83_FR_6658 83 FR 6627 - 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 6627 - 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 31 (February 14, 2018)

Page Range6627-6629
FR Document2018-02976

Federal Register, Volume 83 Issue 31 (Wednesday, February 14, 2018)
[Federal Register Volume 83, Number 31 (Wednesday, February 14, 2018)]
[Notices]
[Pages 6627-6629]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2018-02976]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-82661; File No. SR-NYSEArca-2018-10]


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

February 8, 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 February 1, 2018, NYSE Arca, Inc. (``Exchange'' or ``NYSE 
Arca'') filed with the Securities and Exchange Commission 
(``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 Substance 
of the Proposed Rule Change

    The Exchange proposes to amend the NYSE Arca Equities Fees and 
Charges (``Fee Schedule'') to (i) modify the credits the Exchange 
provides for routing certain orders to the New York Stock Exchange LLC 
(``NYSE''); (ii) delete a pricing tier; and (iii) delete certain 
obsolete dates from the Fee Schedule. The Exchange proposes to 
implement the fee changes effective February 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 the 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The Exchange proposes to amend the Fee Schedule, as described 
below, to (i) modify the credits the Exchange provides for routing 
certain orders to the NYSE; (ii) delete a pricing tier, the Large Order 
Tier; and (iii) delete certain obsolete dates from the Fee Schedule. 
The Exchange proposes to implement the fee changes on February 1, 2018.
Primary Only (``PO'') Orders
    A PO Order is designed to route to the primary listing market of 
the security underlying the order (i.e., NYSE, Nasdaq Stock Market, 
etc.) immediately upon arrival and the order therefore does not rest on 
the Exchange's order book. Because PO Orders do not rest on the 
Exchange's book, the Exchange charges fees or provides credits for 
those orders based on the fees and credits of the destination primary 
listing market, which are the non-tier fees and credits that the 
Exchange is charged by the primary listing market that receives the 
orders. For Tier 1 and Tier 2 PO Orders that are routed to the NYSE, 
the Exchange currently provides a credit of $0.0014 per share for such 
orders.
    In a recent rule filing, the NYSE modified its fee structure for 
equities transactions by decreasing the level of rebate that it 
provides to its members that provide liquidity from $0.0014 per share 
to $0.0012 per share.\4\ In order to maintain the same relationship 
between the rate that the Exchange charges for a PO Order and the 
rebate provided by the destination venue, the Exchange is also amending 
the per share credit for PO Orders routed to the NYSE that provide 
liquidity to the NYSE to $0.0012 per share. The Exchange proposes 
corresponding changes to the Basic Rates pricing section of the Fee 
Schedule.
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    \4\ See Securities Exchange Act Release No. 82563 (January 22, 
2018), 83 FR 3799 (January 26, 2018) (SR-NYSE-2018-03).
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Large Order Tier
    In April 2017, the Exchange filed a proposed rule change to adopt a 
new pricing tier to incentivize large order flow (``Large Order 
Tier'').\5\ The Large Order Tier adopted a lower fee of $0.0010 per 
share to ETP Holders, including Market Makers, that execute an average 
daily volume (``ADV'') of 1,250,000 shares or greater of Market

[[Page 6628]]

Orders, Market-On-Close Orders, Limit-On-Close Orders and Auction-Only 
Orders executed in the Closing Auction from orders of 650,000 shares 
and greater (``Large Closing Orders'') and that have a ratio of Large 
Closing Order shares to total shares executed during the month of at 
least 35%. The Large Order Tier has not encouraged ETP Holders and 
Market Makers to increase their activity to qualify for this pricing 
tier as significantly as the Exchange had anticipated they would. As a 
result, the Exchange proposes to remove this pricing tier from the Fee 
Schedule.
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    \5\ See Securities Exchange Act Release No. 80516 (April 24, 
2017), 82 FR 19775 (April 28, 2017) (SR-NYSEArca-2017-43).
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Elimination of Obsolete Dates--Step-Up Tier
    In September 2017, the Exchange filed a proposed rule change to 
adopt a second way by which an ETP Holder or Market Maker could qualify 
for the Step-Up Tier.\6\ As an incentive for ETP Holders and Market 
Makers to direct their order flow to the Exchange, for the months of 
September 2017 and October 2017 only, the Exchange adopted lower 
requirements for ETP Holders and Market Makers to qualify for the 
pricing tier. Given that the months during which the incentive was 
applicable have passed, the Exchange proposes to delete from the Fee 
Schedule reference to the Step-Up Tier credits applicable to ETP 
Holders and Market Makers for the months of September 2017 and October 
2017 as that language is now obsolete. This proposed change would have 
no impact on pricing.
---------------------------------------------------------------------------

