Federal Register / Vol. 86, No. 10 / Friday, January 15, 2021 / Notices 4161 

14 17 CFR 200.30–3(a)(12). 

1 15 U.S.C. 78s(b)(1). 

2 17 CFR 240.19b–4. 

3 15 U.S.C. 78s(b)(3)(A)(iii). 

4 17 CFR 240.19b–4(f)(6). 

5For example, if the Exchange becomes aware of 

a transaction fee billing error on January 4, 2021, 

the Exchange will resolve the error by crediting or 

debiting Members based on the fees or rebates that 

should have been applied to any impacted 

transactions during October, November and 

December 2020. The Exchange notes that because 

it bills in arrears, the Exchange would be able to 

correct the error in advance of issuing the January 

2021 invoice and therefore, transactions impacted 

through the date of discovery (in this example, 

January 4, 2021) and thereafter, would be billed 

correctly. 

Electronic Comments 

• Use the Commission’s internet 

comment form (http://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

NASDAQ–2020–100 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–NASDAQ–2020–100. 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–NASDAQ–2020–100 and 

should be submitted on or before 

February 5, 2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.14

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–00814 Filed 1–14–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–90897; File No. SR– 

CboeBZX–2020–094] 

Self-Regulatory Organizations; Cboe 

BZX Exchange, Inc.; Notice of Filing 

and Immediate Effectiveness of a 

Proposed Rule Change To Amend its 

Options and Equities Fees Schedules 

To Adopt a Provision Relating to 

Billing Errors and Fee Disputes 

January 11, 2021. 

Pursuant to Section 19(b)(1) of the 

Securities Exchange Act of 1934 (the 

‘‘Act’’),1 and Rule 19b–4 thereunder,2

notice is hereby given that on December 

31, 2020, Cboe BZX Exchange, Inc. (the 

‘‘Exchange’’ or ‘‘BZX’’) filed with the 

Securities and Exchange Commission 

(the ‘‘Commission’’) the proposed rule 

change as described in Items I and II 

below, which Items have been prepared 

by the Exchange. The Exchange filed the 

proposal as a ‘‘non-controversial’’ 

proposed rule change pursuant to 

Section 19(b)(3)(A)(iii) of the Act 3 and 

Rule 19b–4(f)(6) thereunder.4 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 its 

options and equities fees schedules to 

adopt a provision relating to billing 

errors and fee disputes. 

The text of the proposed rule change 

is also available on the Exchange’s 

website (http://markets.cboe.com/us/ 

equities/regulation/rule_filings/bzx/), at 

the Exchange’s Office of the Secretary, 

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 

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 its 

options and equities fees schedules to 

adopt a provision relating to billing 

errors and fee disputes. Particularly, the 

Exchange proposes to provide that after 

three calendar months, all fees and 

rebates assessed by the Exchange would 

be considered final. More specifically, 

the Exchange would adopt language in 

the fees schedules that would provide 

that all fees and rebates assessed prior 

to the three full calendar months before 

the month in which the Exchange 

becomes aware of a billing error shall be 

considered final. Particularly, the 

Exchange will resolve an error by 

crediting or debiting Members and NonMembers based on the fees or rebates 

that should have been applied in the 

three full calendar months preceding 

the month in which the Exchange 

became aware of the error, including to 

all impacted transactions that occurred 

during those months.5 The Exchange 

will apply the three month look back 

regardless of whether the error was 

discovered by the Exchange or by a 

Member or Non-Member that submitted 

a fee dispute to the Exchange. The 

Exchange also proposes to provide all 

disputes concerning fees and rebates 

assessed by the Exchange would have to 

be submitted to the Exchange in writing 

and accompanied by supporting 

documentation. 

The purpose of the proposed change 

is to encourage Members and NonMembers to promptly review their 

Exchange invoices so that any disputed 

charges can be addressed in a timely 

manner. The Exchange notes that it 

provides Members with both daily and 

monthly fee reports and thus believes 

they should be aware of any potential 

billing errors within three months. 

Requiring that Members and NonMembers submit disputes in writing and 

provide supporting documentation 

encourages them to promptly review 

their invoices so that any disputed 

charges can be addressed in a timely 

4162 Federal Register / Vol. 86, No. 10 / Friday, January 15, 2021 / Notices 

6See e.g. Securities Exchange Act Release No. 

87650 (December 3, 2019), 84 FR 67304 (December 

9, 2019) (SR–NYSECHX–2019–024); Securities 

Exchange Act Release No. 84430 (October 16, 2018), 

83 FR 53347 (October 22, 2018) (SR–NYSENAT– 

2018–23); and Securities Exchange Act Release No. 

79060 (October 6, 2016), 81 FR 70716 (October 13, 

2016) (SR–ISEGemini–2016–11). 

