Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (“Exchange Act” or “Act”) ^[1] and Rule 19b-4 thereunder,^[2] notice is hereby given that on September 30, 2026, Miami International Securities Exchange, LLC (“MIAX” or “Exchange”) 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 Exchange. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons.

I. Self-Regulatory Organization's Statement of the Terms of Substance of the Proposed Rule Change

The Exchange proposes to amend the MIAX Options Exchange Fee Schedule (the “Fee Schedule”) to amend the Priority Customer Rebate Program (“PCRP”) table to modify the calculation used to determine the alternative rebates applicable to certain transactions in Complex Orders (all terms described below).

The text of the proposed rule change is available on the Exchange's website at www.miaxglobal.com/​markets/​us-options/​miax-options/​rule-filings, and at the Exchange's principal office.

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 Exchange 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 these 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 aspects 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 Section (1)(a)(iii) of the Fee Schedule to amend the PCRP table to modify the calculation used to determine the alternative rebates applicable to certain transactions in Complex Orders.^[3]

Background

Pursuant to the PCRP, the Exchange credits each Member ^[4] the per contract amount set forth in the PCRP table in Section (1)(a)(iii) of the Fee Schedule, as applicable, resulting from each Priority Customer ^[5] order transmitted by that Member which is executed electronically on the Exchange in all multiply-listed option classes (with certain exclusions described below), provided the Member meets certain percentage thresholds in a month as described in the PCRP table. The volume thresholds are calculated based on the percentage of national customer volume in multiply-listed options classes listed on MIAX entered and executed over the course of the month but does not include, in simple or complex as applicable, QCC ^[6] and cQCC Orders,^[7] Priority Customer-to-Priority Customer Orders, C2C ^[8] and cC2C Orders,^[9] PRIME ^[10] and cPRIME ^[11] AOC Responses, PRIME and cPRIME Contra-side Orders, PRIME and cPRIME Orders for which both the Agency and Contra-side Order are Priority Customers, and executions related to contracts that are routed to one or more exchanges in connection with the Options Order Protection and Locked/Crossed Market Plan referenced in MIAX Rule 1400 (referred to as “national customer volume”).^[12]

Pursuant to the PCRP, Priority Customer volume for transactions in simple, PRIME Agency, complex, and ( printed page 65807) cPRIME Agency are aggregated to determine the appropriate volume tier threshold applicable to each transaction. Volume is recorded for, and credits are delivered to, the Member that submits the order to the Exchange. All fees and rebates are per contract per leg. MIAX aggregates the contracts resulting from Priority Customer Orders ^[13] transmitted and executed electronically on MIAX from Members and Affiliates ^[14] for purposes of the thresholds described in the PCRP table.

Effective beginning September 1, 2026, the Exchange established alternative rebates for certain transactions in non-paired Complex Order volume based on a Member's Priority Customer total monthly non-paired Complex Order volume as a percent of the Member's Priority Customer total monthly volume aggregated to the PCRP.^[15]

Proposal

The Exchange proposes to amend the PCRP table to modify the calculation used to determine the alternative rebates applicable to certain transactions in non-paired Complex Orders.

Currently, the PCRP table provides the following volume thresholds applicable to Priority Customer Orders, which are based on a percentage of national customer volume in multiply-listed options classes listed on MIAX during the relevant month: 0.00% to 0.50% in tier 1; above 0.50% to 1.50% in tier 2; above 1.50% to 1.90% in tier 3; above 1.90% to 3.50% in tier 4; and above 3.50% in tier 5. Currently, for Priority Customer orders in the PCRP, the Exchange provides a per contract credit for non-paired Complex Orders based on a Member's Priority Customer total monthly non-paired Complex Order volume as a percent of the Member's Priority Customer total monthly volume aggregated to the PCRP. In particular, if the Member's Priority Customer non-paired Complex Orders account for less than 50% of the Member's Priority Customer total monthly PCRP volume, that Member's Priority Customer executed non-paired complex volume qualifies for the following rebates: (i) $0.20 per contract in tier 1; (ii) $0.21 per contract in tier 2; (iii) $0.26 ^[16] or $0.27 ^[17] per contract in tier 3 depending on whether the executing buyer and seller are the same Member or Affiliates; and (iv) $0.27 ^[18] or $0.28 ^[19] per contract in tiers 4 and 5 depending on whether the executing buyer and seller are not the same Member or Affiliates. If the Member's Priority Customer non-paired Complex Orders account for 50% or more of the Member's Priority Customer total monthly PCRP volume, that Member's Priority Customer executed non-paired complex volume qualifies for higher rebates as follows: (i) $0.23 per contract in tier 1; (ii) $0.27 per contract in tier 2; and (iii) $0.28 per contract in tiers 3, 4, or 5.