    \6\ See Securities Exchange Act Release No. 81601 (September 13, 
2017), 82 FR 43633 (September 18, 2017) (SR-NYSEArca-2017-104).
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Elimination of Obsolete Dates--ELP Program
    In March 2017, the Exchange filed a proposed rule change to adopt 
the Exchange Traded Fund Liquidity Provider Program to incentivize ETP 
Holders and Market Makers (collectively, the ``ELPs'') to provide 
displayed liquidity to the NYSE Arca Book in NYSE Arca-listed Tape B 
Securities (``ELP Program'').\7\ The ELP Program requires participating 
ELPs to quote at the NBBO for at least 15% of the time for the billing 
month (``Quoting Standard''), and display at least 2,500 shares that 
are priced no more than 2% away from the NBBO at least 90% of the time 
for the billing month (``Depth Standard''), in at least 50 ELP 
Securities, to qualify for the pricing incentive. For the months of 
March 2017, April 2017 and May 2017, ELPs were only required to meet to 
meet the Quoting Standard to qualify for the incremental credit 
provided under the ELP Program. Beginning June 2017, ELPs must meet 
both the Quoting Standard and the Depth Standard to qualify for the 
pricing incentive. Given that the months during which the Quoting 
Standard only was required have passed, the Exchange proposes to delete 
from the Fee Schedule reference to such months as that language is now 
obsolete. This proposed change would have no impact on pricing.
---------------------------------------------------------------------------

    \7\ See Securities Exchange Act Release Nos. 80258 (March 16, 
2017), 82 FR 14775 (March 22, 2017) (SR-NYSEArca-2017-28); and 80632 
(May 9, 2017), 82 FR 22360 (May 15, 2017) (SR-NYSEArca-2017-50).
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2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with Section 6(b) of the Act,\8\ in general, and furthers the 
objectives of Sections 6(b)(4) and (5) of the Act,\9\ 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.
---------------------------------------------------------------------------

    \8\ 15 U.S.C. 78f(b).
    \9\ 15 U.S.C. 78f(b)(4) and (5).
---------------------------------------------------------------------------

    The Exchange believes that the proposed changes to routing credits 
for PO Orders that provide liquidity to the NYSE are reasonable because 
the Exchange's credits for routing an order that does not rest on the 
Exchange's order book, but rather is designed to route to the primary 
listing market on arrival, are closely related to the NYSE's non-tier 
rebate for its members for providing liquidity, and the proposed change 
is consistent with the recent change to the NYSE Price List to lower 
its non-tier rebate for providing liquidity. While the proposed change 
would result in a decrease in the per share credit for PO Orders routed 
to the NYSE that provide liquidity to the NYSE, the rebate that the 
Exchange would provide to ETP Holders is competitive with the rate that 
NYSE provides to its members for providing liquidity and would maintain 
the same relationship between the rebate provided by the venue to which 
the PO Order is routed and the fees charged by the Exchange for such 
orders. Further, the proposed change is equitable and not unfairly 
discriminatory because the rebate would apply uniformly across pricing 
tiers and all similarly situated ETP Holders would be subject to the 
same credit.
    The Exchange believes that it is reasonable to delete obsolete 
pricing tiers from the Fee Schedule because ETP Holders and Market 
Makers have not increased their activity to qualify for the Large Order 
Tier as significantly as the Exchange anticipated they would. The 
Exchange believes that it is equitable and not unfairly discriminatory 
to eliminate the Large Order Tier because, as proposed, the pricing 
tier would be eliminated entirely--ETP Holders and Market Makers would 
no longer be able to qualify for this pricing tier. This aspect of the 
proposed rule change would result in the removal of obsolete text from 
the Fee Schedule and therefore add greater clarity to the Fee Schedule.
    The Exchange believes that it is reasonable, equitable and not 
unfairly discriminatory to delete reference to obsolete dates from the 
Fee Schedule. The Step Up Tier and the ELP Program adopted specific 
requirements that were applicable for certain months in 2017. Given the 
months during which the lower requirements were applicable have passed, 
the Exchange believes deletion of the outdated language will bring 
clarity to the Fee Schedule.
    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,\10\ 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. In particular, the routing credits would not place 
a burden on competition because the Exchange is maintaining the 
existing relationship between the rebate provided by the Exchange for 
PO Orders that are routed to the NYSE that provide liquidity on the 
NYSE and the non-tier rebate the NYSE provides to its members that 
provide liquidity. In addition, the removal of obsolete text from the 
Fee Schedule would not have any impact on inter- or intra-market 
competition because the proposed change would result in a streamlined 
Fee Schedule without any impact on pricing.
---------------------------------------------------------------------------

