83_FR_28399 83 FR 28282 - Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend the NYSE Arca Equities Fees and Charges

83 FR 28282 - Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend the NYSE Arca Equities Fees and Charges

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 83, Issue 117 (June 18, 2018)

Page Range28282-28284
FR Document2018-12934

Federal Register, Volume 83 Issue 117 (Monday, June 18, 2018)
[Federal Register Volume 83, Number 117 (Monday, June 18, 2018)]
[Notices]
[Pages 28282-28284]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2018-12934]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-83418; File No. SR-NYSEArca-2018-41]


Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing 
and Immediate Effectiveness of Proposed Rule Change To Amend the NYSE 
Arca Equities Fees and Charges

June 12, 2018.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 
1934 (the ``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby 
given that, on June 1, 2018, NYSE Arca, Inc. (the ``Exchange'' or 
``NYSE Arca'') filed with the Securities and Exchange Commission (the 
``Commission'') the proposed rule change as described in Items I, II, 
and III below, which Items have been prepared by the self-regulatory 
organization. The Commission is publishing this notice to solicit 
comments on the proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of the 
Substance of the Proposed Rule Change

    The Exchange proposes to amend the NYSE Arca Equities Fees and 
Charges (``Fee Schedule'') to (i) introduce a new pricing tier, Step Up 
Tier 2, and (ii) adopt an incremental credit for the Tape B Tier 2 
pricing tier. The Exchange proposes to implement the fee changes 
effective June 1, 2018. 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 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The Exchange proposes to amend the Fee Schedule to: (i) Introduce a 
new pricing tier, Step Up Tier 2, and (ii) adopt an incremental credit 
for Tape B Tier 2. The Exchange proposes to implement the fee changes 
effective June 1, 2018.
Step Up Tier 2
    The Exchange proposes a new pricing tier--Step Up Tier 2--for 
securities with a per share price of $1.00 or above.
    The Exchange currently has a Step Up Tier pursuant to which 
qualifying ETP Holders and Market Makers receive a credit of $0.0030 
per share for orders that provide displayed liquidity to the Book in 
Tape A Securities, $0.0023 per share for orders that provide displayed 
liquidity to the Book in Tape B Securities, and $0.0031 per share for 
orders that provide displayed liquidity to the Book in Tape C 
Securities if such ETP Holders and Market Makers directly execute 
providing average daily volume (``ADV'') per month of 0.50% or more but 
less than 0.70% of the US CADV, and directly execute providing ADV that 
is an increase of no less than 0.10% of US CADV for that month over the 
ETP Holder's or Market Maker's providing ADV in Q1 2018.\4\
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    \4\ See Securities Exchange Act Release No. 83032 (April 11, 
2018), 83 FR 16909 (April 17, 2018) (SR-NYSEArca-2018-20).
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    As proposed, ETP Holders and Market Makers would qualify for the 
new Step Up Tier 2 if they directly execute providing ADV per month of 
0.22% or more but less than 0.30% of the US CADV, and directly execute 
providing ADV that is an increase of no less than

[[Page 28283]]