To calculate whether Members qualify for the alternative, higher rebates for their Priority Customer Complex Order volume, the Exchange compares the Member's monthly Priority Customer non-paired Complex Order volume to its total monthly Priority Customer volume aggregated for the PCRP. The aggregated PCRP volume includes simple, PRIME Agency, complex, and cPRIME Agency orders transmitted by that Priority Customer which are executed electronically on the Exchange in all multiply-listed option classes, with certain exclusions. The Exchange excludes the following orders from the calculation of Priority Customer Complex Order credits and from the calculation of the volume thresholds set forth in the PCRP table: QCC and cQCC Orders, Priority Customer-to-Priority Customer Orders, C2C and cC2C Orders, PRIME and cPRIME AOC Responses, PRIME and cPRIME Contra-side Orders, PRIME and cPRIME Orders for which both the Agency and Contra-side Order are Priority Customers, and executions related to contracts that are routed to one or more exchanges in connection with the Options Order Protection and Locked/Crossed Market Plan referenced in MIAX Rule 1400.^[20] For purposes of calculating the Member's monthly Priority Customer non-paired Complex Order volume for the alternative PCRP rebates, the Exchange counts the volume of the option legs of a Complex Order and excludes the stock portion if the Complex Order is a stock-option order, as defined in Exchange Rule 518(a)(5).

The Exchange now proposes to amend the PCRP table to modify the calculation used to determine the alternative rebates applicable to certain transactions in non-paired Complex Orders. In particular, the Exchange proposes to include the Member's Priority Customer cPRIME Agency order volume in the calculation that currently compares the Member's monthly Priority Customer non-paired Complex Order volume to its total monthly Priority Customer volume aggregated for the PCRP. Specifically, the Exchange proposes to amend Section (1)(a)(iii) of the Fee Schedule to amend the last two column headings to insert the words “and cPRIME Agency” following the phrase “Per Contract Credit for Complex Orders, Priority Customer Non-Paired Complex Orders. . . .” With the proposed changes, the last two columns in the table in Section (1)(a)(iii) of the Fee Schedule will read as follows: “Per Contract Credit for Complex Orders, Priority Customer Non-Paired Complex Orders and cPRIME Agency Volume <50% of Member's PCRP Volume” and “Per Contract Credit for Complex Orders, Priority Customer Non-Paired Complex Orders and cPRIME Agency Volume ≥50% of Member's PCRP Volume”. Accordingly, to determine the alternative rebates applicable to certain transactions in Complex Orders for the ( printed page 65808) PCRP, the Exchange will compare the Member's monthly Priority Customer non-paired Complex Orders and cPRIME Agency order volume to its total monthly Priority Customer volume aggregated for the PCRP, which aggregated volume includes simple, PRIME Agency, complex, and cPRIME Agency orders transmitted by that Priority Customer that are executed electronically on the Exchange in all multiply-listed option classes. The Exchange will continue to exclude the following from the calculation of Priority Customer Complex Order credits and from the calculation of the volume thresholds set forth in the PCRP table: QCC and cQCC Orders, Priority Customer-to-Priority Customer Orders, C2C and cC2C Orders, PRIME and cPRIME AOC Responses, PRIME and cPRIME Contra-side Orders, PRIME and cPRIME Orders for which both the Agency and Contra-side Order are Priority Customers, and executions related to contracts that are routed to one or more exchanges in connection with the Options Order Protection and Locked/Crossed Market Plan referenced in MIAX Rule 1400.^[21] The Exchange does not propose to amend any of the volume threshold percentages or credit amounts with this filing.

The purpose of this proposed change is for business and competitive reasons. With the proposed change to include Priority Customer cPRIME Agency order volume in the calculation used to determine the alternative rebates applicable to certain transactions in Complex Orders, Members may be able to more easily qualify for the higher PCRP rebates for their Complex Orders. The Exchange believes this may encourage market participants to submit more Priority Customer Complex Orders and therefore increase Priority Customer order flow, resulting in increased liquidity which benefits all Exchange participants by providing more trading opportunities and tighter spreads. The Exchange notes that at least one competing equity options exchange similarly provides for higher customer rebates based on the ratio of simple order volume to complex order volume, with certain segments and/or symbols excluded from the calculation.^[22]

Implementation

The proposed changes are effective beginning October 1, 2026.

2. Statutory Basis

The Exchange believes that its proposal to amend its Fee Schedule is consistent with Section 6(b) of the Act ^[23] in general, and furthers the objectives of Section 6(b)(4) of the Act ^[24] in particular, in that it is an equitable allocation of reasonable dues, fees, and other charges among its members and issuers and other persons using its facilities. The Exchange also believes the proposal furthers the objectives of Section 6(b)(5) of the Act ^[25] in that it is designed to promote just and equitable principles of trade, to remove impediments to and perfect the mechanism of a free and open market and a national market system, and, in general, to protect investors and the public interest and is not designed to permit unfair discrimination between customers, issuers, brokers and dealers.

