83 FR 26314 - Self-Regulatory Organizations; NYSE National, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Adopt Co-Location Services and Fees In Connection With the Re-Launch of Trading on the Exchange and To Amend Its Schedule of Fees and Rebates To Provide for Such Co-Location Services
SECURITIES AND EXCHANGE COMMISSION Federal Register Volume 83, Issue 109 (June 6, 2018)
Federal Register Volume 83, Issue 109 (June 6, 2018)
| Page Range | 26314-26327 | |
| FR Document | 2018-12111 |
[Federal Register Volume 83, Number 109 (Wednesday, June 6, 2018)] [Notices] [Pages 26314-26327] From the Federal Register Online [www.thefederalregister.org] [FR Doc No: 2018-12111] [[Page 26314]] ======================================================================= ----------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION [Release No. 34-83351; File No. SR-NYSENAT-2018-07] Self-Regulatory Organizations; NYSE National, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Adopt Co- Location Services and Fees In Connection With the Re-Launch of Trading on the Exchange and To Amend Its Schedule of Fees and Rebates To Provide for Such Co-Location Services May 31, 2018. Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 1934 (``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby given that on May 18, 2018, NYSE National, Inc. (``Exchange'' or ``NYSE National'') filed with the Securities and Exchange Commission (``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. --------------------------------------------------------------------------- \1\ 15 U.S.C. 78s(b)(1). \2\ 15 U.S.C. 78a. \3\ 17 CFR 240.19b-4. --------------------------------------------------------------------------- I. Self-Regulatory Organization's Statement of the Terms of Substance of the Proposed Rule Change The Exchange proposes to adopt co-location services and fees in connection with the re-launch of trading on the Exchange and to amend its Schedule of Fees and Rebates (the ``Price List'') to provide for such co-location services. The Exchange also proposes to delete the current fees and credits set forth on the Price List. The proposed rule 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. 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 adopt co-location services and fees in connection with the re-launch of trading on the Exchange and to amend the Price List to provide for such co-location services. The Exchange also proposes to delete the current fees and credits set forth on the Price List. On February 1, 2017, the Exchange ceased trading operations.\4\ The Exchange filed rule changes to re-launch trading operations.\5\ The Exchange anticipates re-launching trading operations in the second quarter of 2018. --------------------------------------------------------------------------- \4\ See Securities Exchange Act Release No. 80018 (February 10, 2017), 82 FR 10947 (February 16, 2017) (SR-NSX-2017-04) (``Termination Filing''). On January 31, 2017, Intercontinental Exchange, Inc. (``ICE''), through its wholly-owned subsidiary NYSE Group, acquired all of the outstanding capital stock of the Exchange (the ``Acquisition''). See Securities Exchange Act Release No. 79902 (January 30, 2017), 82 FR 9258 (February 3, 2017) (SR-NSX-2016-16). Prior to the Acquisition, the Exchange was named ``National Stock Exchange, Inc.'' \5\ See Securities Exchange Act Release No. 83289 (May 17, 2018) (notice of filing of Amendment No. 1 and order granting accelerated approval of a proposed rule change, as amended by Amendment No. 1, to support the re-launch of NYSE National, Inc. on the Pillar Trading Platform) (``NYSE National Trading Rules Approval''). See also Securities Exchange Act Release No. 82819 (March 7, 2018), 83 FR 11098 (March 13, 2018) (SR-NYSENat-2018-02). --------------------------------------------------------------------------- Proposed Co-Location Services and Fees In connection with the anticipated re-launch of the Exchange's trading operations, the Exchange proposes to offer the same co-location services and fees offered by its affiliates, NYSE Arca, Inc. (``NYSE Arca''), NYSE American LLC (``NYSE American''), and New York Stock Exchange LLC (``NYSE'' and, together, the ``Affiliate SROs'').\6\ Accordingly, the Exchange proposes to adopt the same co-location provisions and fees set forth in the price lists and fee schedules of its Affiliate SROs (collectively, the ``Affiliate SRO Price Lists''),\7\ with the non-substantive differences described below. --------------------------------------------------------------------------- \6\ The Affiliate SROs initially filed rule changes relating to their co-location services and related fees with the Commission in 2010. See Securities Exchange Act Release Nos. 62960 (September 21, 2010), 75 FR 59310 (September 27, 2010) (SR-NYSE-2010-56); 62961 (September 21, 2010), 75 FR 59299 (September 27, 2010) (SR-NYSEAmex- 2010-80); and 63275 (November 8, 2010), 75 FR 70048 (November 16, 2010) (SR-NYSEArca-2010-100). \7\ See ``Co-Location Fees'' in ``New York Stock Exchange Price List 2018'' (``NYSE Price List'') at https://www.nyse.com/publicdocs/nyse/markets/nyse/NYSE_Price_List.pdf; ``NYSE American Equities Price List'' (``NYSE American Equities Price List'') at https://www.nyse.com/publicdocs/nyse/markets/nyse-american/NYSE_America_Equities_Price_List.pdf; ``NYSE American Options Fee Schedule'' (``NYSE American Options Fee Schedule'') at https://www.nyse.com/publicdocs/nyse/markets/american-options/NYSE_American_Options_Fee_Schedule.pdf; ``NYSE Arca Equities Fees and Charges'' (``NYSE Arca Equities Fee Schedule'') at https://www.nyse.com/publicdocs/nyse/markets/nyse-arca/NYSE_Arca_Marketplace_Fees.pdf; and ``NYSE Arca Options Fees and Charges'' (``NYSE Arca Options Fee Schedule'') at https://www.nyse.com/publicdocs/nyse/markets/arca-options/NYSE_Arca_Options_Fee_Schedule.pdf. --------------------------------------------------------------------------- The Exchange requests that the proposed rule change become both effective and operative immediately upon filing.\8\ --------------------------------------------------------------------------- \8\ See NYSE National Trading Rules Approval, note 5, supra. --------------------------------------------------------------------------- The proposed services and fees would allow Users \9\ ``to rent space on premises controlled by the Exchange in order that they may locate their electronic servers in close physical proximity to the Exchange's trading and execution systems.'' \10\ The Exchange would provide co-location services to Users from a data center in Mahwah, New Jersey (the ``data center''). --------------------------------------------------------------------------- \9\ Consistent with the Affiliate SRO Price Lists, for purposes of the Exchange's co-location services, a ``User'' shall mean any market participant that requests to receive co-location services directly from the Exchange. See Securities Exchange Act Release Nos. 76008 (September 29, 2015), 80 FR 60190 (October 5, 2015) (SR-NYSE- 2015-40); 76009 (September 29, 2015), 80 FR 60213 (October 5, 2015) (SR-NYSEMKT-2015-67); and 76010 (September 29, 2015), 80 FR 60197 (October 5, 2015) (SR-NYSEArca-2015-82). \10\ See 75 FR 59310, note 6, supra. --------------------------------------------------------------------------- As is true for the Affiliate SROs and as specified in the proposed Price List, a User that incurs co-location fees for a particular co- location service pursuant thereto would not be subject to co-location fees for the same co-location service charged by the Affiliate SROs.\11\ --------------------------------------------------------------------------- \11\ See Securities Exchange Act Release Nos. 70206 (August 15, 2013), 78 FR 51765 (August 21, 2013) (SR-NYSE-2013-59); 70176 (August 13, 2013), 78 FR 50471 (August 19, 2013) (SR-NYSEMKT-2013- 67); and 70173 (August 13, 2013), 78 FR 50459 (August 19, 2013) (SR- NYSEArca-2013-80). --------------------------------------------------------------------------- As with the Affiliate SROs' co-location services, Users that receive co-location services from the Exchange would not receive any means of access to the Exchange's trading and execution systems that is separate from or superior to that of Users that do not receive co- location services.\12\ All orders sent to the Exchange would enter the Exchange's trading and execution systems through the same order gateway regardless of whether the sender is co-located in the Exchange's data center or not. In addition, co-located Users would not receive any market data or data service product that is not available to [[Page 26315]] all Users. However, Users that receive co-location services normally would expect reduced latencies in sending orders to the Exchange and receiving market data from the Exchange. --------------------------------------------------------------------------- \12\ See id. --------------------------------------------------------------------------- As with the co-location services of the Affiliate SROs, (i) neither a User nor any of the User's customers would be permitted to submit orders directly to the Exchange unless such User or customer is a member organization, a Sponsored Participant or an agent thereof (e.g., a service bureau providing order entry services); (ii) use of the proposed co-location services would be completely voluntary and available to all Users on a non-discriminatory basis; and (iii) a User would only incur one charge for the particular co-location service described herein, regardless of whether the User connects only to the Exchange or to the Exchange and one or more of the Affiliate SROs.\13\ --------------------------------------------------------------------------- \13\ See id. --------------------------------------------------------------------------- Definitions The Exchange proposes to adopt the definitions of ``Affiliate,'' ``Aggregate Cabinet Footprint,'' ``Hosted Customer,'' ``Hosting User,'' and ``User'' as set forth in the Affiliate SRO Price Lists. Specifically, the Exchange proposes the following definitions:An ``Affiliate'' of a User is any other User or Hosted Customer that is under 50% or greater common ownership or control of the first User. ``Aggregate Cabinet Footprint'' of a User or Hosted Customer is (a) for a User, the total kW of the User's cabinets, including both partial and dedicated cabinets, and (b), for a Hosted Customer, the total kW of the portion of the Hosting User's cabinet, whether partial or dedicated, allocated to such Hosted Customer. A ``Hosted Customer'' means a customer of a Hosting User that is hosted in a Hosting User's co-location space. A ``Hosting User'' means a User of co-location services that hosts a Hosted Customer in the User's co-location space. A ``User'' means any market participant that requests to receive co-location services directly from the Exchange. As in the Affiliate SRO Price Lists, the Exchange would specify that the definitions were for purposes of the co-location fees only. General Notes The Exchange proposes to adopt General Notes 1 through 4 as set forth in the Affiliate SRO Price Lists, subject to the differences discussed below. General Note 1: General Note 1 of the Affiliate SRO Price Lists provides that a User that incurs co-location fees for a particular co- location service would not be subject to co-location fees for the same co-location service charged by the other Affiliate SROs. The wording of General Note 1 differs among the Affiliate SRO Price Lists both where it references the relevant price list or fee schedule and where it lists the relevant exchange's affiliates.\14\ --------------------------------------------------------------------------- \14\ For example, the NYSE Arca Options Fee Schedule provides that ``[a] User that incurs co-location fees for a particular co- location service pursuant to this Fee Schedule shall not be subject to co-location fees for the same co-location service charged pursuant to the NYSE Arca Equities Fee Schedule or by the Exchange's affiliates NYSE American LLC (NYSE American) and New York Stock Exchange LLC (NYSE)'' (emphasis added) while the NYSE Price List provides that ``[a] User that incurs co-location fees for a particular co-location service pursuant to this Price List shall not be subject to co-location fees for the same co-location service charged by the Exchange's affiliates NYSE American LLC (NYSE American) and NYSE Arca, Inc. (NYSE Arca).'' (emphasis added) The Exchange's proposed text for General Note 1 is consistent with the wording of General Note 1 in the NYSE Price List. --------------------------------------------------------------------------- The Exchange proposes to adopt the following General Note 1: \15\ --------------------------------------------------------------------------- \15\ Each Affiliate SRO will submit a proposed rule change to update General Note 1 to include NYSE National. A User that incurs co-location fees for a particular co-location service pursuant to this Price List shall not be subject to co- location fees for the same co-location service charged by the Exchange's affiliates New York Stock Exchange LLC (NYSE), NYSE --------------------------------------------------------------------------- American LLC (NYSE American) and NYSE Arca, Inc. (NYSE Arca). General Note 2: The Exchange proposes the same General Note 2 as in the Affiliate SRO Price Lists, setting forth the requirements for qualifying for a ``Partial Cabinet Solution'' bundle.\16\ The proposed text is as follows: --------------------------------------------------------------------------- \16\ See Securities Exchange Act Release Nos. 77072 (February 5, 2016), 81 FR 7394 (February 11, 2016) (SR-NYSE-2015-53); 77071 (February 5, 2016), 81 FR 7382 (February 11, 2016) (SR-NYSEMKT-2015- 89); and 77070 (February 5, 2016), 81 FR 7401 (February 11, 2016) (SR-NYSEArca-2015-102). To qualify for a Partial Cabinet Solution bundle, a User must meet the following conditions: (1) It must purchase only one Partial Cabinet Solution bundle; (2) the User and its Affiliates must not currently have a Partial Cabinet Solution bundle; and (3) after the purchase of the Partial Cabinet Solution bundle, the User, together with its Affiliates, will have an Aggregate Cabinet Footprint of no more than 2 kW. A User requesting a Partial Cabinet Solution bundle will be required to certify to the Exchange (a) whether any other Users or Hosted Customers are Affiliates of the certificating User, and (b) that after the purchase of the Partial Cabinet Solution bundle, the User, together with its Affiliates, would have an Aggregate Cabinet Footprint of no more than 2 kW. The certificating User will be required to inform the Exchange immediately of any event that causes another User or Hosted Customer to become an Affiliate. The Exchange shall review available information regarding the entities and may request additional information to verify the Affiliate status of a User or Hosted Customer. The Exchange shall approve a request for a Partial Cabinet Solution bundle unless it determines that the certification is not accurate. If a User that has purchased a Partial Cabinet Solution bundle becomes affiliated with one or more other Users or Hosted Customers and thereby no longer meets the conditions for access to the Partial Cabinet Solution bundle, or if the User otherwise ceases to meet the conditions for access to the Partial Cabinet Solution bundle, the Exchange will no longer offer it to such User and the User will be charged for each of the services individually, at the price for each such service set out in the Price List. Such price change would be effective as of the date that the User ceased to meet the conditions. In addition, a User that changes its Partial Cabinet Solution bundle from one option to another will not be subject to a second initial charge, but will be required to pay the difference, if any, between the bundles' initial charges. General Note 3: The Exchange proposes the same General Note 3 as in the Affiliate SRO Price Lists, setting forth the provisions relating to the use of a waitlist.