0.06% of US CADV for that month over the ETP Holder's or Market Maker's 
providing ADV in May 2018. ETP Holders and Market Makers that qualify 
for Step Up Tier 2 would receive a credit of $0.0028 per share for 
orders that provide displayed liquidity to the Book in Tape A and Tape 
C Securities and $0.0022 per share for orders that provide displayed 
liquidity to the Book in Tape B Securities.
    The goal of the proposed Step Up Tier 2 pricing tier remains the 
same as that of the Step Up Tier, i.e., to incentivize ETP Holders and 
Market Makers to increase the orders sent directly to the Exchange and 
therefore provide liquidity that supports the quality of price 
discovery and promotes market transparency. The Exchange believes that 
the proposed new pricing tier will provide a further incentive for ETP 
Holders and Market Makers to direct order flow to the Exchange.
Tape B Tier 2
    The Exchange proposes to adopt an incremental credit for a current 
pricing tier--Tape B Tier 2--for securities with a per share price 
$1.00 or above.
    Currently, a Tape B Tier 2 credit of $0.0028 per share applies to 
ETP Holders and Market Makers, that, on daily basis, measured monthly, 
directly execute providing volume in Tape B Securities during the 
billing month (``Tape B Adding ADV'') that is either (1) equal to at 
least 1.0% of the US Tape B CADV or (2) equal to at least 0.20% of the 
US Tape B CADV for the billing month over the ETP Holder's or Market 
Maker's Q2 2015 Tape B Adding ADV taken as a percentage of Tape B CADV 
(``Tape B Baseline % CADV'').
    The Exchange proposes to adopt an incremental credit of $0.0001 per 
share for orders that provide liquidity to the order book in Tape B 
Securities that would be payable to ETP Holders and Market Makers who 
meet the requirements of Tape B Tier 2 and execute adding ADV in Tape B 
Securities during the billing month equal to at least 0.40% of Tape B 
CADV over the ETP Holder's or Market Maker's Q1 2018 Tape B adding ADV 
taken as a percentage of Tape B CADV. The proposed incremental credit 
would be in addition to the ETP Holder's or Market Maker's Tiered or 
Basic Rate credit(s) except that such combined credit(s) shall not 
exceed $0.0030 per share.
    The proposed changes are not otherwise intended to address any 
other issues, and the Exchange is not aware of any significant problems 
that market participants would have in complying with the proposed 
changes.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with Section 6(b) of the Act,\5\ in general, and furthers the 
objectives of Sections 6(b)(4) and (5) of the Act,\6\ 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.
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    \5\ 15 U.S.C. 78f(b).
    \6\ 15 U.S.C. 78f(b)(4) and (5).
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    The Exchange believes that the Step Up Tier 2 is intended to 
incentivize market participants to increase the orders sent directly to 
NYSE Arca and therefore provide liquidity that supports the quality of 
price discovery and promotes market transparency. Moreover, the 
addition of the Step Up Tier 2 would benefit market participants whose 
increased order flow provides meaningful added levels of liquidity 
thereby contributing to the depth and market quality on the Exchange. 
The Exchange believes that the proposed new Step Up Tier 2 is equitable 
because it is open to all ETP Holders and Market Makers on an equal 
basis and provides credits that are reasonably related to the value to 
an exchange's market quality associated with higher volumes.
    The Exchange believes that the proposed modification to adopt an 
incremental Tape B Tier 2 credit is reasonable, fair, and equitable 
because the proposed credit is designed to encourage increased trading 
by ETP Holders and Market Makers in Tape B Securities. The Exchange 
notes that ETP Holders and Market Makers that do not meet the 
requirements to qualify for the incremental credit may still qualify 
for Tape B Tier 2 credits if they meet the Tape B Tier 2 requirements.
    The Exchange further believes the proposed incremental credit is 
reasonable and appropriate in that it is based on the amount of 
business transacted on the Exchange. The Exchange believes the proposed 
incremental credit for adding liquidity is also reasonable because it 
will encourage liquidity and competition in Tape B securities quoted 
and traded on the Exchange.
    The Exchange also believes the proposed incremental credit is 
equitable and not unfairly discriminatory because it is open to all ETP 
Holders and Market Makers on an equal basis and provides discounts that 
are reasonably related to the value to the Exchange's market quality 
associated with higher volumes. The Exchange further believes that the 
proposed incremental credit is not unfairly discriminatory because the 
magnitude of the additional credit is not unreasonably high in 
comparison to the credit paid with respect to other displayed 
liquidity-providing orders. The Exchange does not believe that it is 
unfairly discriminatory to offer increased credits to ETP Holders and 
Market Makers as these participants would be subject to additional 
volume requirements in Tape B Securities.
    The Exchange believes that the proposed fee changes are equitable 
and not unfairly discriminatory because providing incentives for orders 
in exchange-listed securities that are executed on a registered 
national securities exchange (rather than relying on certain available 
off-exchange execution methods) would contribute to investors' 
confidence in the fairness of their transactions and would benefit all 
investors by deepening the Exchange's liquidity pool, supporting the 
quality of price discovery, promoting market transparency and improving 
investor protection.
    Finally, the Exchange believes that it is subject to significant 
competitive forces, as described below in the Exchange's statement 
regarding the burden on competition.
    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,\7\ 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. Instead, the Exchange believes that the proposal 
to add a new pricing tier and adopting incremental credits for an 
existing pricing tier would encourage the submission of additional 
liquidity to a public exchange, thereby promoting price discovery and 
transparency and enhancing order execution opportunities for ETP 
Holders and Market Makers. The Exchange believes that this could 
promote competition between the Exchange and other execution venues, 
including those that currently offer similar order types and comparable 
transaction pricing, by encouraging additional orders to be sent to the 
Exchange for execution.
---------------------------------------------------------------------------

    \7\ 15 U.S.C. 78f(b)(8).
---------------------------------------------------------------------------