    \10\ 15 U.S.C. 78f(b)(8).
---------------------------------------------------------------------------

    The Exchange notes that it operates in a highly competitive market 
in which market participants can readily favor competing venues if they 
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 to attract order 
flow to the Exchange. Because

[[Page 6629]]

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) \11\ of the Act and subparagraph (f)(2) of Rule 
19b-4 \12\ thereunder, because it establishes a due, fee, or other 
charge imposed by the Exchange.
---------------------------------------------------------------------------

    \11\ 15 U.S.C. 78s(b)(3)(A).
    \12\ 17 CFR 240.19b-4(f)(2).
---------------------------------------------------------------------------

    At any time within 60 days of the filing of such proposed rule 
change, the Commission summarily may temporarily suspend such rule 
change if it appears to the Commission that such action is necessary or 
appropriate in the public interest, for the protection of investors, or 
otherwise in furtherance of the purposes of the Act. If the Commission 
takes such action, the Commission shall institute proceedings under 
Section 19(b)(2)(B) \13\ of the Act to determine whether the proposed 
rule change should be approved or disapproved.
---------------------------------------------------------------------------

    \13\ 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-NYSEArca-2018-10 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-NYSEArca-2018-10. 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-NYSEArca-2018-10 and should be submitted 
on or before March 7, 2018.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\14\
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    \14\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018-02976 Filed 2-13-18; 8:45 am]
 BILLING CODE 8011-01-P



                                                                         Federal Register / Vol. 83, No. 31 / Wednesday, February 14, 2018 / Notices                                                     6627