\17\ The proposed text is as follows: --------------------------------------------------------------------------- \17\ See Securities Exchange Act Release Nos. 77681 (April 21, 2016), 81 FR 24915 (April 27, 2016 (SR-NYSE-2016-13); 77680 (April 21, 2016), 81 FR 24905 (April 27, 2016) (NYSEMKT-2016-17); and 77682 (April 21, 2016), 81 FR 24913 (April 27, 2016 (NYSEArca-2016-21). The initial and monthly charge for 2 bundles of 24 cross connects will be waived for a User that is waitlisted for a cage for the duration of the waitlist period, provided that the cross connects may only be used to connect the User's non-contiguous cabinets. The charge will no longer be waived once a User is removed from the waitlist. If a waitlist is created, a User seeking a new cage will be placed on the waitlist based on the date a signed order for the cage is received. A User that turns down a cage because it is not the correct size will remain on the waitlist. A User that requests to be removed or that turns down a cage that is the size that it requested will be removed from the waitlist. A User that is removed from the waitlist but subsequently requests a cage will be added back to the bottom of the waitlist, provided that, if the User was removed from the waitlist because it turned down a cage that is the size that it requested, it will not receive a second waiver of the charge. General Note 4: Proposed General Note 4 would establish that, when a User purchases access to the Liquidity Center Network (``LCN'') or the internet protocol (``IP'') network, the two local area networks available in the data [[Page 26316]] center,\18\ a User would receive (a) the ability to access the trading and execution systems of the Exchange and Affiliate SROs (``Exchange Systems''), and (b) connectivity to any of the listed data products (``Included Data Products'') that it selects. The proposed General Note 4 would be the same as the General Note 4 in the Affiliate SRO Price Lists, except that those price lists do not include the Exchange in the lists of the three Affiliate SROs in its first and third sentences or in the list of Included Data Products.\19\ --------------------------------------------------------------------------- \18\ See Securities Exchange Act Release Nos. 79730 (January 4, 2017), 82 FR 3045 (January 10, 2017) (SR-NYSE-2016-92); 79728 (January 4, 2017), 82 FR 3035 (January 10, 2017) (SR-NYSEMKT-2016- 126); and 79729 (January 4, 2017), 82 FR 3061 (January 10, 2017) (SR-NYSEArca-2016-172). \19\ Each Affiliate SRO will submit a proposed rule change to update General Note 4 to include NYSE National in the lists of the Affiliate SROs in its first and third sentences and in the list of Included Data Products. --------------------------------------------------------------------------- The Exchange proposes to adopt the following General Note 4: When a User purchases access to the LCN or IP network, it receives the ability to access the trading and execution systems of the NYSE, NYSE American, NYSE Arca and NYSE National (Exchange Systems), subject, in each case, to authorization by the NYSE, NYSE American, NYSE Arca or NYSE National, as applicable. Such access includes access to the customer gateways that provide for order entry, order receipt (i.e. confirmation that an order has been received), receipt of drop copies and trade reporting (i.e. whether a trade is executed or cancelled), as well as for sending information to shared data services for clearing and settlement. A User can change the access it receives at any time, subject to authorization by NYSE, NYSE American, NYSE Arca or NYSE National. NYSE, NYSE American, NYSE Arca, and NYSE National also offer access to Exchange Systems to their members, such that a User does not have to purchase access to the LCN or IP network to obtain access to Exchange Systems. When a User purchases access to the LCN or IP network it receives connectivity to any of the Included Data Products that it selects, subject to any technical provisioning requirements and authorization from the provider of the data feed. Market data fees for the Included Data Products are charged by the provider of the data feed. A User can change the Included Data Products to which it receives connectivity at any time, subject to authorization from the provider of the data feed. The Exchange is not the exclusive method to connect to the Included Data Products. The Included Data Products are as follows: ------------------------------------------------------------------------ ------------------------------------------------------------------------- NMS feeds NYSE: NYSE Alerts NYSE BBO NYSE Integrated Feed NYSE OpenBook NYSE Order Imbalances NYSE Trades NYSE Amex Options NYSE Arca: NYSE ArcaBook NYSE Arca BBO NYSE Arca Integrated Feed NYSE Arca Order Imbalances NYSE Arca Trades NYSE Arca Options NYSE Best Quote and Trades (BQT) NYSE Bonds NYSE American: NYSE American Alerts NYSE American BBO NYSE American Integrated Feed NYSE American OpenBook NYSE American Order Imbalances NYSE American Trades NYSE National ------------------------------------------------------------------------ Cabinet-Related Fees The Exchange proposes the same services and fees set forth in the Affiliate SRO Price Lists under ``Initial Fee per Cabinet''; ``Monthly Fee per Cabinet''; ``Cabinet Upgrade Fee''; ``PNU Cabinet''; and ``Cage Fees'' (collectively, the ``Cabinet-Related Fees''). Initial Fee per Cabinet and Monthly Fee per Cabinet: As in the Affiliate SRO Price Lists, the Exchange proposes that, to house its servers and other equipment in the data center, a User have the option of an entire cabinet dedicated solely to that User (``dedicated cabinet'') or a partial cabinet alternative (``partial cabinet'').\20\ Partial cabinets would be made available in increments of eight-rack units of space. Users would pay an initial fee and a monthly fee based on the number of kilowatts (``kW''). --------------------------------------------------------------------------- \20\ See Securities Exchange Act Release Nos. 71122 (December 18, 2013), 78 FR 77739 (December 24, 2013) (SR-NYSE-2013-81); 71131 (December 18, 2013), 78 FR 77750 (December 24, 2013) (SR-NYSEMKT- 2013-103); and 71130 (December 18, 2013), 78 FR 77765 (December 24, 2013) (SR-NYSEArca-2013-143). --------------------------------------------------------------------------- Cabinet Upgrade Fee: Users that require additional power allocation may prefer to maintain their hardware within one of their existing cabinets rather than add an additional cabinet. Specifically, Users may develop their hardware infrastructure within a particular cabinet in such a way that, if expansion of such hardware is needed, it can be accomplished within the space constraints of that particular cabinet. If this type of User requires additional power allocation, it would likely want to modify its existing cabinet in this manner, rather than taking an additional dedicated cabinet due to the expense of re- developing its infrastructure within such additional dedicated cabinet. Accordingly, as in the Affiliate SRO Price Lists, the Exchange would offer Users the option of a ``Cabinet Upgrade'' and related fee, pursuant to which the Exchange would accommodate requests for additional power allocation beyond the typical amount that the Exchange allocates per dedicated cabinet, at which point the Exchange must upgrade the cabinet's power capacity.\21\ --------------------------------------------------------------------------- \21\ See id. --------------------------------------------------------------------------- The Exchange notes that the Cabinet Upgrade Fees in the Affiliate SRO Price Lists have a parenthetical setting forth lower fees for a User that submitted a written order for a Cabinet Upgrade by January 31, 2014, provided that the Cabinet Upgrade became fully operational by March 31, 2014. Because a User that incurs co-location fees for a particular co-location service would not be subject to co-location fees for the same co-location service charged by the Affiliate SROs and such Users may already be subject to this different charge based on the Price List of an Affiliate SRO, the Exchange proposes to maintain the information regarding the lower price on its Price List. PNU Fee: As in the Affiliate SRO Price Lists, the Exchange proposes to offer Users the option of a unused cabinet for which power is not utilized (``PNU cabinet'') and charge a monthly fee.\22\ A User may wish to have a PNU cabinet it reserves for future use. Although PNU cabinets do not use power, when the Exchange establishes a PNU cabinet, it would include wiring, circuitry, and hardware and allocate kWs of unused power capacity. This would allow the PNU cabinet to be powered and used promptly upon the User's request. --------------------------------------------------------------------------- \22\ See Securities Exchange Act Release Nos. 70913 (November 21, 2013), 78 FR 70987 (November 27, 2013) (SR-NYSE-2013-74); 70914 (November 21, 2013), 78 FR 71000 (November 27, 2013) (SR-NYSEMKT- 2013-93); and 70916 (November 21, 2013), 78 FR 70989 (November 21, 2013) (SR-NYSEArca-2013-124). --------------------------------------------------------------------------- Cage Fee: As in the Affiliate SRO Price Lists, the Exchange proposes to offer Users the use of cages to house their cabinets within the data center, with initial and monthly charges based on the size of the cage.\23\ A cage would typically be purchased by a User that has several cabinets within the data center and that wishes to enhance privacy around its cabinets, e.g., so that other Users cannot see what type of hardware is being utilized. --------------------------------------------------------------------------- \23\ See Securities Exchange Act Release Nos. 67666 (August 15, 2012), 77 FR 50742 (August 22, 2012) (SR-NYSE-2012-18); 67665 (August 15, 2012), 77 FR 50734 (August 22, 2012) (SR-NYSEMKT-2012- 11); 67669 (August 15, 2012), 77 FR 50746 (August 22, 2012) (SR- NYSEArca-2012-62); and 67667 (August 15, 2012), 77 FR 50743 (August 22, 2012) (SR-NYSEArca-2012-63). --------------------------------------------------------------------------- [[Page 26317]] The Exchange proposes to add the following fees and language to its Price List: ------------------------------------------------------------------------ ------------------------------------------------------------------------ Initial Fee per Cabinet ------------------------------------------------------------------------ Dedicated Cabinet...................... $5,000. 8-Rack Unit of a Partial Cabinet....... $2,500. ------------------------------------------------------------------------ Monthly Fee per Cabinet ------------------------------------------------------------------------ Dedicated Cabinet ------------------------------------------------------------------------ Number of kWs Per kW Fee Monthly ------------------------------------------------------------------------ 4-8.................................... $1,200. 9-20................................... $1,050. 21-40.................................. $950. 41 +................................... $900. ------------------------------------------------------------------------ 8-Rack Unit of a Partial Cabinet ------------------------------------------------------------------------ Number of kWs Total Fee Monthly ------------------------------------------------------------------------ 1...................................... $1,500. 2...................................... $2,700. ------------------------------------------------------------------------ Cabinet Upgrade Fee ------------------------------------------------------------------------ Dedicated Cabinet...................... $9,200 ($4,600 for a User that submitted a written order for a Cabinet Upgrade by January 31, 2014, provided that the Cabinet Upgrade became fully operational by March 31, 2014). PNU Cabinet............................ monthly charge of $360 per kW allocated to PNU Cabinet. ------------------------------------------------------------------------ Cage Fees ------------------------------------------------------------------------ 2-14 Cabinets.......................... $5,000 initial charge plus $2,700 monthly charge. 15-28 Cabinets......................... $10,000 initial charge plus $4,100 monthly charge. 29+ Cabinets........................... $15,000 initial charge plus $5,500 monthly charge. ------------------------------------------------------------------------ Access and Service Fees The Exchange proposes to adopt the same services and fees set forth in the Affiliate SRO Price Lists under ``LCN Access''; ``Bundled Network Access''; ``Partial Cabinet Solution bundles''; ``IP Network Access''; ``Testing and Certification IP Network Access''; ``Wireless Connections for Third Party Data''; ``Virtual Control Circuit between two Users''; ``Hosting Fee''; ``Data Center Fiber Cross Connect''; ``Connection to Time Protocol Feed'' and ``Expedite Fee'' (collectively, the ``Access and Service Fees''). LCN Access: As in the Affiliate SRO Price Lists, the Exchange proposes to offer Users the option to purchase 1 Gb, 10 Gb, 40 Gb, and 10 Gb LX LCN circuits, with initial and monthly charges.\24\ As in the Affiliate SRO Price Lists, the Exchange proposes that a User that purchases five 10 Gb LCN connections would only be charged the initial fee for a sixth 10 Gb LCN connection and would not be charged the monthly fee that would otherwise be applicable. This would apply to a User that purchases six 10 Gb LCN connections at one time as well as to a User that purchases six 10 Gb LCN connections at separate times.\25\ --------------------------------------------------------------------------- \24\ See note 18, supra. \25\ See note 23, supra. --------------------------------------------------------------------------- Bundled Network Access: As in the Affiliate SRO Price Lists, the Exchange proposes to offer Users two ``Bundled Network Access'' options, with initial and monthly charges.\26\ Both bundles would include two LCN connections, two IP network connections, and two optic connections to outside access centers. One bundle would have 1 Gb connections, and the other 10 Gb connections. --------------------------------------------------------------------------- \26\ See note 18, supra. --------------------------------------------------------------------------- Partial Cabinet Solution Bundles: As in the Affiliate SRO Price Lists, the Exchange proposes to offer Users four ``Partial Cabinet Solution'' bundles.\27\ Each Partial Cabinet Solution bundle option would include a one or two kW partial cabinet, one LCN connection, one IP network connection, two fiber cross connections, and connectivity to either the Network Time Protocol (``NTP'') or Precision Timing Protocol (``PTP'') time feed. The power of the partial cabinet and Gb of the network connections would vary by bundle. A User and its Affiliates would be limited to one Partial Cabinet Solution bundle at a time, and must have an Aggregate Cabinet Footprint of 2 kW or less to qualify. As noted above, such requirements would be set forth in General Note 2.\28\ Finally, a User purchasing a Partial Cabinet Solution bundle would be subject to a 90-day minimum commitment, after which period it would be subject to the 60-day rolling time period. --------------------------------------------------------------------------- \27\ See note 16, supra. \28\ See text accompanying note 16, supra. --------------------------------------------------------------------------- IP Network Access: As in the Affiliate SRO Price Lists, the Exchange proposes to offer Users the option to purchase 1 Gb, 10 Gb, and 40 Gb IP network circuits, with initial and monthly charges.\29\ --------------------------------------------------------------------------- \29\ See note 18, supra. See also Securities Exchange Act Release Nos. 74222 (February 6, 2015), 80 FR 7888 (February 12, 2015 (SR-NYSE-2015-05); 74220 (February 6, 2015), 80 FR 7894 (February 12, 2015) (SR-NYSEMKT-2015-08); and 74219 (February 6, 2015), 80 FR 7899 (February 12, 2015) (SR-NYSEArca-2015-03). --------------------------------------------------------------------------- Testing and Certification IP Network Access: As in the Affiliate SRO Price Lists, the Exchange proposes to offer Users access to an IP network circuit for [[Page 26318]] testing and certification at no charge.\30\ The circuit could only be used for testing and certification, and the testing and certification period would be limited to three months. --------------------------------------------------------------------------- \30\ See id. 80 FR at 7888, 80 FR at 7894, and 80 FR at 7899. --------------------------------------------------------------------------- Wireless Connections for Third Party Data: As in the Affiliate SRO Price Lists, the Exchange proposes to offer Users a means to receive market data feeds from third party markets (``Wireless Third Party Data'') through a wireless connection, for an initial and monthly fee.