Floor Brokers that exceeded this        Statement on Burden on Competition                                                                        The Exchange notes that it operates in
                                             volume requirement in 2017). For Floor          In accordance with Section 6(b)(8) of                                                               a highly competitive market in which
                                             Brokers that exceeded the 10,000 ADV         the Act, the Exchange does not believe                                                                 market participants can readily favor
                                             in the second half of 2017, the Exchange that the proposed rule change would                                                                        competing venues. In such an
                                             believes it is reasonable to use each        impose any burden on competition that                                                                  environment, the Exchange must
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                                             Floor Broker’s historical volume as a        is not necessary or appropriate in                                                                     continually review, and consider
                                               7 The Exchange would not issue any refunds in                              April through December) by 100% over the Floor                           9 15 U.S.C. 78f(b).
                                             the event that a Floor Broker’s prepaid Eligible                             Broker’s volume from the second half of 2017, or                         10 15 U.S.C. 78f(b)(4) and (5).
                                             Fixed Costs exceeds such actual costs for the nine                           the 10,0000 ADV in contract sides) would be                              11 See Cboe fee schedule, Liquidity Provider
                                             month period. See id.                                                        rebated the greater of 100% of their pre-paid
                                                                                                                                                                                                 Sliding Scale, available here, http://www.cboe.com/
                                               8 Participants in the FB Prepay Program that                               Eligible Fixed Costs, or $10,000/month for April
                                             qualify for Tier 3 (i.e., increased 2018 volume (from                        through December 2018. See id.                                         publish/feeschedule/CBOEFeeSchedule.pdf.




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                                                                            Federal Register / Vol. 83, No. 81 / Thursday, April 26, 2018 / Notices                                                   18379