7See e.g. MEMX LLC, Rule 15.3, IEX Rule 15.120, 

Nasdaq Rule Equity 7, Section 70, Nasdaq BX Rule 

Equity 7, Section 111, and Nasdaq PHLX Rule 

Equity 7, Section 2. 

8 15 U.S.C. 78f(b). 

9 15 U.S.C. 78f(b)(5). 

10 Id. 

11See supra note 7. 

12See supra note 6. 

13 15 U.S.C. 78s(b)(3)(A). 

14 17 CFR 240.19b–4(f)(6). 

manner while the information and data 

underlying those charges (e.g., 

applicable fees and order information) is 

still easily and readily available. This 

practice will avoid issues that may arise 

when Members or Non-Members do not 

dispute an invoice in a timely manner 

and will conserve Exchange resources 

that would have to be expended to 

resolve untimely billing disputes. As 

such, the proposed rule change would 

alleviate administrative burdens related 

to billing disputes, which could divert 

staff resources away from the 

Exchange’s regulatory and business 

purposes. The proposed rule change to 

provide all fees and rebates are final 

after three calendar months also 

provides both the Exchange and 

Members and Non-Members finality and 

the ability to close their books after a 

known period of time. 

The Exchange notes that a number of 

exchanges have explicitly stated that 

they consider all fees to be final after a 

similar period of time.6 Additionally, 

several other exchanges have adopted 

similar provisions in their rules that 

provide for a process for Members and 

Non-Members to submit fee disputes.7

The proposed billing policy will apply 

to all charges and rebates reflected in 

the Exchange’s fees schedules. 

2. Statutory Basis 

The Exchange believes the proposed 

rule change is consistent with the 

Securities Exchange Act of 1934 (the 

‘‘Act’’) and the rules and regulations 

thereunder applicable to the Exchange 

and, in particular, the requirements of 

Section 6(b) of the Act.8 Specifically, 

the Exchange believes the proposed rule 

change is consistent with the Section 

6(b)(5) 9 requirements that the rules of 

an exchange be designed to prevent 

fraudulent and manipulative acts and 

practices, to promote just and equitable 

principles of trade, to foster cooperation 

and coordination with persons engaged 

in regulating, clearing, settling, 

processing information with respect to, 

and facilitating transactions in 

securities, to remove impediments to 

and perfect the mechanism of a free and 

open market and a national market 

system, and, in general, to protect 

investors and the public interest. 

Additionally, the Exchange believes the 

proposed rule change is consistent with 

the Section 6(b)(5) 10 requirement that 

the rules of an exchange not be designed 

to permit unfair discrimination between 

customers, issuers, brokers, or dealers. 

With respect to the proposed billing 

procedure, the Exchange believes that 

the requirement to submit all billing 

disputes in writing, and with supporting 

documentation is reasonable because 

the Exchange provides Members with 

ample tools to monitor and account for 

various charges incurred in a given 

month. Additionally, the Exchange 

notes that most Members and NonMembers that pay exchange fees are 

sophisticated entities, so it is 

appropriate to expect them to promptly 

review their invoices for errors and to be 

capable of identifying such errors. 

The proposed provision also promotes 

the protection of investors and the 

public interest by providing a clear and 

concise mechanism for Members and 

Non-Members to dispute fees and for 

the Exchange to review such disputes in 

a timely manner. Moreover, the 

proposed billing dispute language, 

which will lower the Exchange’s 

administrative burden, is similar to 

billing dispute language of other 

exchanges.11 In addition, the proposed 

billing procedure is fair, equitable, and 

not unfairly discriminatory because it 

will apply equally to all Members (and 

Non-Members that pay Exchange fees). 

The Exchange also believes that 

providing that all fees and rebates are 

final after three months (i.e., resolving 

billing errors only for the three full 

calendar months preceding the month 

in which the Exchange became aware of 

the error), is reasonable as both the 

Exchange and Members and NonMembers have an interest in knowing 

when its fee assessments are final and 

when reliance can be placed on those 

assessments. Indeed, without some 

deadline on billing errors, the Exchange 

and Members and Non-Members would 

never be able to close their books with 

any confidence. Furthermore, as noted 

above, a number of Exchanges similarly 

consider their fees final after a similar 

period of time.12 The proposed change 

is also equitable, and not unfairly 

discriminatory because it will apply 

equally to all Members (and NonMembers that pay Exchange fees) and 

apply in cases where either the Member 

(or Non-Member) discovers the error or 

the Exchange discovers the error. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed rule change would impose 

any burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. With respect 

to the billing procedure and billing error 

policy, the proposed rule change would 

establish a clear process that would 

apply equally to all Members. 

Additionally, the proposed rule change 

is similar to rules of other exchanges. 