\31\ Fees would be subject to a 30-day testing period, during which the monthly charge per connection would be waived. The wireless connections would include the use of one port for connectivity to the Wireless Third Party Data. If a User that has more than one wireless connection wishes to use more than one port to connect to the Wireless Third Party Data, the Exchange proposes to make such additional ports available for a monthly fee per port.\32\ --------------------------------------------------------------------------- \31\ See Securities Exchange Act Release Nos. 76748 (December 23, 2015), 80 FR 81609 (December 30, 2015) (SR-NYSE-2015-52); 76750 (December 23, 2015), 80 FR 81648 (December 30, 2015) (SR-NYSEMKT- 2015-85); and 76749 (December 23, 2015), 80 FR 81640 (December 30, 2015) (SR-NYSEArca-2015-99). \32\ See id. --------------------------------------------------------------------------- The Exchange notes that the description of the charge for the wireless connection of Toronto Stock Exchange (``TSX'') in the Affiliate SRO Price Lists includes a statement that ``Customers with an existing wireless connection to TSX at the time the Exchange makes the service available will not be subject to an initial charge or receive 30-day testing period''. Because the wireless connection to the TSX has become effective, the statement is obsolete. Accordingly, the Exchange does not propose to include the statement on its Price List. Virtual Control Circuit between two Users: As in the Affiliate SRO Price Lists, the Exchange proposes to offer Users ``Virtual Control Circuits'' (``VCCs'') between two Users for a monthly charge based on the size of the VCC.\33\ VCCs are connections between two points over dedicated bandwidth using the IP network. A VCC is a two-way connection which the two participants can use for any purpose. The Exchange would bill the User requesting the VCC, but would not set up a VCC until the other User confirmed that it wishes to have the VCC set up. --------------------------------------------------------------------------- \33\ See Securities Exchange Act Release Nos. 80311 (March 24, 2017), 82 FR 15749 (March 30, 2017) (SR-NYSE-2016-45); 80309 (March 24, 2017), 82 FR 15725 (March 30, 2017) (SR-NYSEMKT-2016-63); and 80310 (March 24, 2017), 82 FR 15763 (March 30, 2017) (SR-NYSEArca- 2016-89). --------------------------------------------------------------------------- Hosting Fee: As in the Affiliate SRO Price Lists, the Exchange proposes to offer Users a hosting service for a monthly fee per cabinet per Hosted Customer for each cabinet in which such Hosted Customer is hosted.\34\ ``Hosting'' would be a service offered by a User to another entity in the User's space within the data center and could include, for example, a User supporting such other entity's technology, whether hardware or software, through the User's co-location space. A Hosting User would be required to be a User pursuant to the definition of User proposed above. Since only Users could be Hosting Users, a Hosted Customer would not be able to provide hosting services to any other entities in the space in which it is hosted. --------------------------------------------------------------------------- \34\ See note 9, supra. --------------------------------------------------------------------------- Data Center Fiber Cross Connect: As in the Affiliate SRO Price Lists, the Exchange proposes to offer Users fiber cross connects for an initial and monthly charge.\35\ A User would be able to use cross connects between its cabinets or between its cabinet(s) and the cabinets of separate Users within the data center. A cross connect would be used to connect cabinets of separate Users when, for example, a User receives technical support, order routing, and/or market data delivery services from another User in the data center. Cross connects may be bundled (i.e., multiple cross connects within a single sheath) such that a single sheath can hold either one cross connect or several cross connects in multiples of six (e.g., six or 12 cross connects). The Exchange is proposing fees for bundled cross connects[thinsp]that correspond to the number of cross connects in the bundle. --------------------------------------------------------------------------- \35\ See note 23, supra. --------------------------------------------------------------------------- Connection to Time Protocol Feed: As in the Affiliate SRO Price Lists, the Exchange proposes to offer Users the option to purchase connectivity to one or more of three time feeds, with monthly and initial charges.\36\ Each proposed time feed would provide a feed with the current time of day using one of three different time protocols: GPS Time Source, the NTP, and PTP. Users may make use of time feeds to receive time and to synchronize clocks between computer systems or throughout a computer network, and time feeds may assist Users in other functions, including record keeping or measuring response times. Only the NTP and PTP time feeds would be available to partial cabinet Users, whereas dedicated cabinet Users would have access to all three time feeds. The NTP feed would only be available on the LCN. --------------------------------------------------------------------------- \36\ See note 16, supra. --------------------------------------------------------------------------- Expedite Fee: As in the Affiliate SRO Price Lists, the Exchange proposes to offer Users the option to expedite the completion of co- location services purchased or ordered by the User, for which the Exchange would charge an ``Expedite Fee.'' \37\ --------------------------------------------------------------------------- \37\ See note 23, supra. --------------------------------------------------------------------------- The Exchange proposes to add the following fees and language to its Price List: ------------------------------------------------------------------------ Type of service Description Amount of charge ------------------------------------------------------------------------ LCN Access.................. 1 Gb Circuit........ $6,000 per connection initial charge plus $5,000 monthly per connection. LCN Access.................. 10 Gb Circuit....... $10,000 per connection initial charge plus $14,000 monthly per connection. A User that purchases 5 10 GB LCN Circuits will receive the 6th 10 GB LCN Circuit without an additional monthly charge. LCN Access.................. 10 Gb LX Circuit.... $15,000 per connection initial charge plus $22,000 monthly per connection. LCN Access.................. 40 Gb Circuit....... $15,000 per connection initial charge plus $22,000 monthly per connection. Bundled Network Access (2 1 Gb Bundle......... $25,000 initial LCN connections, 2 IP charge plus $13,000 network connections, and 2 monthly charge. optic connections to outside access center). 10 Gb Bundle........ $50,000 initial charge plus $53,000 monthly charge. [[Page 26319]] Partial Cabinet Solution Option A:........... $7,500 initial bundles. 1 kW partial charge per bundle Note: A User and its cabinet, 1 LCN plus monthly charge Affiliates are limited to connection (1 Gb), per bundle as one Partial Cabinet 1 IP network follows: Solution bundle at a time. connection (1 Gb), For Users A User and its Affiliates 2 fiber cross that order on or must have an Aggregate connections and before December 31, Cabinet Footprint of 2 kW either the Network 2018: $3,000 or less to qualify for a Time Protocol Feed monthly for first Partial Cabinet Solution or Precision Timing 24 months of bundle. See Note 2 under Protocol. service, and $6,000 ``General Notes.''. monthly thereafter. For Users that order after December 31, 2018: $6,000 monthly. Option B:........... $7,500 initial 2 kW partial charge per bundle cabinet, 1 LCN plus monthly charge connection (1 Gb), per bundle as 1 IP network follows: connection (1 Gb), For Users 2 fiber cross that order on or connections and before December 31, either the Network 2018: $3,500 Time Protocol Feed monthly for first or Precision Timing 24 months of Protocol. service, and $7,000 monthly thereafter. For Users that order after December 31, 2018: $7,000 monthly. Option C:........... $10,000 initial 1 kW partial charge per bundle cabinet, 1 LCN plus monthly charge connection (10 Gb), per bundle as 1 IP network follows: connection (10 Gb), For Users 2 fiber cross that order on or connections and before December 31, either the Network 2018: $7,000 Time Protocol Feed monthly for first or Precision Timing 24 months of Protocol. service, and $14,000 monthly thereafter. For Users that order after December 31, 2018: $14,000 monthly. Option D:........... $10,000 initial 2 kW partial charge per bundle cabinet, 1 LCN plus monthly charge connection (10 Gb), per bundle as 1 IP network follows: connection (10 Gb), For Users 2 fiber cross that order on or connections and before December 31, either the Network 2018: $7,500 Time Protocol Feed monthly for first or Precision Timing 24 months of Protocol. service, and $15,000 monthly thereafter. For Users that order after December 31, 2018: $15,000 monthly. IP Network Access........... 1 Gb Circuit........ $2,500 per connection initial charge plus $2,500 monthly per connection. IP Network Access........... 10 Gb Circuit....... $10,000 per connection initial charge plus $11,000 monthly per connection. IP Network Access........... 40 Gb Circuit....... $10,000 per connection initial charge plus $18,000 monthly per connection. Testing and certification IP IP network circuit No charge. Network Access. for testing and certification. Circuit can only be used for testing and certification and testing and certification period is limited to three months. Wireless Connection for Wireless connection $5,000 per Third Party Data. of Cboe Pitch BZX connection initial Gig shaped data and charge plus monthly Cboe Pitch BYX Gig charge per shaped data. connection of $6,000. Fees are subject to a 30-day testing period, during which the monthly charge per connection is waived. Wireless Connection for Wireless connection $5,000 per Third Party Data. of Cboe EDGX Gig connection initial shaped data and charge plus monthly Cboe EDGA Gig charge per shaped data. connection of $6,000 Fees are subject to a 30-day testing period, during which the monthly charge per connection is waived. Wireless Connection for Wireless connection $5,000 per Third Party Data. of NASDAQ Totalview- connection initial ITCH data. charge plus monthly charge per connection of $8,500. Fees are subject to a 30-day testing period, during which the monthly charge per connection is waived. Wireless Connection for Wireless connection $5,000 per Third Party Data. of NASDAQ BX connection initial Totalview-ITCH data. charge plus monthly charge per connection of $6,000. Fees are subject to a 30-day testing period, during which the monthly charge per connection is waived. Wireless Connection for Wireless connection $5,000 per Third Party Data. of NASDAQ Totalview connection initial Ultra (FPGA). charge plus monthly charge per connection of $11,000. Fees are subject to a 30-day testing period, during which the monthly charge per connection is waived. Wireless Connection for Wireless connection $5,000 per Third Party Data. of NASDAQ Totalview- connection initial ITCH and BX charge plus monthly Totalview-ITCH data. charge per connection of $12,000. Fees are subject to a 30-day testing period, during which the monthly charge per connection is waived. [[Page 26320]] Wireless Connection for Wireless connection $5,000 per Third Party Data. of NASDAQ Totalview connection initial Ultra (FPGA) and BX charge plus monthly Totalview-ITCH data. charge per connection of $14,500. Fees are subject to a 30-day testing period, during which the monthly charge per connection is waived. Wireless Connection for Wireless connection $5,000 per Third Party Data. of Toronto Stock connection initial Exchange (TSX). charge plus monthly charge per connection of $8,500. Fees are subject to a 30-day testing period, during which the monthly charge per connection is waived. Wireless Connection for Port for wireless $3,000 monthly Third Party Data. connection. charge per port, excluding first port. Virtual Control Circuit 1Mb................. $200 monthly charge. between two Users. 3Mb................. $400 monthly charge. 5Mb................. $500 monthly charge. 10Mb................ $800 monthly charge. 25Mb................ $1,200 monthly charge. 50Mb................ $1,800 monthly charge. 100Mb............... $2,500 monthly charge. Hosting Fee................. .................... $1,000 monthly charge per cabinet per Hosted Customer for each cabinet in which such Hosted Customer is hosted. Data Center Fiber Cross Furnish and install $500 initial charge Connect. 1 cross connect. plus $600 monthly charge. Furnish and install $500 initial charge bundle of 6 cross plus $1,800 monthly connects. charge. Furnish and install $500 initial charge bundle of 12 cross plus $3,000 monthly connects. charge. Furnish and install $500 initial charge bundle of 18 cross plus $3,840 monthly connects. charge. Furnish and install $500 initial charge bundle of 24 cross plus $4,680 monthly connects between charge. cabinets within the See General Note 3. data center. Connection to Time Protocol Network Time $300 initial charge Feed. Protocol Feed plus $100 monthly (Note: LCN only). charge. Precision Time $1,000 initial Protocol. charge plus $250 monthly charge. GPS Time Source $3,000 initial (Note: dedicated charge plus $400 cabinets only). monthly charge. Expedite Fee................ Expedited $4,000 per request. installation/ completion of a User's co-location service. ------------------------------------------------------------------------ Service-Related Fees The Exchange proposes to adopt the same services and fees set forth in the Affiliate SRO Price Lists under ``Change Fee''; ``Initial Install Services''; ``Hot Hands Service''; ``Shipping and Receiving''; ``Badge Request''; ``External Cabinet Cable Tray''; ``Custom External Cabinet Cable Tray'' and ``Visitor Security Escort'' (collectively, the ``Service-related Fees'') and related note, as follows. Change Fee: As in the Affiliate SRO Price Lists, the Exchange proposes to charge a User a ``Change Fee'' if the User requests a change to one or more existing co-location services that the Exchange has already established or completed for the User.\38\ The Change Fee would be charged per order. If a User ordered two or more services at one time (for example, through submitting an order form requesting multiple services) the User would be charged a one-time Change Fee, which would cover the multiple services. --------------------------------------------------------------------------- \38\ See id. --------------------------------------------------------------------------- Initial Install Services: As in the Affiliate SRO Price Lists, the Exchange proposes to charge a User an ``Initial Install Services'' fee for the installation of a dedicated or partial cabinet.\39\ The proposed fee would be lower for a partial cabinet. The Initial Install Services fee would include initial racking of equipment in the cabinet, provision of cables and labor. The number of hours would depend on whether the cabinet was partial or dedicated. --------------------------------------------------------------------------- \39\ See note 20, supra. --------------------------------------------------------------------------- Hot Hands Service: As in the Affiliate SRO Price Lists, the Exchange proposes to offer Users a ``Hot Hands'' service, which would allow Users to use on-site data center personnel to maintain User equipment, support network troubleshooting, rack and stack a server in a User's cabinet; power recycling; and install and document the fitting of cable in a User's cabinet(s).\40\ The Hot Hands fee would be charged per half hour. --------------------------------------------------------------------------- \40\ See Securities Exchange Act Release Nos. 72721 (July 30, 2014), 79 FR 45562 (August 5, 2014) (SR-NYSE-2014-37); 72719 (July 30, 2014), 79 FR 45502 (August 5, 2014) (SR-NYSEMKT-2014-61); and 72720 (July 30, 2014), 79 FR 45577 (August 5, 2014) (SR-NYSEArca- 2014-81). --------------------------------------------------------------------------- Shipping and Receiving: As in the Affiliate SRO Price Lists, the Exchange proposes to offer Users shipping and receiving services, with a per shipment fee for the receipt of one shipment of goods at the data center from the User or supplier.