The Commission has repeatedly expressed its preference for competition over regulatory intervention in determining prices, products, and services in the securities markets. In Regulation NMS, the Commission highlighted the importance of market forces in determining prices and SRO revenues and, also, recognized that current regulation of the market system “has been remarkably successful in promoting market competition in its broader forms that are most important to investors and listed companies.” ^[26]

There are currently 19 registered options exchanges competing for order flow.^[27] Based on publicly-available information, and excluding index-based and singly-listed options, no single exchange had more than approximately 10-11% of the multiply-listed equity options market share for the month of August 2026.^[28] Therefore, no exchange possesses significant pricing power. More specifically, the Exchange had a market share of approximately 10.22% of executed volume of multiply-listed equity options for the month of August 2026.^[29]

The Exchange believes its proposal to amend the PCRP to include Priority Customer cPRIME Agency order volume in the calculation used to determine the alternative rebates applicable to certain transactions in Complex Orders is reasonable, equitable and not unfairly discriminatory because Members may be able to more easily qualify for the higher PCRP rebates for their Complex Orders. The Exchange believes this change is reasonable because it may encourage market participants to submit more Priority Customer Complex Orders, both non-paired Complex Orders and cPRIME orders, and therefore increase Priority Customer order flow, resulting in increased liquidity which benefits all Exchange participants by providing more trading opportunities and tighter spreads. The Exchange believes the proposed change to the PCRP is equitable and not unfairly discriminatory because it will apply equally to all market participants who provide Priority Customer cPRIME Agency order volume. The Exchange believes the proposed change is reasonable because at least one competing equity options exchange similarly provides for higher customer rebates based on the ratio of simple order volume to complex order volume, with certain segments and/or symbols excluded from the calculation.^[30]

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

The Exchange believes that the proposed change will not impose any burden on competition that is not necessary or appropriate in furtherance of the purposes of the Act.

Intra-Market Competition

The Exchange does not believe that the proposal will impose any burden on intra-market competition not necessary or appropriate in furtherance of the purposes of the Act.

The Exchange believes its proposal to amend the PCRP to include cPRIME Agency order volume in the calculation used to determine the alternative rebates applicable to certain transactions in Complex Orders will not impose any burden on intra-market competition. Instead, the Exchange believes this ( printed page 65809) proposed change will promote competition because it would encourage market participants to submit more Priority Customer cPRIME Agency order volume and therefore increase Priority Customer order flow, resulting in increased liquidity which benefits all Exchange participants by providing more trading opportunities and tighter spreads.

Inter-Market Competition

The Exchange does not believe that the proposed changes will impose any burden on inter-market competition and 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. There are currently 19 registered options exchanges competing for order flow. Based on publicly-available information, and excluding index-based options, no single exchange had more than approximately 10-11% of the multiply-listed equity options market share for the month of August 2026.^[31] Therefore, no exchange possesses significant pricing power. More specifically, the Exchange had a market share of approximately 10.22% of executed volume of multiply-listed equity options for the month of August 2026.^[32]

In such an environment, the Exchange must continually adjust its rebates and tiers to remain competitive with other options exchanges. Because competitors are free to modify their own fees and tiers 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. The Exchange believes that the proposed rule changes reflect this competitive environment because they modify the Exchange's rebates in a manner that encourages market participants to continue to provide liquidity and to send order flow to the Exchange. The Exchange notes that at least one competing equity options exchange similarly provides for higher customer rebates based on the ratio of simple order volume to complex order volume, with certain segments and/or symbols excluded from the calculation.^[33]

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

No written comments were either solicited or received.

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

The foregoing rule change has become effective pursuant to Section 19(b)(3)(A)(ii) of the Act,^[34] and Rule 19b-4(f)(2) ^[35] thereunder. At any time within 60 days of the filing of such proposed rule change, the Commission summarily may temporarily suspend such rule change if it appears to the Commission that such action is necessary or appropriate in the public interest, for the protection of investors, or otherwise in furtherance of the purposes of the Act. If the Commission takes such action, the Commission shall institute proceedings to determine whether the proposed rule should be approved or disapproved.

IV. Solicitation of Comments

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

Electronic Comments

• Use the Commission's internet comment form (www.sec.gov/​rules/​sro.shtml); or
• Send an email torule-comments@sec.gov. Please include file number SR-MIAX-2026-40 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-MIAX-2026-40. 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 ( www.sec.gov/​rules/​sro.shtml). Copies of the filing will be available for inspection and copying at the principal office of the Exchange. Do not include personal identifiable information in submissions; you should submit only information that you wish to make available publicly. We may redact in part or withhold entirely from publication submitted material that is obscene or subject to copyright protection. All submissions should refer to file number SR-MIAX-2026-40 and should be submitted on or before November 6, 2026.