                                               Securities Exchange Act of 1934                         SECURITIES AND EXCHANGE                               A. Self-Regulatory Organization’s
                                               (‘‘Act’’) 1 and Rule 19b–4 thereunder.2                 COMMISSION                                            Statement of the Purpose of, and the
                                               The Proposed Rule Changes were                                                                                Statutory Basis for, the Proposed Rule
                                               published for comment in the Federal                    [Release No. 34–82661; File No. SR–                   Change
                                               Register on January 8, 2018.3 The                       NYSEArca–2018–10]
                                                                                                                                                             1. Purpose
                                               Commission did not receive any
                                                                                                       Self-Regulatory Organizations; NYSE                      The Exchange proposes to amend the
                                               comments on the Proposed Rule
                                                                                                       Arca, Inc.; Notice of Filing and                      Fee Schedule, as described below, to (i)
                                               Changes.
                                                                                                       Immediate Effectiveness of Proposed                   modify the credits the Exchange
                                                  Section 19(b)(2) of the Act 4 provides               Rule Change To Amend the NYSE Arca                    provides for routing certain orders to the
                                               that within 45 days of the publication of               Equities Fees and Charges                             NYSE; (ii) delete a pricing tier, the Large
                                               notice of the filing of a proposed rule                                                                       Order Tier; and (iii) delete certain
                                               change, or within such longer period up                 February 8, 2018.                                     obsolete dates from the Fee Schedule.
                                               to 90 days as the Commission may                           Pursuant to Section 19(b)(1) 1 of the              The Exchange proposes to implement
                                               designate if it finds such longer period                Securities Exchange Act of 1934                       the fee changes on February 1, 2018.
                                               to be appropriate and publishes its                     (‘‘Act’’) 2 and Rule 19b–4 thereunder,3
                                                                                                       notice is hereby given that, on February              Primary Only (‘‘PO’’) Orders
                                               reasons for so finding or as to which the
                                               self-regulatory organization consents,                  1, 2018, NYSE Arca, Inc. (‘‘Exchange’’ or                A PO Order is designed to route to the
                                                                                                       ‘‘NYSE Arca’’) filed with the Securities              primary listing market of the security
                                               the Commission shall either approve the
                                                                                                       and Exchange Commission                               underlying the order (i.e., NYSE,
                                               proposed rule change, disapprove the
                                                                                                       (‘‘Commission’’) the proposed rule                    Nasdaq Stock Market, etc.) immediately
                                               proposed rule change, or institute                                                                            upon arrival and the order therefore
                                                                                                       change as described in Items I, II, and
                                               proceedings to determine whether the                    III below, which Items have been                      does not rest on the Exchange’s order
                                               proposed rule change should be                          prepared by the self-regulatory                       book. Because PO Orders do not rest on
                                               disapproved. The 45th day after                         organization. The Commission is                       the Exchange’s book, the Exchange
                                               publication of the notices for the                      publishing this notice to solicit                     charges fees or provides credits for those
                                               Proposed Rule Changes is February 22,                   comments on the proposed rule change                  orders based on the fees and credits of
                                               2018.                                                   from interested persons.                              the destination primary listing market,
                                                  The Commission is extending the 45-                                                                        which are the non-tier fees and credits
                                                                                                       I. Self-Regulatory Organization’s                     that the Exchange is charged by the
                                               day time period for Commission action                   Statement of the Terms of Substance of
                                               on the Proposed Rule Changes. The                                                                             primary listing market that receives the
                                                                                                       the Proposed Rule Change                              orders. For Tier 1 and Tier 2 PO Orders
                                               Commission finds that it is appropriate
                                               to designate a longer period within                        The Exchange proposes to amend the                 that are routed to the NYSE, the
                                               which to take action on the Proposed                    NYSE Arca Equities Fees and Charges                   Exchange currently provides a credit of
                                                                                                       (‘‘Fee Schedule’’) to (i) modify the                  $0.0014 per share for such orders.
                                               Rule Changes so that it has sufficient
                                                                                                       credits the Exchange provides for                        In a recent rule filing, the NYSE
                                               time to consider and take action on the
                                                                                                       routing certain orders to the New York                modified its fee structure for equities
                                               Proposed Rule Changes.                                                                                        transactions by decreasing the level of
                                                                                                       Stock Exchange LLC (‘‘NYSE’’); (ii)
                                                  Accordingly, pursuant to Section                     delete a pricing tier; and (iii) delete               rebate that it provides to its members
                                               19(b)(2) of the Act 5 and for the reasons               certain obsolete dates from the Fee                   that provide liquidity from $0.0014 per
                                               stated above, the Commission                            Schedule. The Exchange proposes to                    share to $0.0012 per share.4 In order to
                                               designates April 8, 2018 as the date by                 implement the fee changes effective                   maintain the same relationship between
                                               which the Commission shall either                       February 1, 2018. The proposed rule                   the rate that the Exchange charges for a
                                               approve, disapprove, or institute                       change is available on the Exchange’s                 PO Order and the rebate provided by the
                                               proceedings to determine whether to                     website at www.nyse.com, at the                       destination venue, the Exchange is also
                                               disapprove proposed rule changes SR–                    principal office of the Exchange, and at              amending the per share credit for PO
                                               DTC–2017–022, SR–FICC–2017–022,                         the Commission’s Public Reference                     Orders routed to the NYSE that provide
                                               and SR–NSCC–2017–018.                                   Room.                                                 liquidity to the NYSE to $0.0012 per
                                                                                                                                                             share. The Exchange proposes
                                                 For the Commission, by the Division of                II. Self-Regulatory Organization’s
                                                                                                                                                             corresponding changes to the Basic
                                               Trading and Markets, pursuant to delegated              Statement of the Purpose of, and
                                                                                                                                                             Rates pricing section of the Fee
                                               authority.6                                             Statutory Basis for, the Proposed Rule
                                                                                                                                                             Schedule.
                                               Eduardo A. Aleman,                                      Change
                                                                                                                                                             Large Order Tier
                                               Assistant Secretary.                                      In its filing with the Commission, the
                                               [FR Doc. 2018–02983 Filed 2–13–18; 8:45 am]             self-regulatory organization included                    In April 2017, the Exchange filed a
                                               BILLING CODE 8011–01–P                                  statements concerning the purpose of,                 proposed rule change to adopt a new
                                                                                                       and basis for, the proposed rule change               pricing tier to incentivize large order
                                                                                                       and discussed any comments it received                flow (‘‘Large Order Tier’’).5 The Large
                                                 1 15  U.S.C. 78s(b)(1).                               on the proposed rule change. The text                 Order Tier adopted a lower fee of
                                                 2 17  CFR 240.19b–4.                                  of those statements may be examined at                $0.0010 per share to ETP Holders,
                                                  3 Securities Exchange Act Release No. 82426
                                                                                                       the places specified in Item IV below.                including Market Makers, that execute
                                               (January 2, 2018), 83 FR 913 (January 8, 2018) (SR–                                                           an average daily volume (‘‘ADV’’) of
                                                                                                       The Exchange has prepared summaries,
daltland on DSKBBV9HB2PROD with NOTICES