\41\ --------------------------------------------------------------------------- \41\ See note 5, supra. --------------------------------------------------------------------------- Badge Request: As in the Affiliate SRO Price Lists, the Exchange proposes to offer Users the option to obtain a permanent data center site access badge for a User representative.\42\ --------------------------------------------------------------------------- \42\ See id. --------------------------------------------------------------------------- External Cabinet Cable Tray: As in the Affiliate SRO Price Lists, the Exchange proposes to offer to engineer, furnish and install a Rittal 5'' H x 12'' W cable tray on a cabinet for a flat fee per tray.\43\ --------------------------------------------------------------------------- \43\ See id. --------------------------------------------------------------------------- Custom External Cabinet Cable Tray: As in the Affiliate SRO Price Lists, the Exchange proposes to offer to engineer, furnish and install 4'' H x 24'' W custom basket cable tray above a client's cabinet rows for a fee per linear foot.\44\ --------------------------------------------------------------------------- \44\ See id. --------------------------------------------------------------------------- [[Page 26321]] Visitor Security Escort: As in the Affiliate SRO Price Lists, the Exchange proposes that User representatives be required to be accompanied by a visitor security escort during visits to the data center, unless visiting the User's cage. A fee per visit would be charged.\45\ The proposed requirement would include User representatives who have a permanent data center site access badge. --------------------------------------------------------------------------- \45\ See note 17, supra. --------------------------------------------------------------------------- In order to be able to meet its obligation to accommodate demand, and in particular to make available more contiguous, larger spaces for new and existing Users, if necessary, the Exchange would exercise its right to move some Users' equipment within the data center (``Migration''). To manage the process for a future Migration, the Exchange proposes to put the same Migration procedures in place as the Affiliate SROs, as follow: \46\ --------------------------------------------------------------------------- \46\ See Securities Exchange Act Release Nos. 76269 (October 26, 2015), 80 FR 66942 (October 30, 2015) (SR-NYSE-2015-42); 76268 (October 26, 2015), 80 FR 66944 (October 30, 2015) (SR-NYSEMKT-2015- 70); and 76270 (October 26, 2015), 80 FR 66958 (October 30, 2015) (SR-NYSEArca-2015-85). First, the Exchange would identify Users that would be required to move in the Migration based on (a) the current location of the User and its current equipment and power requirements and (b) the availability of another location in the Data Center that would accommodate the equipment and power requirements for which such User currently subscribes. No User would be required to move more than once within any 12-month period. Second, the Exchange would notify a User in writing (the ``Notice'') that the User's equipment and network connections in the Data Center were to be moved as part of the Migration. The Notice would identify the 90-day period during which the User must move its equipment, which period would commence at least 60 days from the date of the Notice. The exact date or dates for the move for each User would be agreed upon between the User and the Exchange. If a move date or dates cannot be agreed on, the Exchange would schedule the move for a date or dates no later than 180 days after the date of the Notice. Third, each User's move would be facilitated by the Exchange in cooperation with the User, including the un-racking and re-racking of all of the User's equipment, and the re-installation of the User's networking connections, and the Exchange would make reasonable efforts to ensure that the moves take place outside of the Exchange's hours for business. Fourth, in connection with facilitating each User's move, the Exchange proposes to waive certain fees. Specifically, the Exchange proposes to waive: [cir] The monthly recurring fees for the User's existing space, based on the rate of the monthly recurring fees that the User is paying as of the date of the Notice, for the month during which the User's move takes place. This waiver of the monthly recurring fees would mean that the User would not incur these fees for the period of overlapping use of the equipment and services in the old and the new locations, as long as the move is completed within one month. [cir] all Service-Related Fees that the User would incur if such a move were to take place at a User's request with respect to the User's existing services and equipment. [cir] for the month following the completion of a User's move, the monthly recurring charges for that User, based on the rate of the monthly recurring fees that the User is paying as of the date of the Notice, in consideration for the Migration. The Exchange proposes to add a note to each Service-Related Fee outlining the Migration process, as in the Affiliate SRO Price Lists.\47\ The Exchange proposes to add the following fees and note to its Price List: --------------------------------------------------------------------------- \47\ The Exchange notes that, while the other Affiliate SRO Price Lists use three asterisks to identify the Service-Related Fees and the corresponding note, the NYSE Amex Options Fee Schedule uses the numeral ``1''. The Exchange proposes to use three asterisks. ------------------------------------------------------------------------ Type of service Description Amount of charge ------------------------------------------------------------------------ Change Fee ***.............. Change to a co- $950 per request. location service that has already been installed/ completed for a User. Initial Install Services *** Dedicated Cabinet: $800 per dedicated (Required per cabinet). Includes initial cabinet. racking of equipment in cabinet and provision of cables (4 hrs). Partial Cabinet: $400 per eight-rack Includes initial unit in a partial racking of cabinet. equipment in cabinet and provision of cables (2 hrs). Hot Hands Service ***....... Allows Users to use $100 per half hour. on-site data center personnel to maintain User equipment, support network troubleshooting, rack and stack, power recycling, and install and document cable. Shipping and Receiving ***.. Receipt of one $100 per shipment. shipment of goods at data center from User/supplier. Includes coordination of shipping and receiving. Badge Request ***........... Request for $50 per badge. provision of a permanent data center site access badge for a User representative. External Cabinet Cable Tray Engineer, furnish $400 per tray. ***. and install Rittal 5'' H x 12'' W cable tray on cabinet. Custom External Cabinet Engineer, furnish $100 per linear Cable Tray ***. and install 4'' H x foot. 24'' W custom basket cable tray above client's cabinet rows. Visitor Security Escort ***. All User $75 per visit. representatives are required to be accompanied by a visitor security escort during visits to the data center, unless visiting the User's cage. Requirement includes User representatives who have a permanent data center site access badge. ------------------------------------------------------------------------ *** These fees are waived for the move of a User's equipment within the Data Center when incurred in connection with such a move required by the Exchange (``Migration Move''). A User selected by the Exchange for a Migration Move will receive written notice (the ``Notice''). The Notice will identify the 90-day period during which a User must move its equipment, which period would commence at least 60 days from the date of the Notice. Monthly recurring fees for the User's existing space based on the rate of the monthly recurring fees that the User was paying as of the date of the Notice are also waived for the month during which a User's Migration Move takes place, so the User would not incur these fees for the period of overlapping use of equipment and services in the old and new locations. In addition, the monthly recurring charges are waived for the month following the completion of a User's Migration Move, based on the rate of the monthly recurring fees that the User was paying as of the date of the Notice. No User will be required to move more than once within any 12-month period. [[Page 26322]] Connectivity to Third Party Systems, Data Feeds, Testing and Certification Feeds, and DTCC The Exchange proposes to adopt the same services and fees set forth in the Affiliate SRO Price Lists under ``Connectivity to Third Party Systems, Data Feeds, Testing and Certification Feeds, and DTCC.'' \48\ --------------------------------------------------------------------------- \48\ See note 33, supra. --------------------------------------------------------------------------- Connectivity to Third Party Systems: As in the Affiliate SRO Price Lists, the Exchange proposes to provide that Users may obtain access to the trading and execution services of Third Party markets and other content service providers (``Third Party Systems'') of multiple third party markets and other content service providers for a fee.\49\ Users would connect to Third Party Systems over the IP network. --------------------------------------------------------------------------- \49\ See id. --------------------------------------------------------------------------- In order to obtain access to a Third Party System, a User would enter into an agreement with the relevant third party content service provider, pursuant to which the third party content service provider would charge the User for access to the Third Party System. The Exchange would then establish a unicast connection between the User and the relevant third party content service provider over the IP network. The Exchange would charge the User for the connectivity to the Third Party System. A User would only receive, and would only be charged for, access to Third Party Systems for which it enters into agreements with the third party content service provider. With the exception of the ICE feed, the Exchange would have no ownership interest in the Third Party Systems. Establishing a User's access to a Third Party System would not give the Exchange any right to use the Third Party Systems. Connectivity to a Third Party System would not provide access or order entry to the Exchange's execution system, and a User's connection to a Third Party System would not be through the Exchange's execution system. The Exchange would charge a monthly recurring fee for connectivity to a Third Party System. Specifically, when a User requested access to a Third Party System, it would identify the applicable third party market or other content service provider and what bandwidth connection it required. The Exchange proposes to add the following fees and language to its Price List: Connectivity to Third Party Systems Pricing for access to the execution systems of third party markets and other service providers (Third Party Systems) is for connectivity only. Connectivity to Third Party Systems is subject to any technical provisioning requirements and authorization from the provider of the data feed. Connectivity to Third Party Systems is over the IP network. Any applicable fees are charged independently by the relevant third party content service provider. The Exchange is not the exclusive method to connect to Third Party Systems. ------------------------------------------------------------------------ Monthly recurring fee Bandwidth of connection to Third Party System per connection to Third Party System ------------------------------------------------------------------------ 1Mb..................................................... $200 3Mb..................................................... 400 5Mb..................................................... 500 10Mb.................................................... 800 25Mb.................................................... 1,200 50Mb.................................................... 1,800 100Mb................................................... 2,500 200 Mb.................................................. 3,000 1 Gb.................................................... 3,500 ------------------------------------------------------------------------ ------------------------------------------------------------------------ Third Party Systems ------------------------------------------------------------------------- Americas Trading Group (ATG). BATS. Boston Options Exchange (BOX). Chicago Board Options Exchange (CBOE). Chicago Mercantile Exchange (CME Group). Chicago Stock Exchange (CHX). Credit Suisse. Euronext Optiq Cash and Derivatives Unicast (EUA). Euronext Optiq Cash and Derivatives Unicast (Production). International Securities Exchange (ISE). Investors Exchange (IEX). Miami International Securities Exchange. MIAX PEARL. Nasdaq. NYFIX Marketplace. OneChicago. TMX Group. ------------------------------------------------------------------------ Connectivity to Third Party Data Feeds: As in the Affiliate SRO Price Lists, the Exchange proposes to provide that Users may obtain connectivity to data feeds from third party markets and other content service providers (``Third Party Data Feeds'') for a fee.\50\ The Exchange would receive Third Party Data Feeds from multiple national securities exchanges and other content service providers at its data center. It would then provide connectivity to that data to Users for a fee. With the exceptions of Global OTC and ICE Data Global Index, Users would connect to Third Party Data Feeds over the IP network. --------------------------------------------------------------------------- \50\ See id. --------------------------------------------------------------------------- In order to connect to a Third Party Data Feed, a User would enter into a contract with the relevant third party market or other content service provider, pursuant to which the content service provider would charge the User for the Third Party Data Feed. The Exchange would receive the Third Party Data Feed over its fiber optic network and, after the data provider and User enter into the contract and the Exchange receives authorization from the data provider, the Exchange would re-transmit the data to the User over the User's port. The Exchange would charge the User for the connectivity to the Third Party Data Feed. A User would only receive, and would only be charged for, connectivity to the Third Party Data Feeds for which it entered into contracts. With the exception of the ICE Data Services, ICE and Global OTC feeds, the Exchange would have no affiliation with the sellers of the Third Party Data Feeds. It would have no right to use the Third Party Data Feeds other than as a redistributor of the data. The Third Party Data Feeds would not provide access or order entry to the Exchange's execution system. With the exception of the ICE feeds, the Third Party Data Feeds would not provide access or order entry to the execution systems of the third party generating the feed. The Exchange would receive Third Party Data Feeds via arms-length agreements and would have no inherent advantage over any other distributor of such data. The Exchange would charge a monthly recurring fee for connectivity to each Third Party Data Feed. The monthly recurring fee would be per Third Party Data Feed, with the exception that the monthly recurring fee for the ICE Data Services Consolidated Feeds (including the ICE Data Services Consolidated FeedsShared Farm feeds), SR Labs--SuperFeeds and MSCI feeds would vary by the bandwidth of the connection. Depending on its needs and bandwidth, a User may opt to receive all or some of the feeds or services included in a Third Party Data Feed. Third Party Data Feed providers may charge redistribution fees. The Exchange proposes that, when it receives a redistribution fee, it pass through the charge to the User, without change to the fee. The fee would be labeled as a pass-through of a redistribution fee on the User's invoice. As in the Affiliate SRO Price Lists, the Exchange proposes to add language to the Price List accordingly. The Exchange proposes that it not charge Users that are third party markets or content providers for connectivity to their own feeds, as it understands that such parties generally receive their own feeds for purposes of diagnostics and [[Page 26323]] testing. As in the Affiliate SRO Price Lists, the Exchange proposes to add language to the Price List accordingly. The Exchange proposes to add the following fees and language to its Price List: Connectivity to Third Party Data Feeds Pricing for data feeds from third party markets and other content service providers (Third Party Data Feeds) is for connectivity only. Connectivity to Third Party Data Feeds is subject to any technical provisioning requirements and authorization from the provider of the data feed. Connectivity to Third Party Data Fees is over the IP network, with the exception that Users can connect to Global OTC and ICE Data Global Index over the IP network or LCN. Market data fees are charged independently by the relevant third party market or content service provider. The Exchange is not the exclusive method to connect to Third Party Data Feeds. Third Party Data Feed providers may charge redistribution fees. When the Exchange receives a redistribution fee, it passes through the charge to the User, without change to the fee. The fee is labeled as a pass-through of a redistribution fee on the User's invoice. The Exchange does not charge third party markets or content providers for connectivity to their own feeds. ------------------------------------------------------------------------ Monthly recurring connectivity Third Party Data Feed fee per Third Party Data Feed ------------------------------------------------------------------------ Boston Options Exchange (BOX)........................... $1,000 Cboe BZX Exchange (CboeBZX) and Cboe BYX Exchange 2,000 (CboeBYX).............................................. Cboe EDGX Exchange (CboeEDGX) and Cboe EDGA Exchange 2,000 (CboeEDGA)............................................. Chicago Board Options Exchange (CBOE)................... 