                                             adjusting, its fees and credits to remain               file number should be included on the                 2018, Financial Industry Regulatory
                                             competitive with other exchanges. For                   subject line if email is used. To help the            Authority, Inc. (‘‘FINRA’’) filed with the
                                             the reasons described above, the                        Commission process and review your                    Securities and Exchange Commission
                                             Exchange believes that the proposed                     comments more efficiently, please use                 (‘‘SEC’’ or ‘‘Commission’’) the proposed
                                             rule change reflects this competitive                   only one method. The Commission will                  rule change as described in Items I, II,
                                             environment.                                            post all comments on the Commission’s                 and III below, which Items have been
                                                                                                     internet website (http://www.sec.gov/                 prepared by FINRA. The Commission is
                                             C. Self-Regulatory Organization’s
                                                                                                     rules/sro.shtml). Copies of the                       publishing this notice to solicit
                                             Statement on Comments on the
                                                                                                     submission, all subsequent                            comments on the proposed rule change
                                             Proposed Rule Change Received From
                                                                                                     amendments, all written statements                    from interested persons.
                                             Members, Participants, or Others
                                                                                                     with respect to the proposed rule
                                               No written comments were solicited                                                                          I. Self-Regulatory Organization’s
                                                                                                     change that are filed with the
                                             or received with respect to the proposed                                                                      Statement of the Terms of Substance of
                                                                                                     Commission, and all written
                                             rule change.                                                                                                  the Proposed Rule Change
                                                                                                     communications relating to the
                                                                                                     proposed rule change between the                         FINRA is proposing to adopt rules
                                             III. Date of Effectiveness of the
                                                                                                     Commission and any person, other than                 relating to the establishment of a second
                                             Proposed Rule Change and Timing for
                                                                                                     those that may be withheld from the                   Trade Reporting Facility or ‘‘TRF’’ to be
                                             Commission Action
                                                                                                     public in accordance with the                         operated in conjunction with Nasdaq,
                                                The foregoing rule change is effective               provisions of 5 U.S.C. 552, will be                   Inc. (‘‘Nasdaq’’). The second FINRA/
                                             upon filing pursuant to Section                         available for website viewing and                     Nasdaq Trade Reporting Facility
                                             19(b)(3)(A) 12 of the Act and                           printing in the Commission’s Public                   (‘‘FINRA/Nasdaq TRF Chicago’’) would
                                             subparagraph (f)(2) of Rule 19b–4 13                    Reference Room, 100 F Street NE,                      provide FINRA members with another
                                             thereunder, because it establishes a due,               Washington, DC 20549 on official                      mechanism for reporting over-the-
                                             fee, or other charge imposed by the                     business days between the hours of                    counter (‘‘OTC’’) trades in NMS stocks
                                             Exchange.                                               10:00 a.m. and 3:00 p.m. Copies of such               and complying with FINRA’s
                                                At any time within 60 days of the                    filing also will be available for                     requirements with respect to back-up
                                             filing of such proposed rule change, the                inspection and copying at the principal               trade reporting arrangements. The
                                             Commission summarily may                                office of the Exchange. All comments                  FINRA/Nasdaq TRF Chicago would be
                                             temporarily suspend such rule change if                 received will be posted without change.               governed by the rules applicable to the
                                             it appears to the Commission that such                  Persons submitting comments are                       existing FINRA/Nasdaq Trade Reporting
                                             action is necessary or appropriate in the               cautioned that we do not redact or edit               Facility (‘‘FINRA/Nasdaq TRF
                                             public interest, for the protection of                  personal identifying information from                 Carteret’’), which were subject to notice
                                             investors, or otherwise in furtherance of               comment submissions. You should                       and comment and approved by the
                                             the purposes of the Act. If the                         submit only information that you wish                 Commission.3
                                             Commission takes such action, the                       to make available publicly. All                          The text of the proposed rule change
                                             Commission shall institute proceedings                  submissions should refer to File                      is available on FINRA’s website at
                                             under Section 19(b)(2)(B) 14 of the Act to              Number SR–NYSEAMER–2018–15, and                       http://www.finra.org, at the principal
                                             determine whether the proposed rule                     should be submitted on or before May                  office of FINRA and at the
                                             change should be approved or                            17, 2018.                                             Commission’s Public Reference Room.
                                             disapproved.
                                                                                                       For the Commission, by the Division of              II. Self-Regulatory Organization’s
                                             IV. Solicitation of Comments                            Trading and Markets, pursuant to delegated            Statement of the Purpose of, and
                                               Interested persons are invited to                     authority.15                                          Statutory Basis for, the Proposed Rule
                                             submit written data, views, and                         Eduardo A. Aleman,                                    Change
                                             arguments concerning the foregoing,                     Assistant Secretary.                                     In its filing with the Commission,
                                             including whether the proposed rule                     [FR Doc. 2018–08724 Filed 4–25–18; 8:45 am]           FINRA included statements concerning
                                             change is consistent with the Act.                      BILLING CODE 8011–01–P                                the purpose of and basis for the
                                             Comments may be submitted by any of                                                                           proposed rule change and discussed any
                                             the following methods:                                                                                        comments it received on the proposed
                                                                                                     SECURITIES AND EXCHANGE                               rule change. The text of these statements
                                             Electronic Comments                                     COMMISSION                                            may be examined at the places specified
                                                • Use the Commission’s internet                                                                            in Item IV below. FINRA has prepared
                                                                                                     [Release No. 34–83082; File No. SR–FINRA–
                                             comment form (http://www.sec.gov/                       2018–013]                                             summaries, set forth in sections A, B,
                                             rules/sro.shtml); or                                                                                          and C below, of the most significant
                                                • Send an email to rule-comments@                    Self-Regulatory Organizations;                        aspects of such statements.
                                             sec.gov. Please include File Number SR–                 Financial Industry Regulatory
                                             NYSEAMER–2018–15 on the subject                         Authority, Inc.; Notice of Filing of a                A. Self-Regulatory Organization’s
                                             line.                                                   Proposed Rule Change To Establish a                   Statement of the Purpose of, and
                                                                                                     Second Trade Reporting Facility in                    Statutory Basis for, the Proposed Rule
                                             Paper Comments                                                                                                Change
                                                                                                     Conjunction With Nasdaq, Inc.
                                               • Send paper comments in triplicate
                                             to Brent J. Fields, Secretary, Securities                                                                     1. Purpose
                                                                                                     April 20, 2018.
                                             and Exchange Commission, 100 F Street                      Pursuant to Section 19(b)(1) of the                   FINRA currently has three facilities
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                                             NE, Washington, DC 20549–1090.                          Securities Exchange Act of 1934                       that allow its members to report OTC
                                             All submissions should refer to File                    (‘‘Act’’) 1 and Rule 19b–4 thereunder,2
                                                                                                                                                              3 See Securities Exchange Act Release No. 54084
                                             Number SR–NYSEAMER–2018–15. This                        notice is hereby given that on April 19,
                                                                                                                                                           (June 30, 2006), 71 FR 38935 (July 10, 2006) (order
                                                                                                                                                           approving SR–NASD–2005–087); and Securities
                                               12 15 U.S.C. 78s(b)(3)(A).                              15 17 CFR 200.30–3(a)(12).                          Exchange Act Release No. 54798 (November 21,
                                               13 17 CFR 240.19b–4(f)(2).                              1 15 U.S.C. 78s(b)(1).                              2006), 71 FR 69156 (November 29, 2006) (order
                                               14 15 U.S.C. 78s(b)(2)(B).                              2 17 CFR 240.19b–4.                                 approving SR–NASD–2006–104).



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Document Created: 2018-11-02 08:19:54
Document Modified: 2018-11-02 08:19:54
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 Citation83 FR 18377 

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