                                               DTC–2017–022); Securities Exchange Act Release
                                                                                                       set forth in sections A, B, and C below,              1,250,000 shares or greater of Market
                                               No. 82427 (January 2, 2018), 83 FR 854 (January 8,
                                               2018) (SR–FICC–2017–022); Securities Exchange           of the most significant parts of such
                                                                                                                                                                4 See Securities Exchange Act Release No. 82563
                                               Act Release No. 82428 (January 2, 2018), 83 FR 897      statements.
                                                                                                                                                             (January 22, 2018), 83 FR 3799 (January 26, 2018)
                                               (January 8, 2018) (SR–NSCC–2017–018).
                                                                                                                                                             (SR–NYSE–2018–03).
                                                  4 15 U.S.C. 78s(b)(2).                                 1 15 U.S.C. 78s(b)(1).                                 5 See Securities Exchange Act Release No. 80516
                                                  5 15 U.S.C. 78s(b)(2).                                 2 15 U.S.C. 78a.                                    (April 24, 2017), 82 FR 19775 (April 28, 2017) (SR–
                                                  6 17 CFR 200.30–3(a)(31).                              3 17 CFR 240.19b–4.                                 NYSEArca–2017–43).



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                                               6628                      Federal Register / Vol. 83, No. 31 / Wednesday, February 14, 2018 / Notices