2,000 Chicago Stock Exchange (CHX)............................ 400 CME Group............................................... 3,000 Euronext Optiq Compressed Cash.......................... 900 Euronext Optiq Compressed Derivatives................... 600 Euronext Optiq Shaped Cash.............................. 1,200 Euronext Optiq Shaped Derivatives....................... 900 Financial Industry Regulatory Authority (FINRA)......... 500 Global OTC.............................................. 100 ICE Data Global Index................................... 100 ICE Data Services Consolidated Feed <=100 Mb............ 200 ICE Data Services Consolidated Feed >100 Mb to <=1 Gb... 500 ICE Data Services Consolidated Feed >1Gb................ 1,000 ICE Data Services Consolidated Feed Shared Farm <=100Mb. 200 ICE Data Services Consolidated Feed Shared Farm >100 Mb 500 to <=1 Gb.............................................. ICE Data Services Consolidated Feed Shared Farm >1Gb.... 1,000 ICE Data Services PRD................................... 200 ICE Data Services PRD CEP............................... 400 Intercontinental Exchange (ICE)......................... 1,500 International Securities Exchange (ISE)................. 1,000 Investors Exchange (IEX)................................ 1,000 Miami International Securities Exchange/MIAX PEARL...... 2,000 Montr[eacute]al Exchange (MX)........................... 1,000 MSCI 5 Mb............................................... 500 MSCI 25 Mb.............................................. 1,200 NASDAQ Stock Market..................................... 2,000 NASDAQ OMX Global Index Data Service.................... 100 NASDAQ OMDF............................................. 100 NASDAQ UQDF & UTDF...................................... 500 OneChicago.............................................. 1,000 OTC Markets Group....................................... 1,000 SR Labs--SuperFeed <500 Mb.............................. 250 SR Labs--SuperFeed >500 Mb to <1.25 Gb.................. 800 SR Labs--SuperFeed >1.25 Gb............................. 1,000 TMX Group............................................... 2,500 ------------------------------------------------------------------------ Connectivity to Third Party Testing and Certification Feeds: As in the Affiliate SRO Price Lists, the Exchange proposes to provide that Users may obtain connectivity to third party testing and certification feeds.\51\ Certification feeds would be used to certify that a User conforms to any of the relevant content service provider's requirements for accessing Third Party Systems or receiving Third Party Data, while testing feeds would provide Users an environment in which to conduct tests with non-live data. Such feeds, which would solely be used for certification and testing and do not carry live production data, would be available over the IP network. --------------------------------------------------------------------------- \51\ See id. --------------------------------------------------------------------------- The Exchange proposes to add the following fees and language to its Price List: Connectivity to Third Party Testing and Certification Feeds The Exchange provides connectivity to third party testing and certification feeds provided by third party markets and other content service providers. Pricing for third party testing and certification feeds is for connectivity only. Connectivity to third party testing and certification feeds is subject to any technical provisioning requirements and authorization from the provider of the [[Page 26324]] data feed. Connectivity to third party testing and certification feeds is over the IP network. Any applicable fees are charged independently by the relevant third party market or content service provider. The Exchange is not the exclusive method to connect to third party testing and certification feeds. ------------------------------------------------------------------------ ------------------------------------------------------------------------ Connectivity to third party certification $100 monthly recurring fee and testing feeds. per feed. ------------------------------------------------------------------------ Connectivity to DTCC: As in the Affiliate SRO Price Lists, the Exchange proposes to provide Users connectivity to Depository Trust & Clearing Corporation (``DTCC'') for clearing, fund transfer, insurance, and settlement services.\52\ --------------------------------------------------------------------------- \52\ See id. --------------------------------------------------------------------------- In order to connect to DTCC, a User would enter into a contract with DTCC, pursuant to which DTCC would charge the User for the services provided. The Exchange would receive the DTCC feed over its fiber optic network and, after DTCC and the User entered into the services contract and the Exchange received authorization from DTCC, the Exchange would provide connectivity to DTCC to the User over the User's IP network port. The Exchange would charge the User for the connectivity to DTCC. Connectivity to DTCC would not provide access or order entry to the Exchange's execution system, and a User's connection to DTCC would not be through the Exchange's execution system. The Exchange proposes to add the following fees and language to its Price List: Connectivity to DTCC Pricing for connectivity to DTCC feeds is for connectivity only. Connectivity to DTCC feeds is subject to any technical provisioning requirements and authorization from DTCC. Connectivity to DTCC feeds is over the IP network. Any applicable fees are charged independently by DTCC. The Exchange is not the exclusive method to connect to DTCC feeds. ------------------------------------------------------------------------ ------------------------------------------------------------------------ 5 Mb connection to DTCC................... $500 monthly recurring fee. 50 Mb connection to DTCC.................. $2,500 monthly recurring fee. ------------------------------------------------------------------------ Proposed Deletion of Current Fees and Rebates Set Forth on the Price List In addition to adding Co-Location Fees to the Price List, the Exchange also proposes to delete the current fees and credits set forth on the Price List, including the Transaction Fees and Rebates, Market Data Revenue, Regulatory Fee, Market Data, and Connectivity Fees. As noted above, the Exchange ceased operations on February 1, 2017 and in connection with the relevant filing, terminated the membership status of all Exchange ETP Holders.\53\ Because the Exchange has not been operating and does not have any ETP Holders, the Exchange has not been charging any of the fees set forth on the current Price List. In addition, the Exchange intends to file a separate proposed rule change to establish fees and credits for the re-launch of operations. The Exchange believes that deleting the fees and credits currently set forth on the Price List would promote transparency and reduce confusion among the public, members, and the Commission regarding the fees and credits that would be applicable when the Exchange re-launches trading, as the current fees and credits are now obsolete. --------------------------------------------------------------------------- \53\ See Termination Filing, supra note 4. --------------------------------------------------------------------------- * * * * * The proposed changes are not otherwise intended to address any other issues, and the Exchange is not aware of any problems that member organizations would have in complying with the proposed change. 2. Statutory Basis The Exchange believes that the proposed rule change is consistent with Section 6(b) of the Act,\54\ in general, and furthers the objectives of Section 6(b)(5) of the Act,\55\ in particular, because it is designed to prevent fraudulent and manipulative acts and practices, to promote just and equitable principles of trade, to foster cooperation and coordination with persons engaged in regulating, clearing, settling, processing information with respect to, and facilitating transactions in securities, to remove impediments to, and perfect the mechanisms of, a free and open market and a national market system and, in general, to protect investors and the public interest and because it is not designed to permit unfair discrimination between customers, issuers, brokers, or dealers. --------------------------------------------------------------------------- \54\ 15 U.S.C. 78f(b). \55\ 15 U.S.C. 78f(b)(4) & (5). --------------------------------------------------------------------------- The Exchange believes that offering co-location services would remove impediments to, and perfect the mechanisms of, a free and open market and a national market system and, in general, protect investors and the public interest because it would provide market participants with the option to co-locate, but would not require it. The Exchange would provide co-location services, including various options for cabinets, LCN and IP network access, connectivity to Included Data Products, Third Party Data Feeds, third party testing and certification feeds, DTCC and Wireless Third Party Data (collectively, ``Connectivity''), access to Exchange Systems and Third Party Systems (together, ``Access''), hosting, and services, as conveniences to Users. Use of any co-location services would be completely voluntary, and each market participant would be able to determine whether to use co-location services based on the requirements of its business operations. If it chose to co-locate, it would be able to determine what size of cabinet, form and latency of network, Access and Connectivity would best suits its needs. As alternatives to using co- location, a market participant would be able to access or connect to the Exchange through a connection to an Exchange access center outside the data center, a third party access center, or a third party vendor. The market participant could make such connection through a third party telecommunication provider, third party wireless network, the Secure Financial Transaction Infrastructure (``SFTI'') network, or a combination thereof. Further, by having the Price List set forth the same co-location services and fees offered by the Affiliate SROs, with only non- substantive differences from the Affiliate SRO Price Lists,\56\ the Exchange would remove impediments to, and perfect the mechanisms of, a free and open market and a national market system and, in general, protect investors and the public interest because Users would benefit from having consistent products and pricing across the Exchange and the three Affiliate SROs. As is true for the Affiliate SROs and as specified in the proposed Price List, a User that incurred co-location fees for a particular co-location service pursuant thereto would not be subject to co-location fees for the same co-location service charged by the Affiliate SROs. --------------------------------------------------------------------------- \56\ See notes 15 and 19, supra. --------------------------------------------------------------------------- The Exchange believes that the proposed changes would remove impediments to, and perfect the mechanisms of, a free and open market and a national market system and, in general, protect investors and the public interest because the Price List would set forth: (a) The relevant definitions and General Notes, including a detailed description of the Access and Connectivity Users receive with their purchase of access to the LCN or IP network; (b) the Cabinet-Related Fees; [[Page 26325]] (c) the Access and Service Fees; (d) the Service-related Fees; (e) a description of the Migration; and (f) information regarding connectivity to Third Party Systems, Third Party Data Feeds, third party testing and certification feeds, and DTCC. Such proposed Price List text would make the description of co-location services and fees accessible and transparent, providing market participants with clarity as to what services were offered within co-location and what the related fees would be. The Exchange believes that the proposal to provide Access and Connectivity would remove impediments to, and perfect the mechanisms of, a free and open market and a national market system and, in general, protect investors and the public interest because, by offering Access and Connectivity, the Exchange would give each User access and connectivity options. Providing Access and Connectivity would help each User tailor its data center operations to the requirements of its business operations by allowing it to select the form and latency of access and connectivity that best suits its needs. The Exchange would provide Access and Connectivity as conveniences to Users. As with all co-location services, use of Access or Connectivity would be completely voluntary. Each User would have several other access and connectivity options available to it. As alternatives to using the Access and Connectivity provided by the Exchange, a User would be able to access or connect to Exchange Systems, Third Party Systems, Included Data Products, Third Party Data Feeds, third party testing and certification feeds, DTCC and Wireless Third Party Data through another User or through a connection to an Exchange access center outside the data center, third party access center, or third party vendor. The User may make such connection through a third party telecommunication provider, third party wireless network, the SFTI network, or a combination thereof. Users would not be required to use any of their bandwidth for Access or Connectivity unless they wished to do so. Rather, a User would only receive the Access and Connectivity that it selected, and a User could change what Access or Connectivity it receives at any time, subject to authorization from the third party system or data provider, the Exchange or relevant Affiliate SRO. In addition, the Exchange believes that providing connectivity to testing and certification feeds would remove impediments to, and perfect the mechanisms of, a free and open market and a national market system and, in general, protect investors and the public interest because such feeds would provide Users an environment in which to conduct tests with non-live data, including testing for upcoming releases and product enhancements or the User's own software development, and allow Users to certify conformance to any applicable technical requirements. Similarly, the Exchange believes that providing connectivity to DTCC would remove impediments