    Finally, the Exchange notes that it operates in a highly 
competitive market in which market participants can readily favor 
competing venues if they

[[Page 28284]]

deem fee levels at a particular venue to be excessive or rebate 
opportunities available at other venues to be more favorable. In such 
an environment, the Exchange must continually adjust its fees and 
rebates to remain competitive with other exchanges and with alternative 
trading systems that have been exempted from compliance with the 
statutory standards applicable to exchanges. Because competitors are 
free to modify their own fees and credits in response, and because 
market participants may readily adjust their order routing practices, 
the Exchange believes that the degree to which fee changes in this 
market may impose any burden on competition is extremely limited. As a 
result of all of these considerations, the Exchange does not believe 
that the proposed changes will impair the ability of ETP Holders or 
competing order execution venues to maintain their competitive standing 
in the financial markets.

C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants, or Others

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

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

    The foregoing rule change is effective upon filing pursuant to 
Section 19(b)(3)(A) \8\ of the Act and subparagraph (f)(2) of Rule 19b-
4 \9\ thereunder, because it establishes a due, fee, or other charge 
imposed by the Exchange.
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    \8\ 15 U.S.C. 78s(b)(3)(A).
    \9\ 17 CFR 240.19b-4(f)(2).
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    At any time within 60 days of the filing of such proposed rule 
change, the Commission summarily may temporarily suspend such rule 
change if it appears to the Commission that such action is necessary or 
appropriate in the public interest, for the protection of investors, or 
otherwise in furtherance of the purposes of the Act. If the Commission 
takes such action, the Commission shall institute proceedings under 
Section 19(b)(2)(B) \10\ of the Act to determine whether the proposed 
rule change should be approved or disapproved.
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    \10\ 15 U.S.C. 78s(b)(2)(B).
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IV. Solicitation of Comments

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

Electronic Comments

     Use the Commission's internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include 
File Number SR-NYSEArca-2018-41 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-NYSEArca-2018-41. This 
file number should be included on the subject line if email is used. To 
help the Commission process and review your comments more efficiently, 
please use only one method. The Commission will post all comments on 
the Commission's internet website (http://www.sec.gov/rules/sro.shtml). 
Copies of the submission, all subsequent amendments, all written 
statements with respect to the proposed rule change that are filed with 
the Commission, and all written communications relating to the proposed 
rule change between the Commission and any person, other than those 
that may be withheld from the public in accordance with the provisions 
of 5 U.S.C. 552, will be available for website viewing and printing in 
the Commission's Public Reference Room, 100 F Street NE, Washington, DC 
20549 on official business days between the hours of 10:00 a.m. and 
3:00 p.m. Copies of such filing also will be available for inspection 
and copying at the principal office of the Exchange. All comments 
received will be posted without change. Persons submitting comments are 
cautioned that we do not redact or edit personal identifying 
information from comment submissions. You should submit only 
information that you wish to make available publicly. All submissions 
should refer to File Number SR-NYSEArca-2018-41, and should be 
submitted on or before July 9, 2018

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\11\
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    \11\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018-12934 Filed 6-15-18; 8:45 am]
 BILLING CODE 8011-01-P