The Exchange does not believe such 

proposed changes would impair the 

ability of Members or competing order 

execution venues to maintain their 

competitive standing in the financial 

markets. Moreover, because the 

proposed changes would apply equally 

to all Members, the proposal does not 

impose any burden on competition. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

No comments were solicited or 

received on the proposed rule change. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Because the foregoing proposed rule 

change does not: (i) Significantly affect 

the protection of investors or the public 

interest; (ii) impose any significant 

burden on competition; and (iii) become 

operative for 30 days from the date on 

which it was filed, or such shorter time 

as the Commission may designate, it has 

become effective pursuant to Section 

19(b)(3)(A) of the Act 13 and Rule 19b– 

4(f)(6) 14 thereunder. 

At any time within 60 days of the 

filing of the 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 will institute proceedings 

to determine whether the proposed rule 

change should be approved or 

disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

Federal Register / Vol. 86, No. 10 / Friday, January 15, 2021 / Notices 4163 

15 17 CFR 200.30–3(a)(12). 

1 15 U.S.C. 78s(b)(1). 

2 17 CFR 240.19b–4. 

3Located in the ‘‘MSCI LMM Incentive Program’’ 

table in the Fees Schedule. 

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 rule-comments@

sec.gov. Please include File Number SR– 

CboeBZX–2020–094 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–CboeBZX–2020–094. 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; 

the Commission does not edit personal 

identifying information from 

submissions. You should submit only 

information that you wish to make 

available publicly. All submissions 

should refer to File Number SR– 

CboeBZX–2020–094 and should be 

submitted on or before February 5, 2021. 

For the Commission, by the Division 

of Trading and Markets, pursuant to 

delegated authority.15

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–00822 Filed 1–14–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–90896; File No. SR–CBOE– 

2021–001] 

Self-Regulatory Organizations; Cboe 

Exchange, Inc.; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change Relating To Amend its 

Fees Schedule With Respect to 

Expiring Fee Waivers and Incentive 

Programs 

January 11, 2021. 

Pursuant to Section 19(b)(1) of the 

Securities Exchange Act of 1934 (the 

‘‘Act’’),1 and Rule 19b–4 thereunder,2

notice is hereby given that on January 4, 

2021, Cboe Exchange, Inc. (the 

‘‘Exchange’’ or ‘‘Cboe Options’’) 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 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 

Cboe Exchange, Inc. (the ‘‘Exchange’’ 

or ‘‘Cboe Options’’) proposes to amend 

its Fees Schedule with respect to 

expiring fee waivers and incentive 

programs. The text of the proposed rule 

change is provided in Exhibit 5. 

The text of the proposed rule change 

is also available on the Exchange’s 

website (http://www.cboe.com/ 

AboutCBOE/ 

CBOELegalRegulatoryHome.aspx), at 

the Exchange’s Office of the Secretary, 

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 

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 its 

Fees Schedule to (1) amend the MSCI 

EAFE Index (‘‘MXEA’’) options and 

MSCI Emerging Markets Index 

(‘‘MXEF’’) options Lead Market Maker 

(‘‘LMM’’) Incentive Program, (2) amend 

the Global Trading Hours (‘‘GTH’’) S&P 

500 Index (‘‘SPX’’) options and SPX 

Weekly (‘‘SPXW’’) options LMM 

Incentive Program and (3) remove 

reference to the FTSE 100 Mini Index 

(‘‘UKXM’’) options Designated Primary 

Market-Maker (‘‘DPM’’) Incentive 

Program. The Exchange proposes to 

implement these amendments to its 

Fees Schedule on January 4, 2021. 

MXEA and MXEF LMM Incentive 

Program 

The Exchange proposes to amend its 

financial program for LMMs quoting in 

Regular Trading Hours (‘‘RTH’’) 

appointed in MXEA and MXEF options 

(i.e., the MSCI LMM Incentive Program). 

Currently, if the appointed LMM in 

MXEA and MXEF provides continuous 

electronic quotes during RTH that meet 

or exceed the heightened quoting 

standards 3 in at least 90% of the MXEA 

and MXEF series 80% of the time in a 

given month, the LMM will receive a 

payment for that month in the amount 

of $20,000 per class, per month. That is, 

an appointed LMM may reach the 

heightened quoting standards for the 

given percentage of series and time, 

measured across both the MXEF and 

MXEA series, in a given month to 

receive the $20,000 payment per class 

per month. Additionally, the Exchange 

notes that an LMM in MSCI options is 

not currently obligated to satisfy the 

heightened quoting standards described 

in the table above. Rather, an LMM is 

eligible to receive the rebate if it 

satisfies the heightened quoting 

standards, which the Exchange believes 

encourages LMMs to provide liquidity 

during GTH. The Exchange may also 

consider other exceptions to this 

quoting standard based on demonstrated 

legal or regulatory requirements or other 

mitigating circumstances. 

Specifically, the Exchange proposes to 

amend certain near-term widths 

contained in the MSCI LMM Incentive 

Program’s heightened quoting 

standards. Currently, for MXEA and 

MXEF options expiring in the near term 

(8 days to 60 days) the appointed LMM