to, and perfect the mechanisms of, a free and open market and a national market system and, in general, protect investors and the public interest because it would provide efficient connection to clearing, fund transfer, insurance, and settlement services. Finally, the Exchange believes that the proposal to establish procedures and waive certain fees in connection with the movement of equipment at the data center in a Migration would remove impediments to, and perfect the mechanisms of, a free and open market and a national market system and, in general, protect investors and the public interest because it would allow the Exchange to have sufficient space in the data center to accommodate demand on an equitable basis for the foreseeable future. The Exchange believes that the waiver of overlapping monthly recurring charges, the waiver of the Service- Related Fees, and the waiver of one month of monthly recurring charges in a Migration would be reasonable because Users would be moving at the Exchange's request and the waivers would help to alleviate the burden on the Users that are required to move. The Exchange also believes that the proposed fee change is consistent with Section 6(b)(4) of the Act,\57\ 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. --------------------------------------------------------------------------- \57\ 15 U.S.C. 78f(b)(4). --------------------------------------------------------------------------- The Exchange believes that the proposed fees changes are consistent with Section 6(b)(4) of the Act for multiple reasons. The Exchange operates in a highly competitive market in which exchanges offer co- location services as a means to facilitate the trading and other market activities of those market participants who believe that co-location enhances the efficiency of their operations. Accordingly, fees charged for co-location services would be constrained by the active competition for the order flow of, and other business from, such market participants. If a particular exchange charges excessive fees for colocation services, affected market participants will opt to terminate their colocation arrangements with that exchange, and adopt a possible range of alternative strategies, including placing their servers in a physically proximate location outside the exchange's data center (which could be a competing exchange), or pursuing strategies less dependent upon the lower exchange-to-participant latency associated with co- location. Accordingly, the exchange charging excessive fees would stand to lose not only co-location revenues but also the liquidity of the formerly co-located trading firms, which could have additional follow- on effects on the market share and revenue of the affected exchange. The Exchange believes that the services and fees proposed herein are equitably allocated and not unfairly discriminatory because, in addition to the services being completely voluntary, they would be available to all Users on an equal basis (i.e., the same co-location services would be available to all Users). All Users that voluntarily elected to receive a co-location service would be charged the same amount for the same service. The Exchange believes that charging distinct fees for different co- location services would be reasonable and not unfairly discriminatory because not all Users would need, or wish, to utilize the same co- location services. The proposed variety of services would allow Users to select which co-location services to use, based on their business needs, and Users would only be charged for the services that they selected. By charging only those Users that utilize a co-location service the related fee, those Users that directly benefit from a service would support its cost. Similarly, the Exchange believes the proposed fees are reasonable because they would allow the Exchange to defray or cover the costs associated with offering different co-location services while providing Users the benefit of such services, including the benefits of, among other things, choosing among the array of different options for cabinets, power, LCN and IP network access, Connectivity, Access, hosting and services; having an efficient connection to clearing, fund transfer, insurance, and settlement services; and having an environment in which to conduct tests with nonlive data and to certify conformance to any applicable technical requirements. The Exchange believes that the proposed charges are reasonable, equitably allocated and not unfairly discriminatory because the Exchange [[Page 26326]] would offer co-location services as conveniences to Users, but in order to do so would have to provide, maintain and operate the data center facility hardware and technology infrastructure. The Exchange would need to expand the network infrastructure to keep pace with the number of services available to Users, including any increasing demand for bandwidth, and to establish any additional administrative controls. The Exchange would have to handle the installation, administration, monitoring, support and maintenance of such services, including by responding to any production issues. In addition, in order to provide connectivity to Third Party Data Feeds, Third Party Systems, third party testing and certification feeds and DTCC, the Exchange would have to maintain multiple connections to each Third Party Data Feed, Third Party System, and DTCC, allowing the Exchange to provide resilient and redundant connections; adapt to any changes made by the relevant third party; and cover any applicable fees (other than redistribution fees) charged by the relevant third party, such as port fees. The Exchange believes it is reasonable that redistribution fees charged by providers of Third Party Data Feeds would be passed through to the User, without change to the fee. If not passed through, the cost of the re-distribution fees would be factored into the proposed fees for connectivity to Third Party Data Feeds. The Exchange believes that passing through the fees makes them more transparent to the User, allowing the User to better assess the cost of the connectivity to a Third Party Data Feed by seeing the individual components of the cost, i.e. the Exchange's fee and the redistribution fee. The Exchange believes that it is reasonable to not charge third party markets or content providers for connectivity to their own Third Party Data Feeds, as the Exchange understands that such parties generally receive their own feeds for purposes of diagnostics and testing. The Exchange believes that facilitating such diagnostics and testing would remove impediments to, and perfect the mechanisms of, a free and open market and a national market system and, in general, protect investors and the public interest. The Exchange believes that the proposal to establish procedures and waive certain fees in connection with the movement of equipment at the data center in a Migration would provide for the equitable allocation of reasonable dues, fees, and other charges among its members, issuers and other persons using its facilities and would not unfairly discriminate between customers, issuers, brokers or dealers, because pursuant to the proposed procedures for selecting which Users would be required to move within the data center, a User would be required to move only if the Exchange would be able to accommodate such User's current space and power requirements at the new location, so as to minimize the disruption to the User. The Exchange believes that the waiver of overlapping monthly recurring charges, the waiver of the Service-Related Fees, and the waiver of one month of monthly recurring charges in a Migration would be reasonable because Users would be moving at the Exchange's request and the waivers would help to alleviate the burden on the Users that are required to move. Finally, the Exchange believes that the proposed rule change to delete the current fees and credits set forth on the Price List would remove impediments to and perfect the mechanism of a free and open market and a national market system because the Exchange ceased operations and terminated membership status of all ETP Holders, and therefore these fees and credits are now moot. Because the Exchange will file a separate proposed rule change to establish fees and credits for the re-launch of operations, the Exchange believes that leaving the current Price List as is could result in confusion among members, the public, and the Commission, which may believe that these are the fees that would be applicable for the re-launch. To reduce such potential confusion and to promote transparency, the Exchange proposes to delete these fees and credits. For the foregoing reasons, the Exchange believes that the proposal is consistent with the Act. B. Self-Regulatory Organization's Statement on Burden on Competition In accordance with Section 6(b)(8) of the Act,\58\ the Exchange believes that the proposed rule change would not impose any burden on competition that is not necessary or appropriate in furtherance of the purposes of the Act because all of the proposed services are completely voluntary. --------------------------------------------------------------------------- \58\ 15 U.S.C. 78f(b)(8). --------------------------------------------------------------------------- The Exchange believes that offering co-location services would not impose any burden on competition that is not necessary or appropriate in furtherance of the purposes of the Act because such proposed co- location services would provide market participants with the option to co-locate, but would not require it. Use of any co-location services would be completely voluntary, and each market participant would be able to determine whether to use co-location services based on the requirements of its business operations. In this way, the proposed changes would enhance competition by providing market participants with additional options for their business operations. In addition, the proposed co-location services would be available to all Users on an equal basis. All Users that voluntarily selected to receive co-location services, including cabinets, LCN and IP network access, Connectivity, Access and other services, would be charged the same amount for the same services. In the case of a Migration, all Users would be subject to the same proposed procedures for selecting which Users would be required to move within the data center and what fees would be affected. Further, the proposed changes would not impose any burden on competition that is not necessary or appropriate in furtherance of the purposes of the Act because the Price List would set forth the same co- location services and fees offered by the Affiliate SROs, with only non-substantive differences from the Affiliate SRO Price Lists, allowing Users to benefit from having consistent products and pricing across the Exchange and the three Affiliate SROs. The Exchange operates in a highly competitive market in which exchanges offer co-location services as a means to facilitate the trading and other market activities of those market participants who believe that co-location enhances the efficiency of their operations. Accordingly, fees charged for co-location services are constrained by the active competition for the order flow of, and other business from, such market participants. If a particular exchange charges excessive fees for co-location services, affected market participants will opt to terminate their co-location arrangements with that exchange, and adopt a possible range of alternative strategies, including placing their servers in a physically proximate location outside the exchange's data center (which could be a competing exchange), or pursuing strategies less dependent upon the lower exchange-to- participant latency associated with co-location. Accordingly, the exchange charging excessive fees would stand to lose not only co-location revenues but also the liquidity of the formerly co-located trading firms, which could have additional follow-on effects on the [[Page 26327]] market share and revenue of the affected exchange. 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 Exchange has filed the proposed rule change pursuant to Section 19(b)(3)(A)(iii) of the Act \59\ and Rule 19b-4(f)(6) thereunder.\60\ 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.\61\ --------------------------------------------------------------------------- \59\ 15 U.S.C. 78s(b)(3)(A)(iii). \60\ 17 CFR 240.19b-4(f)(6). \61\ 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. --------------------------------------------------------------------------- A proposed rule change filed under Rule 19b-4(f)(6) \62\ normally does not become operative prior to 30 days after the date of the filing. However, pursuant to Rule 19b4(f)(6)(iii),\63\ the Commission may designate a shorter time if such action is consistent with the protection of investors and the public interest. The Exchange has requested that the Commission waive the 30-day operative delay so that the proposed rule change may become operative immediately upon filing. The Exchange believes that such waiver is consistent with the protection of investors and the public interest because it would allow the Exchange to provide the proposed co-location services to coincide with the launch of the Exchange. The Exchange also notes that waiver would promote transparency and potentially reduce confusion among members, the public, and the Commission that could result from maintaining the former fees and credits on the Price List. The Commission believes that waiving the 30-day operative delay is consistent with the protection of investors and the public interest as it would allow the Exchange to offer co-location services without undue delay. Accordingly, the Commission waives the 30-day operative delay and designates the proposed rule change operative upon filing.\64\ --------------------------------------------------------------------------- \62\ 17 CFR 240.19b-4(f)(6). \63\ 17 CFR 240.19b-4(f)(6)(iii). \64\ For purposes only of waiving the 30-day operative delay, the Commission has considered the proposed rule's impact on efficiency, competition, and capital formation. See 15 U.S.C. 78c(f). --------------------------------------------------------------------------- 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) \65\ of the Act to determine whether the proposed rule change should be approved or disapproved. --------------------------------------------------------------------------- \65\ 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-NYSENAT-2018-07 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-NYSENAT-2018-07. 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 the 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-NYSENAT-2018-07 and should be submitted on or before June 27, 2018. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.\66\ --------------------------------------------------------------------------- \66\ 17 CFR 200.30-3(a)(12). --------------------------------------------------------------------------- Eduardo A. Aleman, Assistant Secretary. [FR Doc. 2018-12111 Filed 6-5-18; 8:45 am] BILLING CODE 8011-01-P
![26314 Federal Register / Vol. 83, No. 109 / Wednesday, June 6, 2018 / Notices
SECURITIES AND EXCHANGE A. Self-Regulatory Organization’s The Exchange requests that the
COMMISSION Statement of the Purpose of, and the proposed rule change become both
Statutory Basis for, the Proposed Rule effective and operative immediately
[Release No. 34–83351; File No. SR– Change upon filing.8
NYSENAT–2018–07] The proposed services and fees would
1. Purpose allow Users 9 ‘‘to rent space on premises
Self-Regulatory Organizations; NYSE The Exchange proposes to adopt co- controlled by the Exchange in order that
National, Inc.; Notice of Filing and location services and fees in connection they may locate their electronic servers
Immediate Effectiveness of Proposed with the re-launch of trading on the in close physical proximity to the
Rule Change To Adopt Co-Location Exchange and to amend the Price List to Exchange’s trading and execution
Services and Fees In Connection With provide for such co-location services. systems.’’ 10 The Exchange would
the Re-Launch of Trading on the The Exchange also proposes to delete provide co-location services to Users
Exchange and To Amend Its Schedule the current fees and credits set forth on from a data center in Mahwah, New
of Fees and Rebates To Provide for the Price List. Jersey (the ‘‘data center’’).