                                              28282                          Federal Register / Vol. 83, No. 117 / Monday, June 18, 2018 / Notices

                                              QLCC, the QLCC must adopt written                       collection at the following website,                   the principal office of the Exchange, and
                                              procedures for the confidential receipt,                www.reginfo.gov. Comments should be                    at the Commission’s Public Reference
                                              retention, and consideration of any                     directed to: (i) Desk Officer for the                  Room.
                                              report of evidence of a material                        Securities and Exchange Commission,
                                                                                                                                                             II. Self-Regulatory Organization’s
                                              violation. We estimate for purposes of                  Office of Information and Regulatory
                                                                                                                                                             Statement of the Purpose of, and
                                              the PRA that there are approximately                    Affairs, Office of Management and
                                                                                                                                                             Statutory Basis for, the Proposed Rule
                                              10,712 issuers that are subject to the                  Budget, Room 10102, New Executive
                                                                                                                                                             Change
                                              rules.1 Of these, we estimate that                      Office Building, Washington, DC 20503
                                              approximately 319, which is                             or by sending an email to: Shagufta_                      In its filing with the Commission, the
                                              approximately 3 percent, have                           Ahmed@omb.eop.gov; and (ii) Pamela                     self-regulatory organization included
                                              established or will establish a QLCC.2                  Dyson, Director/Chief Information                      statements concerning the purpose of,
                                              Establishing the written procedures                     Officer, Securities and Exchange                       and basis for, the proposed rule change
                                              required by the rule should not impose                  Commission, c/o Candace Kenner, 100 F                  and discussed any comments it received
                                              a significant burden. We assume that an                 Street NE, Washington, DC 20549 or                     on the proposed rule change. The text
                                              issuer would incur a greater burden in                  send an email to PRA_Mailbox@sec.gov.                  of those statements may be examined at
                                              the year that it first establishes the                  Comments must be submitted to OMB                      the places specified in Item IV below.
                                              procedures than in subsequent years, in                 within 30 days of this notice.                         The Exchange has prepared summaries,
                                              which the burden would be incurred in                     Dated: June 13, 2018.                                set forth in sections A, B, and C below,
                                              updating, reviewing, or modifying the                                                                          of the most significant parts of such
                                                                                                      Eduardo A. Aleman,
                                              procedures. For purposes of the PRA,                                                                           statements.
                                                                                                      Assistant Secretary.
                                              we assume that an issuer would spend                                                                           A. Self-Regulatory Organization’s
                                                                                                      [FR Doc. 2018–12983 Filed 6–15–18; 8:45 am]
                                              6 hours every three-year period on the                                                                         Statement of the Purpose of, and
                                                                                                      BILLING CODE 8011–01–P
                                              procedures. This would result in an                                                                            Statutory Basis for, the Proposed Rule
                                              average burden of 2 hours per year.                                                                            Change
                                              Thus, we estimate for purposes of the
                                                                                                      SECURITIES AND EXCHANGE                                1. Purpose
                                              PRA that the total annual burden
                                                                                                      COMMISSION
                                              imposed by the collection of                                                                                      The Exchange proposes to amend the
                                              information would be 638 hours.                         [Release No. 34–83418; File No. SR–                    Fee Schedule to: (i) Introduce a new
                                              Assuming half of the burden hours will                  NYSEArca–2018–41]
                                                                                                                                                             pricing tier, Step Up Tier 2, and (ii)
                                              be incurred by outside counsel at a rate                                                                       adopt an incremental credit for Tape B
                                              of $500 per hour would result in a cost                 Self-Regulatory Organizations; NYSE
                                                                                                      Arca, Inc.; Notice of Filing and                       Tier 2. The Exchange proposes to
                                              of $159,500.                                                                                                   implement the fee changes effective
                                                 The estimate of average burden hours                 Immediate Effectiveness of Proposed
                                                                                                      Rule Change To Amend the NYSE Arca                     June 1, 2018.
                                              is made solely for the purposes of the
                                              Paperwork Reduction Act, and is not                     Equities Fees and Charges                              Step Up Tier 2
                                              derived from a comprehensive or even                    June 12, 2018.                                            The Exchange proposes a new pricing
                                              a representative survey or study. An                       Pursuant to Section 19(b)(1) 1 of the               tier—Step Up Tier 2—for securities with
                                              agency may not conduct or sponsor, and                  Securities Exchange Act of 1934 (the                   a per share price of $1.00 or above.
                                              a person is not required to respond to,                 ‘‘Act’’) 2 and Rule 19b–4 thereunder,3                    The Exchange currently has a Step Up
                                              a collection of information unless it                   notice is hereby given that, on June 1,                Tier pursuant to which qualifying ETP
                                              displays a currently valid OMB control                  2018, NYSE Arca, Inc. (the ‘‘Exchange’’                Holders and Market Makers receive a
                                              number.                                                 or ‘‘NYSE Arca’’) filed with the                       credit of $0.0030 per share for orders
                                                 Written comments are requested on:                   Securities and Exchange Commission                     that provide displayed liquidity to the
                                              (a) Whether the collection of                           (the ‘‘Commission’’) the proposed rule                 Book in Tape A Securities, $0.0023 per
                                              information is necessary for the proper                 change as described in Items I, II, and                share for orders that provide displayed
                                              performance of the functions of the                     III below, which Items have been                       liquidity to the Book in Tape B
                                              Commission, including whether the                       prepared by the self-regulatory                        Securities, and $0.0031 per share for
                                              information has practical utility; (b) the              organization. The Commission is                        orders that provide displayed liquidity
                                              accuracy of the Commission’s estimate                   publishing this notice to solicit                      to the Book in Tape C Securities if such
                                              of the burden[s] of the collection of                   comments on the proposed rule change                   ETP Holders and Market Makers
                                              information; (c) ways to enhance the                    from interested persons.                               directly execute providing average daily
                                              quality, utility, and clarity of the                                                                           volume (‘‘ADV’’) per month of 0.50% or
                                              information collected; and (d) ways to                  I. Self-Regulatory Organization’s
                                                                                                                                                             more but less than 0.70% of the US
                                              minimize the burden of the collection of                Statement of the Terms of the Substance
                                                                                                                                                             CADV, and directly execute providing
                                              information on respondents, including                   of the Proposed Rule Change
                                                                                                                                                             ADV that is an increase of no less than
                                              through the use of automated collection                    The Exchange proposes to amend the                  0.10% of US CADV for that month over
                                              techniques or other forms of information                NYSE Arca Equities Fees and Charges                    the ETP Holder’s or Market Maker’s
                                              technology.                                             (‘‘Fee Schedule’’) to (i) introduce a new              providing ADV in Q1 2018.4
                                                 The public may view the background                   pricing tier, Step Up Tier 2, and (ii)                    As proposed, ETP Holders and Market
                                              documentation for this information                      adopt an incremental credit for the Tape               Makers would qualify for the new Step
                                                 1 This figure is based on the estimated 7,625
                                                                                                      B Tier 2 pricing tier. The Exchange                    Up Tier 2 if they directly execute
                                                                                                      proposes to implement the fee changes
amozie on DSK3GDR082PROD with NOTICES1