                                               Orders, Market-On-Close Orders, Limit-                  and May 2017, ELPs were only required                   increased their activity to qualify for the
                                               On-Close Orders and Auction-Only                        to meet to meet the Quoting Standard to                 Large Order Tier as significantly as the
                                               Orders executed in the Closing Auction                  qualify for the incremental credit                      Exchange anticipated they would. The
                                               from orders of 650,000 shares and                       provided under the ELP Program.                         Exchange believes that it is equitable
                                               greater (‘‘Large Closing Orders’’) and                  Beginning June 2017, ELPs must meet                     and not unfairly discriminatory to
                                               that have a ratio of Large Closing Order                both the Quoting Standard and the                       eliminate the Large Order Tier because,
                                               shares to total shares executed during                  Depth Standard to qualify for the                       as proposed, the pricing tier would be
                                               the month of at least 35%. The Large                    pricing incentive. Given that the months                eliminated entirely—ETP Holders and
                                               Order Tier has not encouraged ETP                       during which the Quoting Standard                       Market Makers would no longer be able
                                               Holders and Market Makers to increase                   only was required have passed, the                      to qualify for this pricing tier. This
                                               their activity to qualify for this pricing              Exchange proposes to delete from the                    aspect of the proposed rule change
                                               tier as significantly as the Exchange had               Fee Schedule reference to such months                   would result in the removal of obsolete
                                               anticipated they would. As a result, the                as that language is now obsolete. This                  text from the Fee Schedule and
                                               Exchange proposes to remove this                        proposed change would have no impact                    therefore add greater clarity to the Fee
                                               pricing tier from the Fee Schedule.                     on pricing.                                             Schedule.
                                                                                                                                                                  The Exchange believes that it is
                                               Elimination of Obsolete Dates—Step-Up                   2. Statutory Basis                                      reasonable, equitable and not unfairly
                                               Tier                                                       The Exchange believes that the                       discriminatory to delete reference to
                                                  In September 2017, the Exchange filed                proposed rule change is consistent with                 obsolete dates from the Fee Schedule.
                                               a proposed rule change to adopt a                       Section 6(b) of the Act,8 in general, and               The Step Up Tier and the ELP Program
                                               second way by which an ETP Holder or                    furthers the objectives of Sections                     adopted specific requirements that were
                                               Market Maker could qualify for the                      6(b)(4) and (5) of the Act,9 in particular,             applicable for certain months in 2017.
                                               Step-Up Tier.6 As an incentive for ETP                  because it provides for the equitable                   Given the months during which the
                                               Holders and Market Makers to direct                     allocation of reasonable dues, fees, and                lower requirements were applicable
                                               their order flow to the Exchange, for the               other charges among its members,                        have passed, the Exchange believes
                                               months of September 2017 and October                    issuers and other persons using its                     deletion of the outdated language will
                                               2017 only, the Exchange adopted lower                   facilities and does not unfairly                        bring clarity to the Fee Schedule.
                                               requirements for ETP Holders and                        discriminate between customers,                            For the foregoing reasons, the
                                               Market Makers to qualify for the pricing                issuers, brokers or dealers.                            Exchange believes that the proposal is
                                               tier. Given that the months during                         The Exchange believes that the                       consistent with the Act.
                                               which the incentive was applicable                      proposed changes to routing credits for
                                                                                                       PO Orders that provide liquidity to the                 B. Self-Regulatory Organization’s
                                               have passed, the Exchange proposes to                                                                           Statement on Burden on Competition
                                               delete from the Fee Schedule reference                  NYSE are reasonable because the
                                               to the Step-Up Tier credits applicable to               Exchange’s credits for routing an order                    In accordance with Section 6(b)(8) of
                                               ETP Holders and Market Makers for the                   that does not rest on the Exchange’s                    the Act,10 the Exchange believes that the