Such Co-Location Services On February 1, 2017, the Exchange As is true for the Affiliate SROs and
ceased trading operations.4 The as specified in the proposed Price List,
May 31, 2018. a User that incurs co-location fees for a
Exchange filed rule changes to re-launch
Pursuant to Section 19(b)(1) 1 of the trading operations.5 The Exchange particular co-location service pursuant
Securities Exchange Act of 1934 anticipates re-launching trading thereto would not be subject to co-
(‘‘Act’’) 2 and Rule 19b–4 thereunder,3 operations in the second quarter of location fees for the same co-location
notice is hereby given that on May 18, 2018. service charged by the Affiliate SROs.11
2018, NYSE National, Inc. (‘‘Exchange’’ As with the Affiliate SROs’ co-
or ‘‘NYSE National’’) filed with the Proposed Co-Location Services and Fees location services, Users that receive co-
Securities and Exchange Commission In connection with the anticipated re- location services from the Exchange
(‘‘Commission’’) the proposed rule launch of the Exchange’s trading would not receive any means of access
change as described in Items I and II operations, the Exchange proposes to to the Exchange’s trading and execution
below, which Items have been prepared offer the same co-location services and systems that is separate from or superior
by the self-regulatory organization. The fees offered by its affiliates, NYSE Arca, to that of Users that do not receive co-
Commission is publishing this notice to Inc. (‘‘NYSE Arca’’), NYSE American location services.12 All orders sent to
solicit comments on the proposed rule LLC (‘‘NYSE American’’), and New York the Exchange would enter the
change from interested persons. Stock Exchange LLC (‘‘NYSE’’ and, Exchange’s trading and execution
together, the ‘‘Affiliate SROs’’).6 systems through the same order gateway
I. Self-Regulatory Organization’s
Accordingly, the Exchange proposes to regardless of whether the sender is co-
Statement of the Terms of Substance of
adopt the same co-location provisions located in the Exchange’s data center or
the Proposed Rule Change
and fees set forth in the price lists and not. In addition, co-located Users would
The Exchange proposes to adopt co- fee schedules of its Affiliate SROs not receive any market data or data
location services and fees in connection (collectively, the ‘‘Affiliate SRO Price service product that is not available to
with the re-launch of trading on the Lists’’),7 with the non-substantive
Exchange and to amend its Schedule of differences described below. Equities Price List’’ (‘‘NYSE American Equities
Fees and Rebates (the ‘‘Price List’’) to Price List’’) at https://www.nyse.com/publicdocs/
nyse/markets/nyse-american/NYSE_America_
provide for such co-location services. 4 See Securities Exchange Act Release No. 80018
Equities_Price_List.pdf; ‘‘NYSE American Options
The Exchange also proposes to delete (February 10, 2017), 82 FR 10947 (February 16, Fee Schedule’’ (‘‘NYSE American Options Fee
the current fees and credits set forth on 2017) (SR–NSX–2017–04) (‘‘Termination Filing’’). Schedule’’) at https://www.nyse.com/publicdocs/
the Price List. The proposed rule change On January 31, 2017, Intercontinental Exchange, nyse/markets/american-options/NYSE_American_
Inc. (‘‘ICE’’), through its wholly-owned subsidiary Options_Fee_Schedule.pdf; ‘‘NYSE Arca Equities
is available on the Exchange’s website at NYSE Group, acquired all of the outstanding capital Fees and Charges’’ (‘‘NYSE Arca Equities Fee
www.nyse.com, at the principal office of stock of the Exchange (the ‘‘Acquisition’’). See Schedule’’) at https://www.nyse.com/publicdocs/
the Exchange, and at the Commission’s Securities Exchange Act Release No. 79902 (January nyse/markets/nyse-arca/NYSE_Arca_Marketplace_
Public Reference Room. 30, 2017), 82 FR 9258 (February 3, 2017) (SR–NSX– Fees.pdf; and ‘‘NYSE Arca Options Fees and
2016–16). Prior to the Acquisition, the Exchange Charges’’ (‘‘NYSE Arca Options Fee Schedule’’) at
II. Self-Regulatory Organization’s was named ‘‘National Stock Exchange, Inc.’’ https://www.nyse.com/publicdocs/nyse/markets/
5 See Securities Exchange Act Release No. 83289 arca-options/NYSE_Arca_Options_Fee_
Statement of the Purpose of, and Schedule.pdf.
(May 17, 2018) (notice of filing of Amendment No.
Statutory Basis for, the Proposed Rule 1 and order granting accelerated approval of a 8 See NYSE National Trading Rules Approval,
Change proposed rule change, as amended by Amendment note 5, supra.
No. 1, to support the re-launch of NYSE National, 9 Consistent with the Affiliate SRO Price Lists, for
In its filing with the Commission, the Inc. on the Pillar Trading Platform) (‘‘NYSE purposes of the Exchange’s co-location services, a
self-regulatory organization included National Trading Rules Approval’’). See also ‘‘User’’ shall mean any market participant that
statements concerning the purpose of, Securities Exchange Act Release No. 82819 (March requests to receive co-location services directly
and basis for, the proposed rule change 7, 2018), 83 FR 11098 (March 13, 2018) (SR– from the Exchange. See Securities Exchange Act
NYSENat–2018–02). Release Nos. 76008 (September 29, 2015), 80 FR
and discussed any comments it received 6 The Affiliate SROs initially filed rule changes 60190 (October 5, 2015) (SR–NYSE–2015–40);
on the proposed rule change. The text relating to their co-location services and related fees 76009 (September 29, 2015), 80 FR 60213 (October
of those statements may be examined at with the Commission in 2010. See Securities 5, 2015) (SR–NYSEMKT–2015–67); and 76010
Exchange Act Release Nos. 62960 (September 21, (September 29, 2015), 80 FR 60197 (October 5,
the places specified in Item IV below. 2015) (SR–NYSEArca–2015–82).
2010), 75 FR 59310 (September 27, 2010) (SR–
The Exchange has prepared summaries,
daltland on DSKBBV9HB2PROD with NOTICES
10 See 75 FR 59310, note 6, supra.
NYSE–2010–56); 62961 (September 21, 2010), 75
set forth in sections A, B, and C below, FR 59299 (September 27, 2010) (SR–NYSEAmex– 11 See Securities Exchange Act Release Nos.
of the most significant parts of such 2010–80); and 63275 (November 8, 2010), 75 FR 70206 (August 15, 2013), 78 FR 51765 (August 21,
statements. 70048 (November 16, 2010) (SR–NYSEArca–2010– 2013) (SR–NYSE–2013–59); 70176 (August 13,
100). 2013), 78 FR 50471 (August 19, 2013) (SR–
7 See ‘‘Co-Location Fees’’ in ‘‘New York Stock NYSEMKT–2013–67); and 70173 (August 13, 2013),
1 15 U.S.C. 78s(b)(1). Exchange Price List 2018’’ (‘‘NYSE Price List’’) at 78 FR 50459 (August 19, 2013) (SR–NYSEArca–
2 15 U.S.C. 78a. 2013–80).
https://www.nyse.com/publicdocs/nyse/markets/
3 17 CFR 240.19b–4. nyse/NYSE_Price_List.pdf; ‘‘NYSE American 12 See id.
VerDate Sep<11>2014 17:35 Jun 05, 2018 Jkt 244001 PO 00000 Frm 00063 Fmt 4703 Sfmt 4703 E:\FR\FM\06JNN1.SGM 06JNN1](https://thefederalregister.org/doc/83_FR_26423/page/1.svg)
![Federal Register / Vol. 83, No. 109 / Wednesday, June 6, 2018 / Notices 26315
all Users. However, Users that receive same co-location service charged by the available information regarding the entities
co-location services normally would other Affiliate SROs. The wording of and may request additional information to
expect reduced latencies in sending General Note 1 differs among the verify the Affiliate status of a User or Hosted
orders to the Exchange and receiving Affiliate SRO Price Lists both where it Customer. The Exchange shall approve a
request for a Partial Cabinet Solution bundle
market data from the Exchange. references the relevant price list or fee
unless it determines that the certification is
As with the co-location services of the schedule and where it lists the relevant not accurate.