                                              operating companies that filed annual reports on                                                               providing ADV per month of 0.22% or
                                              Form 10–K, Form 20–F, or Form 40–F during the           effective June 1, 2018. The proposed                   more but less than 0.30% of the US
                                              2017 calendar year, and the estimated 3,087             rule change is available on the                        CADV, and directly execute providing
                                              investment companies that filed periodic reports on     Exchange’s website at www.nyse.com, at
                                              Form N–SAR during that same time period.                                                                       ADV that is an increase of no less than
                                                 2 This estimate is based on issuer-filings made
                                                                                                        1 15 U.S.C. 78s(b)(1).                                 4 See Securities Exchange Act Release No. 83032
                                              with the Commission between January 1, 2015 and
                                                                                                        2 15 U.S.C. 78a.
                                              March 18, 2018 that include a reference to the                                                                 (April 11, 2018), 83 FR 16909 (April 17, 2018) (SR–
                                              issuer’s QLCC.                                            3 17 CFR 240.19b–4.                                  NYSEArca–2018–20).



                                         VerDate Sep<11>2014   18:00 Jun 15, 2018   Jkt 244001   PO 00000   Frm 00101   Fmt 4703   Sfmt 4703   E:\FR\FM\18JNN1.SGM   18JNN1


                                                                             Federal Register / Vol. 83, No. 117 / Monday, June 18, 2018 / Notices                                              28283