                                               months of September 2017 and October                    order book, but rather is designed to                   proposed rule change would not impose
                                               2017 as that language is now obsolete.                  route to the primary listing market on                  any burden on competition that is not
                                               This proposed change would have no                      arrival, are closely related to the NYSE’s              necessary or appropriate in furtherance
                                               impact on pricing.                                      non-tier rebate for its members for                     of the purposes of the Act. In particular,
                                                                                                       providing liquidity, and the proposed                   the routing credits would not place a
                                               Elimination of Obsolete Dates—ELP                       change is consistent with the recent                    burden on competition because the
                                               Program                                                 change to the NYSE Price List to lower                  Exchange is maintaining the existing
                                                 In March 2017, the Exchange filed a                   its non-tier rebate for providing                       relationship between the rebate
                                               proposed rule change to adopt the                       liquidity. While the proposed change                    provided by the Exchange for PO Orders
                                               Exchange Traded Fund Liquidity                          would result in a decrease in the per                   that are routed to the NYSE that provide
                                               Provider Program to incentivize ETP                     share credit for PO Orders routed to the                liquidity on the NYSE and the non-tier
                                               Holders and Market Makers                               NYSE that provide liquidity to the                      rebate the NYSE provides to its
                                               (collectively, the ‘‘ELPs’’) to provide                 NYSE, the rebate that the Exchange                      members that provide liquidity. In
                                               displayed liquidity to the NYSE Arca                    would provide to ETP Holders is                         addition, the removal of obsolete text
                                               Book in NYSE Arca-listed Tape B                         competitive with the rate that NYSE                     from the Fee Schedule would not have
                                               Securities (‘‘ELP Program’’).7 The ELP                  provides to its members for providing                   any impact on inter- or intra-market
                                               Program requires participating ELPs to                  liquidity and would maintain the same                   competition because the proposed
                                               quote at the NBBO for at least 15% of                   relationship between the rebate                         change would result in a streamlined
                                               the time for the billing month (‘‘Quoting               provided by the venue to which the PO                   Fee Schedule without any impact on
                                               Standard’’), and display at least 2,500                 Order is routed and the fees charged by                 pricing.
                                               shares that are priced no more than 2%                  the Exchange for such orders. Further,                     The Exchange notes that it operates in
                                               away from the NBBO at least 90% of the                  the proposed change is equitable and                    a highly competitive market in which
                                               time for the billing month (‘‘Depth                     not unfairly discriminatory because the                 market participants can readily favor
                                               Standard’’), in at least 50 ELP Securities,             rebate would apply uniformly across                     competing venues if they deem fee
                                               to qualify for the pricing incentive. For               pricing tiers and all similarly situated                levels at a particular venue to be
                                               the months of March 2017, April 2017                    ETP Holders would be subject to the                     excessive or rebate opportunities
                                                                                                       same credit.                                            available at other venues to be more
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                                                 6 See Securities Exchange Act Release No. 81601          The Exchange believes that it is                     favorable. In such an environment, the
                                               (September 13, 2017), 82 FR 43633 (September 18,        reasonable to delete obsolete pricing                   Exchange must continually adjust its
                                               2017) (SR–NYSEArca–2017–104).                           tiers from the Fee Schedule because ETP                 fees and rebates to remain competitive
                                                 7 See Securities Exchange Act Release Nos. 80258
                                                                                                       Holders and Market Makers have not                      with other exchanges and to attract
                                               (March 16, 2017), 82 FR 14775 (March 22, 2017)
                                               (SR–NYSEArca–2017–28); and 80632 (May 9, 2017),                                                                 order flow to the Exchange. Because
                                                                                                         8 15   U.S.C. 78f(b).
                                               82 FR 22360 (May 15, 2017) (SR–NYSEArca–2017–
                                               50).                                                      9 15   U.S.C. 78f(b)(4) and (5).                        10 15   U.S.C. 78f(b)(8).