Affiliate SROs, (i) neither a User nor any exchange’s affiliates.14 • If a User that has purchased a Partial
of the User’s customers would be The Exchange proposes to adopt the Cabinet Solution bundle becomes affiliated
permitted to submit orders directly to following General Note 1: 15 with one or more other Users or Hosted
the Exchange unless such User or A User that incurs co-location fees for a Customers and thereby no longer meets the
customer is a member organization, a particular co-location service pursuant to this conditions for access to the Partial Cabinet
Sponsored Participant or an agent Price List shall not be subject to co-location Solution bundle, or if the User otherwise
thereof (e.g., a service bureau providing fees for the same co-location service charged ceases to meet the conditions for access to
order entry services); (ii) use of the by the Exchange’s affiliates New York Stock the Partial Cabinet Solution bundle, the
proposed co-location services would be Exchange LLC (NYSE), NYSE American LLC Exchange will no longer offer it to such User
(NYSE American) and NYSE Arca, Inc. and the User will be charged for each of the
completely voluntary and available to
(NYSE Arca). services individually, at the price for each
all Users on a non-discriminatory basis; such service set out in the Price List. Such
and (iii) a User would only incur one General Note 2: The Exchange
price change would be effective as of the date
charge for the particular co-location proposes the same General Note 2 as in that the User ceased to meet the conditions.
service described herein, regardless of the Affiliate SRO Price Lists, setting
whether the User connects only to the forth the requirements for qualifying for In addition, a User that changes its
Exchange or to the Exchange and one or a ‘‘Partial Cabinet Solution’’ bundle.16 Partial Cabinet Solution bundle from
more of the Affiliate SROs.13 The proposed text is as follows: one option to another will not be subject
To qualify for a Partial Cabinet Solution to a second initial charge, but will be
Definitions
bundle, a User must meet the following required to pay the difference, if any,
The Exchange proposes to adopt the conditions: (1) It must purchase only one between the bundles’ initial charges.
definitions of ‘‘Affiliate,’’ ‘‘Aggregate Partial Cabinet Solution bundle; (2) the User
and its Affiliates must not currently have a General Note 3: The Exchange
Cabinet Footprint,’’ ‘‘Hosted Customer,’’ proposes the same General Note 3 as in
‘‘Hosting User,’’ and ‘‘User’’ as set forth Partial Cabinet Solution bundle; and (3) after
the purchase of the Partial Cabinet Solution the Affiliate SRO Price Lists, setting
in the Affiliate SRO Price Lists. forth the provisions relating to the use
bundle, the User, together with its Affiliates,
Specifically, the Exchange proposes the will have an Aggregate Cabinet Footprint of of a waitlist.17 The proposed text is as
following definitions: no more than 2 kW. follows:
• An ‘‘Affiliate’’ of a User is any other User • A User requesting a Partial Cabinet
Solution bundle will be required to certify to The initial and monthly charge for 2
or Hosted Customer that is under 50% or
the Exchange (a) whether any other Users or bundles of 24 cross connects will be waived
greater common ownership or control of the
Hosted Customers are Affiliates of the for a User that is waitlisted for a cage for the
first User.
duration of the waitlist period, provided that
• ‘‘Aggregate Cabinet Footprint’’ of a User certificating User, and (b) that after the
purchase of the Partial Cabinet Solution the cross connects may only be used to
or Hosted Customer is (a) for a User, the total
bundle, the User, together with its Affiliates, connect the User’s non-contiguous cabinets.
kW of the User’s cabinets, including both
would have an Aggregate Cabinet Footprint The charge will no longer be waived once a
partial and dedicated cabinets, and (b), for a
Hosted Customer, the total kW of the portion of no more than 2 kW. The certificating User User is removed from the waitlist.
of the Hosting User’s cabinet, whether partial will be required to inform the Exchange • If a waitlist is created, a User seeking a
or dedicated, allocated to such Hosted immediately of any event that causes another new cage will be placed on the waitlist based
Customer. User or Hosted Customer to become an on the date a signed order for the cage is
• A ‘‘Hosted Customer’’ means a customer Affiliate. The Exchange shall review received.
of a Hosting User that is hosted in a Hosting • A User that turns down a cage because
User’s co-location space. 14 For example, the NYSE Arca Options Fee it is not the correct size will remain on the
• A ‘‘Hosting User’’ means a User of co- Schedule provides that ‘‘[a] User that incurs co- waitlist. A User that requests to be removed
location services that hosts a Hosted location fees for a particular co-location service or that turns down a cage that is the size that
pursuant to this Fee Schedule shall not be subject it requested will be removed from the
Customer in the User’s co-location space. to co-location fees for the same co-location service
• A ‘‘User’’ means any market participant waitlist.
charged pursuant to the NYSE Arca Equities Fee • A User that is removed from the waitlist
that requests to receive co-location services Schedule or by the Exchange’s affiliates NYSE
directly from the Exchange. American LLC (NYSE American) and New York
but subsequently requests a cage will be
Stock Exchange LLC (NYSE)’’ (emphasis added) added back to the bottom of the waitlist,
As in the Affiliate SRO Price Lists, the while the NYSE Price List provides that ‘‘[a] User provided that, if the User was removed from
Exchange would specify that the that incurs co-location fees for a particular co- the waitlist because it turned down a cage
definitions were for purposes of the co- location service pursuant to this Price List shall not that is the size that it requested, it will not
location fees only. be subject to co-location fees for the same co- receive a second waiver of the charge.
location service charged by the Exchange’s affiliates
General Notes NYSE American LLC (NYSE American) and NYSE General Note 4: Proposed General
Arca, Inc. (NYSE Arca).’’ (emphasis added) The
The Exchange proposes to adopt Exchange’s proposed text for General Note 1 is Note 4 would establish that, when a
General Notes 1 through 4 as set forth consistent with the wording of General Note 1 in User purchases access to the Liquidity
in the Affiliate SRO Price Lists, subject the NYSE Price List. Center Network (‘‘LCN’’) or the internet
15 Each Affiliate SRO will submit a proposed rule
to the differences discussed below. protocol (‘‘IP’’) network, the two local
daltland on DSKBBV9HB2PROD with NOTICES
change to update General Note 1 to include NYSE
General Note 1: General Note 1 of the National.
area networks available in the data
Affiliate SRO Price Lists provides that a 16 See Securities Exchange Act Release Nos.
User that incurs co-location fees for a 77072 (February 5, 2016), 81 FR 7394 (February 11, 17 See Securities Exchange Act Release Nos.
particular co-location service would not 2016) (SR–NYSE–2015–53); 77071 (February 5, 77681 (April 21, 2016), 81 FR 24915 (April 27, 2016
2016), 81 FR 7382 (February 11, 2016) (SR– (SR–NYSE–2016–13); 77680 (April 21, 2016), 81 FR
be subject to co-location fees for the NYSEMKT–2015–89); and 77070 (February 5, 24905 (April 27, 2016) (NYSEMKT–2016–17); and
2016), 81 FR 7401 (February 11, 2016) (SR– 77682 (April 21, 2016), 81 FR 24913 (April 27, 2016
13 See id. NYSEArca–2015–102). (NYSEArca–2016–21).
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![Federal Register / Vol. 83, No. 109 / Wednesday, June 6, 2018 / Notices 26327
market share and revenue of the affected and the Commission that could result change that are filed with the
exchange. from maintaining the former fees and Commission, and all written
For the reasons described above, the credits on the Price List. The communications relating to the
Exchange believes that the proposed Commission believes that waiving the proposed rule change between the
rule change reflects this competitive 30-day operative delay is consistent Commission and any person, other than
environment. with the protection of investors and the those that may be withheld from the
C. Self-Regulatory Organization’s public interest as it would allow the public in accordance with the
Statement on Comments on the Exchange to offer co-location services provisions of 5 U.S.C. 552, will be
Proposed Rule Change Received From without undue delay. Accordingly, the available for website viewing and
Members, Participants, or Others Commission waives the 30-day printing in the Commission’s Public
operative delay and designates the Reference Room, 100 F Street NE,
No written comments were solicited proposed rule change operative upon Washington, DC 20549 on official
or received with respect to the proposed filing.64 business days between the hours of
rule change. At any time within 60 days of the 10:00 a.m. and 3:00 p.m. Copies of the
III. Date of Effectiveness of the filing of such proposed rule change, the filing also will be available for
Proposed Rule Change and Timing for Commission summarily may inspection and copying at the principal
Commission Action temporarily suspend such rule change if office of the Exchange. All comments
it appears to the Commission that such received will be posted without change.
The Exchange has filed the proposed action is necessary or appropriate in the Persons submitting comments are
rule change pursuant to Section public interest, for the protection of cautioned that we do not redact or edit
19(b)(3)(A)(iii) of the Act 59 and Rule investors, or otherwise in furtherance of personal identifying information from
19b–4(f)(6) thereunder.60 Because the the purposes of the Act. If the comment submissions. You should
proposed rule change does not: (i) Commission takes such action, the submit only information that you wish
Significantly affect the protection of Commission shall institute proceedings to make available publicly. All
investors or the public interest; (ii) under Section 19(b)(2)(B) 65 of the Act to submissions should refer to File
impose any significant burden on determine whether the proposed rule Number SR–NYSENAT–2018–07 and
competition; and (iii) become operative change should be approved or should be submitted on or before June
prior to 30 days from the date on which disapproved. 27, 2018.
it was filed, or such shorter time as the
Commission may designate, if IV. Solicitation of Comments For the Commission, by the Division of
consistent with the protection of Trading and Markets, pursuant to delegated
Interested persons are invited to authority.66
investors and the public interest, the submit written data, views, and Eduardo A. Aleman,
proposed rule change has become arguments concerning the foregoing,
effective pursuant to Section 19(b)(3)(A) Assistant Secretary.
including whether the proposed rule
of the Act and Rule 19b–4(f)(6)(iii) [FR Doc. 2018–12111 Filed 6–5–18; 8:45 am]
change is consistent with the Act.
thereunder.61 Comments may be submitted by any of BILLING CODE 8011–01–P
A proposed rule change filed under the following methods:
Rule 19b–4(f)(6) 62 normally does not
become operative prior to 30 days after Electronic Comments SECURITIES AND EXCHANGE
the date of the filing. However, pursuant • Use the Commission’s internet COMMISSION
to Rule 19b4(f)(6)(iii),63 the Commission comment form (http://www.sec.gov/ [Release No. 34–83357; File No. SR–
may designate a shorter time if such rules/sro.shtml); or NYSEAMER–2018–24]
action is consistent with the protection • Send an email to rule-comments@
of investors and the public interest. The sec.gov. Please include File Number SR– Self-Regulatory Organizations; NYSE
Exchange has requested that the NYSENAT–2018–07 on the subject line. American LLC; Notice of Filing and
Commission waive the 30-day operative Immediate Effectiveness of Proposed
delay so that the proposed rule change Paper Comments Rule Change To Amend Rule 7.37E and
may become operative immediately • Send paper comments in triplicate Rule 7.45E With Respect to NYSE
upon filing. The Exchange believes that to Secretary, Securities and Exchange National’s Reopening of Trading and
such waiver is consistent with the Commission, 100 F Street NE, Reactivating Connection to the
protection of investors and the public Washington, DC 20549–1090. Securities Information Processors
interest because it would allow the All submissions should refer to File
May 31, 2018.
Exchange to provide the proposed co- Number SR–NYSENAT–2018–07. This
file number should be included on the Pursuant to Section 19(b)(1) 1 of the
location services to coincide with the
subject line if email is used. To help the Securities Exchange Act of 1934 (the
launch of the Exchange. The Exchange
Commission process and review your ‘‘Act’’) 2 and Rule 19b–4 thereunder,3
also notes that waiver would promote
comments more efficiently, please use notice is hereby given that on May 18,
transparency and potentially reduce
only one method. The Commission will 2018, NYSE American LLC (the
confusion among members, the public,
post all comments on the Commission’s ‘‘Exchange’’ or ‘‘NYSE American’’) filed
59 15 U.S.C. 78s(b)(3)(A)(iii). internet website (http://www.sec.gov/ with the Securities and Exchange
60 17 CFR 240.19b–4(f)(6). rules/sro.shtml). Copies of the Commission (‘‘Commission’’) the
61 17 CFR 240.19b–4(f)(6). In addition, Rule 19b–
submission, all subsequent proposed rule change as described in
Items I and II below, which Items have
daltland on DSKBBV9HB2PROD with NOTICES
4(f)(6) requires a self-regulatory organization to give
the Commission written notice of its intent to file
amendments, all written statements
with respect to the proposed rule been prepared by the self-regulatory
the proposed rule change at least five business days
prior to the date of filing of the proposed rule
organization. The Commission is
change, or such shorter time as designated by the 64 For purposes only of waiving the 30-day
66 17 CFR 200.30–3(a)(12).
Commission. The Exchange has satisfied this operative delay, the Commission has considered the
requirement. proposed rule’s impact on efficiency, competition, 1 15 U.S.C. 78s(b)(1).
62 17 CFR 240.19b–4(f)(6). and capital formation. See 15 U.S.C. 78c(f). 2 15 U.S.C 78a.
63 17 CFR 240.19b–4(f)(6)(iii). 65 15 U.S.C. 78s(b)(2)(B). 3 17 CFR 240.19b–4.
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Document Created: 2018-06-06 00:54:00
Document Modified: 2018-06-06 00:54:00
| Category | Regulatory Information | |
| Collection | Federal Register | |
| sudoc Class | AE 2.7: GS 4.107: AE 2.106: | |
| Publisher | Office of the Federal Register, National Archives and Records Administration | |
| Section | Notices | |
| FR Citation | 83 FR 26314 |
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