                                              0.06% of US CADV for that month over                    2. Statutory Basis                                       The Exchange further believes that the
                                              the ETP Holder’s or Market Maker’s                         The Exchange believes that the                        proposed incremental credit is not
                                              providing ADV in May 2018. ETP                          proposed rule change is consistent with                  unfairly discriminatory because the
                                              Holders and Market Makers that qualify                  Section 6(b) of the Act,5 in general, and                magnitude of the additional credit is not
                                              for Step Up Tier 2 would receive a                      furthers the objectives of Sections                      unreasonably high in comparison to the
                                              credit of $0.0028 per share for orders                                                                           credit paid with respect to other
                                                                                                      6(b)(4) and (5) of the Act,6 in particular,
                                              that provide displayed liquidity to the                                                                          displayed liquidity-providing orders.
                                                                                                      because it provides for the equitable
                                              Book in Tape A and Tape C Securities                                                                             The Exchange does not believe that it is
                                                                                                      allocation of reasonable dues, fees, and
                                              and $0.0022 per share for orders that                                                                            unfairly discriminatory to offer
                                                                                                      other charges among its members,
                                              provide displayed liquidity to the Book                                                                          increased credits to ETP Holders and
                                                                                                      issuers and other persons using its
                                              in Tape B Securities.                                                                                            Market Makers as these participants
                                                 The goal of the proposed Step Up Tier                facilities and does not unfairly
                                                                                                                                                               would be subject to additional volume
                                              2 pricing tier remains the same as that                 discriminate between customers,
                                                                                                                                                               requirements in Tape B Securities.
                                              of the Step Up Tier, i.e., to incentivize               issuers, brokers or dealers.                                The Exchange believes that the
                                              ETP Holders and Market Makers to                           The Exchange believes that the Step                   proposed fee changes are equitable and
                                              increase the orders sent directly to the                Up Tier 2 is intended to incentivize                     not unfairly discriminatory because
                                              Exchange and therefore provide                          market participants to increase the                      providing incentives for orders in
                                              liquidity that supports the quality of                  orders sent directly to NYSE Arca and                    exchange-listed securities that are
                                              price discovery and promotes market                     therefore provide liquidity that supports                executed on a registered national
                                              transparency. The Exchange believes                     the quality of price discovery and                       securities exchange (rather than relying
                                              that the proposed new pricing tier will                 promotes market transparency.                            on certain available off-exchange
                                              provide a further incentive for ETP                     Moreover, the addition of the Step Up                    execution methods) would contribute to
                                              Holders and Market Makers to direct                     Tier 2 would benefit market participants                 investors’ confidence in the fairness of
                                              order flow to the Exchange.                             whose increased order flow provides                      their transactions and would benefit all
                                                                                                      meaningful added levels of liquidity                     investors by deepening the Exchange’s
                                              Tape B Tier 2                                           thereby contributing to the depth and                    liquidity pool, supporting the quality of
                                                 The Exchange proposes to adopt an                    market quality on the Exchange. The                      price discovery, promoting market
                                              incremental credit for a current pricing                Exchange believes that the proposed                      transparency and improving investor
                                              tier—Tape B Tier 2—for securities with                  new Step Up Tier 2 is equitable because                  protection.
                                              a per share price $1.00 or above.                       it is open to all ETP Holders and Market                    Finally, the Exchange believes that it
                                                 Currently, a Tape B Tier 2 credit of                 Makers on an equal basis and provides                    is subject to significant competitive
                                              $0.0028 per share applies to ETP                        credits that are reasonably related to the               forces, as described below in the
                                              Holders and Market Makers, that, on                     value to an exchange’s market quality                    Exchange’s statement regarding the
                                              daily basis, measured monthly, directly                 associated with higher volumes.                          burden on competition.
                                              execute providing volume in Tape B                         The Exchange believes that the                           For the foregoing reasons, the
                                              Securities during the billing month                     proposed modification to adopt an                        Exchange believes that the proposal is
                                              (‘‘Tape B Adding ADV’’) that is either                  incremental Tape B Tier 2 credit is                      consistent with the Act.
                                              (1) equal to at least 1.0% of the US Tape               reasonable, fair, and equitable because
                                              B CADV or (2) equal to at least 0.20%                   the proposed credit is designed to                       B. Self-Regulatory Organization’s
                                              of the US Tape B CADV for the billing                   encourage increased trading by ETP                       Statement on Burden on Competition
                                              month over the ETP Holder’s or Market                   Holders and Market Makers in Tape B                        In accordance with Section 6(b)(8) of
                                              Maker’s Q2 2015 Tape B Adding ADV                       Securities. The Exchange notes that ETP                  the Act,7 the Exchange believes that the
                                              taken as a percentage of Tape B CADV                    Holders and Market Makers that do not                    proposed rule change would not impose
                                              (‘‘Tape B Baseline % CADV’’).                           meet the requirements to qualify for the                 any burden on competition that is not
                                                 The Exchange proposes to adopt an                    incremental credit may still qualify for                 necessary or appropriate in furtherance
                                              incremental credit of $0.0001 per share                 Tape B Tier 2 credits if they meet the                   of the purposes of the Act. Instead, the
                                              for orders that provide liquidity to the                Tape B Tier 2 requirements.                              Exchange believes that the proposal to
                                              order book in Tape B Securities that                       The Exchange further believes the                     add a new pricing tier and adopting
                                              would be payable to ETP Holders and                     proposed incremental credit is                           incremental credits for an existing
                                              Market Makers who meet the                              reasonable and appropriate in that it is                 pricing tier would encourage the
                                              requirements of Tape B Tier 2 and                       based on the amount of business                          submission of additional liquidity to a
                                              execute adding ADV in Tape B                            transacted on the Exchange. The                          public exchange, thereby promoting
                                              Securities during the billing month                     Exchange believes the proposed                           price discovery and transparency and
                                              equal to at least 0.40% of Tape B CADV                  incremental credit for adding liquidity                  enhancing order execution
                                              over the ETP Holder’s or Market Maker’s                 is also reasonable because it will                       opportunities for ETP Holders and
                                              Q1 2018 Tape B adding ADV taken as                      encourage liquidity and competition in                   Market Makers. The Exchange believes
                                              a percentage of Tape B CADV. The                        Tape B securities quoted and traded on                   that this could promote competition
                                              proposed incremental credit would be                    the Exchange.                                            between the Exchange and other
                                              in addition to the ETP Holder’s or                         The Exchange also believes the                        execution venues, including those that
                                              Market Maker’s Tiered or Basic Rate                     proposed incremental credit is equitable                 currently offer similar order types and
                                              credit(s) except that such combined                     and not unfairly discriminatory because                  comparable transaction pricing, by
                                              credit(s) shall not exceed $0.0030 per                  it is open to all ETP Holders and Market                 encouraging additional orders to be sent
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                                              share.                                                  Makers on an equal basis and provides                    to the Exchange for execution.
                                                 The proposed changes are not                         discounts that are reasonably related to                   Finally, the Exchange notes that it
                                              otherwise intended to address any other                 the value to the Exchange’s market                       operates in a highly competitive market
                                              issues, and the Exchange is not aware of                quality associated with higher volumes.                  in which market participants can
                                              any significant problems that market                                                                             readily favor competing venues if they
                                              participants would have in complying                      5 15   U.S.C. 78f(b).
                                              with the proposed changes.                                6 15   U.S.C. 78f(b)(4) and (5).                        7 15   U.S.C. 78f(b)(8).