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                                                                         Federal Register / Vol. 83, No. 31 / Wednesday, February 14, 2018 / Notices                                                     6629

                                               competitors are free to modify their own                Paper Comments                                         SECURITIES AND EXCHANGE
                                               fees and credits in response, and                                                                              COMMISSION
                                               because market participants may readily                   • Send paper comments in triplicate
                                               adjust their order routing practices, the               to Secretary, Securities and Exchange
                                                                                                                                                              [Release No. 34–82663; File No. SR–DTC–
                                               Exchange believes that the degree to                    Commission, 100 F Street NE,                           2017–023]
                                               which fee changes in this market may                    Washington, DC 20549–1090.
                                               impose any burden on competition is                     All submissions should refer to File                   Self-Regulatory Organizations; The
                                               extremely limited. As a result of all of                Number SR–NYSEArca–2018–10. This                       Depository Trust Company; Order
                                               these considerations, the Exchange does                 file number should be included on the                  Approving Proposed Rule Change To
                                               not believe that the proposed changes                                                                          Restore the Timeframe for Processing
                                                                                                       subject line if email is used. To help the
                                               will impair the ability of ETP Holders or                                                                      Credit Post-Payable Adjustments
                                                                                                       Commission process and review your
                                               competing order execution venues to
                                               maintain their competitive standing in                  comments more efficiently, please use                  February 8, 2018.
                                               the financial markets.                                  only one method. The Commission will                      On December 21, 2017, The
                                                                                                       post all comments on the Commission’s                  Depository Trust Company (‘‘DTC’’)
                                               C. Self-Regulatory Organization’s                       internet website (http://www.sec.gov/                  filed with the Securities and Exchange
                                               Statement on Comments on the                            rules/sro.shtml). Copies of the                        Commission (‘‘Commission’’) proposed
                                               Proposed Rule Change Received From                      submission, all subsequent                             rule change SR–DTC–2017–023,
                                               Members, Participants, or Others                        amendments, all written statements                     pursuant to Section 19(b)(1) of the
                                                 No written comments were solicited                    with respect to the proposed rule                      Securities Exchange Act of 1934
                                               or received with respect to the proposed                change that are filed with the                         (‘‘Act’’) 1 and Rule 19b–4 thereunder.2
                                               rule change.                                            Commission, and all written                            The proposed rule change was
                                                                                                       communications relating to the                         published for comment in the Federal
                                               III. Date of Effectiveness of the                                                                              Register on January 8, 2018.3 The
                                               Proposed Rule Change and Timing for                     proposed rule change between the
                                                                                                       Commission and any person, other than                  Commission did not receive any
                                               Commission Action                                                                                              comment letters on the proposed rule
                                                                                                       those that may be withheld from the
                                                  The foregoing rule change is effective               public in accordance with the                          change. For the reasons discussed
                                               upon filing pursuant to Section                                                                                below, the Commission approves the
                                                                                                       provisions of 5 U.S.C. 552, will be
                                               19(b)(3)(A) 11 of the Act and                                                                                  proposed rule change.
                                                                                                       available for website viewing and
                                               subparagraph (f)(2) of Rule 19b–4 12
                                                                                                       printing in the Commission’s Public                    I. Description of the Proposed Rule
                                               thereunder, because it establishes a due,
                                                                                                       Reference Room, 100 F Street NE,                       Change
                                               fee, or other charge imposed by the
                                               Exchange.                                               Washington, DC 20549 on official                         The proposed rule change would
                                                  At any time within 60 days of the                    business days between the hours of                     modify DTC’s Distributions Service
                                               filing of such proposed rule change, the                10:00 a.m. and 3:00 p.m. Copies of the                 Guide (‘‘Guide’’) 4 to (i) increase the
                                               Commission summarily may                                filing also will be available for                      timeframe for accepting a request from
                                               temporarily suspend such rule change if                 inspection and copying at the principal                an issuer or its agent (‘‘Paying Agent’’)
                                               it appears to the Commission that such                  office of the Exchange. All comments                   for a post-payable adjustment (‘‘PPA’’)
                                               action is necessary or appropriate in the               received will be posted without change.                that results in a credit payment, and (ii)
                                               public interest, for the protection of                  Persons submitting comments are                        make technical changes to the Guide, as
                                               investors, or otherwise in furtherance of               cautioned that we do not redact or edit                more fully described below.
                                               the purposes of the Act. If the                         personal identifying information from                  A. Current PPA Process
                                               Commission takes such action, the                       comment submissions. You should
                                               Commission shall institute proceedings                  submit only information that you wish                     On a daily basis, DTC collects and
                                               under Section 19(b)(2)(B) 13 of the Act to              to make available publicly. All                        allocates distributions on securities held
                                               determine whether the proposed rule                     submissions should refer to File                       by DTC.5 The distributions are
                                               change should be approved or                            Number SR–NYSEArca-2018–10 and                         commonly referred to as principle and
                                               disapproved.                                            should be submitted on or before March                 income payments, and they include
                                                                                                                                                              dividend, interest, principal,
                                               IV. Solicitation of Comments                            7, 2018.
                                                                                                                                                              redemption, and maturity payments, as
                                                 Interested persons are invited to                       For the Commission, by the Division of               applicable.6 Occasionally, an error can
                                               submit written data, views, and                         Trading and Markets, pursuant to delegated             occur with a principal or income
                                               arguments concerning the foregoing,                     authority.14                                           payment due to an error on the part of
                                               including whether the proposed rule                     Eduardo A. Aleman,                                     the Paying Agent, trustee, issuer, or a
                                               change is consistent with the Act.                      Assistant Secretary.                                   change in the principle factor or rate.7
                                               Comments may be submitted by any of                     [FR Doc. 2018–02976 Filed 2–13–18; 8:45 am]            When an error occurs, Paying Agents
                                               the following methods:                                  BILLING CODE 8011–01–P
                                                                                                                                                              can request that DTC issue a PPA. A
                                                                                                                                                              PPA can result in a debit (‘‘Debit PPA’’)
                                               Electronic Comments
                                                 • Use the Commission’s internet                                                                                1 15   U.S.C. 78s(b)(1).
                                               comment form (http://www.sec.gov/                                                                                2 17   CFR 240.19b–4.
                                               rules/sro.shtml); or                                                                                              3 Securities Exchange Act Release No. 82433
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                                                 • Send an email to rule-comments@                                                                            (January 2, 2018), 83 FR 927 (January 8, 2017) (SR–
                                                                                                                                                              DTC–2017–023) (‘‘Notice’’).
                                               sec.gov. Please include File Number SR–                                                                           4 Available at http://www.dtcc.com/∼/media/
                                               NYSEArca–2018–10 on the subject line.                                                                          Files/Downloads/legal/service-guides/Distributions-
                                                                                                                                                              Service-Guide-FINAL-January-2017.pdf.
                                                 11 15 U.S.C. 78s(b)(3)(A).                                                                                      5 Notice, 83 FR at 927.
                                                 12 17 CFR 240.19b–4(f)(2).                                                                                      6 Id.
                                                 13 15 U.S.C. 78s(b)(2)(B).                              14 17   CFR 200.30–3(a)(12).                            7 Id.




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Document Created: 2018-02-14 03:59:15
Document Modified: 2018-02-14 03:59:15
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 6627 

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