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                                              28284                          Federal Register / Vol. 83, No. 117 / Monday, June 18, 2018 / Notices

                                              deem fee levels at a particular venue to                change is consistent with the Act.                      SECURITIES AND EXCHANGE
                                              be excessive or rebate opportunities                    Comments may be submitted by any of                     COMMISSION
                                              available at other venues to be more                    the following methods:
                                              favorable. In such an environment, the                                                                          Submission for OMB Review;
                                                                                                      Electronic Comments                                     Comment Request
                                              Exchange must continually adjust its
                                              fees and rebates to remain competitive                    • Use the Commission’s internet                       Upon Written Request Copies Available
                                              with other exchanges and with                           comment form (http://www.sec.gov/                        From: Securities and Exchange
                                              alternative trading systems that have                   rules/sro.shtml); or                                     Commission, Office of FOIA Services,
                                              been exempted from compliance with                        • Send an email to rule-comments@                      100 F Street NE, Washington, DC
                                              the statutory standards applicable to                   sec.gov. Please include File Number SR–                  20549–2736
                                              exchanges. Because competitors are free                 NYSEArca–2018–41 on the subject line.
                                              to modify their own fees and credits in                                                                         Extension:
                                                                                                      Paper Comments                                            Rule 15Ga–2 and Form ABS–15G, SEC File
                                              response, and because market                                                                                        No. 270–620, OMB Control No. 3235–
                                              participants may readily adjust their                      • Send paper comments in triplicate                      0675
                                              order routing practices, the Exchange                   to Brent J. Fields, Secretary, Securities
                                              believes that the degree to which fee                                                                              Notice is hereby given that, pursuant
                                                                                                      and Exchange Commission, 100 F Street                   to the Paperwork Reduction Act of 1995
                                              changes in this market may impose any                   NE, Washington, DC 20549–1090.
                                              burden on competition is extremely                                                                              (44 U.S.C. 3501 et seq.), the Securities
                                              limited. As a result of all of these                    All submissions should refer to File                    and Exchange Commission
                                                                                                      Number SR–NYSEArca–2018–41. This                        (‘‘Commission’’) has submitted to the
                                              considerations, the Exchange does not
                                                                                                      file number should be included on the                   Office of Management and Budget this
                                              believe that the proposed changes will
                                                                                                      subject line if email is used. To help the              request for extension of the previously
                                              impair the ability of ETP Holders or
                                                                                                      Commission process and review your                      approved collection of information
                                              competing order execution venues to
                                                                                                      comments more efficiently, please use                   discussed below.
                                              maintain their competitive standing in                                                                             Rule 15Ga–2 and Form ABS–15G (17
                                              the financial markets.                                  only one method. The Commission will
                                                                                                      post all comments on the Commission’s                   CFR 249.1400) is used for reports of
                                              C. Self-Regulatory Organization’s                       internet website (http://www.sec.gov/                   information required under Rule 15Ga–
                                              Statement on Comments on the                            rules/sro.shtml). Copies of the                         1 and Rule 15Ga–2 (17 CFR 240.15Ga–
                                              Proposed Rule Change Received From                      submission, all subsequent                              1) (17 CFR 240.15Ga–2) of the Exchange
                                              Members, Participants, or Others                        amendments, all written statements                      Act of 1934 (‘‘Exchange Act’’). Exchange
                                                                                                      with respect to the proposed rule                       Act Rule 15Ga–1 requires asset-backed
                                                No written comments were solicited
                                                                                                      change that are filed with the                          securitizers to provide disclosure
                                              or received with respect to the proposed
                                                                                                      Commission, and all written                             regarding fulfilled an unfulfilled
                                              rule change.
                                                                                                      communications relating to the                          repurchase requests with respect to
                                              III. Date of Effectiveness of the                       proposed rule change between the                        asset-backed securities. The purpose of
                                              Proposed Rule Change and Timing for                     Commission and any person, other than                   the information collected on Form ABS–
                                              Commission Action                                       those that may be withheld from the                     15G is to implement the disclosure
                                                 The foregoing rule change is effective               public in accordance with the                           requirements of Section 943 of the
                                              upon filing pursuant to Section                         provisions of 5 U.S.C. 552, will be                     Dodd-Frank Wall Street Reform and
                                              19(b)(3)(A) 8 of the Act and                            available for website viewing and                       Consumer Protection Act to provide
                                              subparagraph (f)(2) of Rule 19b–4 9                     printing in the Commission’s Public                     information regarding the use of
                                              thereunder, because it establishes a due,               Reference Room, 100 F Street NE,                        representations and warranties in the
                                              fee, or other charge imposed by the                     Washington, DC 20549 on official                        asset-backed securities markets. Rule
                                              Exchange.                                               business days between the hours of                      15Ga–1 had a one-time reporting
                                                 At any time within 60 days of the                    10:00 a.m. and 3:00 p.m. Copies of such                 requirement that expired on February
                                              filing of such proposed rule change, the                filing also will be available for                       14, 2012. We estimate that
                                              Commission summarily may                                inspection and copying at the principal                 approximately 1,343 securitizers will
                                              temporarily suspend such rule change if                 office of the Exchange. All comments                    file Form ABS–15G annually at
                                              it appears to the Commission that such                  received will be posted without change.                 estimated (19.307 hours) burden hours
                                              action is necessary or appropriate in the               Persons submitting comments are                         per response. In addition, we estimate
                                              public interest, for the protection of                  cautioned that we do not redact or edit                 that 75% of the 19.307 hours per
                                              investors, or otherwise in furtherance of               personal identifying information from                   response (14.48 hours) is carried
                                              the purposes of the Act. If the                         comment submissions. You should                         internally by the securitizers for a total
                                              Commission takes such action, the                       submit only information that you wish                   annual reporting burden of 19,447 hours
                                              Commission shall institute proceedings                  to make available publicly. All                         (14.48 hours per response × 1,343
                                              under Section 19(b)(2)(B) 10 of the Act to              submissions should refer to File                        responses).
                                              determine whether the proposed rule                     Number SR–NYSEArca–2018–41, and                            An agency may not conduct or
                                              change should be approved or                            should be submitted on or before July 9,                sponsor, and a person is not required to
                                              disapproved.                                            2018                                                    respond to, a collection of information
                                                                                                                                                              unless it displays a currently valid
                                              IV. Solicitation of Comments                              For the Commission, by the Division of                control number.
                                                                                                      Trading and Markets, pursuant to delegated                 The public may view the background
                                                Interested persons are invited to
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                                                                                                      authority.11
                                              submit written data, views, and                                                                                 documentation for this information
                                                                                                      Eduardo A. Aleman,                                      collection at the following website,
                                              arguments concerning the foregoing,
                                                                                                      Assistant Secretary.                                    www.reginfo.gov. Comments should be
                                              including whether the proposed rule
                                                                                                      [FR Doc. 2018–12934 Filed 6–15–18; 8:45 am]             directed to: (i) Desk Officer for the
                                                8 15 U.S.C. 78s(b)(3)(A).                             BILLING CODE 8011–01–P                                  Securities and Exchange Commission,
                                                9 17 CFR 240.19b–4(f)(2).                                                                                     Office of Information and Regulatory
                                                10 15 U.S.C. 78s(b)(2)(B).                              11 17   CFR 200.30–3(a)(12).                          Affairs, Office of Management and


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Document Created: 2018-06-18 15:50:25
Document Modified: 2018-06-18 15:50:25
CategoryRegulatory Information
CollectionFederal Register
sudoc ClassAE 2.7:
GS 4.107:
AE 2.106:
PublisherOffice of the Federal Register, National Archives and Records Administration
SectionNotices
FR Citation83 FR 28282 

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