Federal Register / Vol. 86, No. 23 / Friday, February 5, 2021 / Notices 8453 

17See Regulation NMS Adopting Release, supra 

note 12, at 37499. 

18 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). 

5 17 CFR 240.17a–5(d). 

6 17 CFR 240.17a–5(d)(6). 

the market system ‘‘has been remarkably 

successful in promoting market 

competition in its broader forms that are 

most important to investors and listed 

companies.’’ 17

For these reasons, the Exchange 

believes that the proposed rule change 

reflects this competitive environment 

and does not impose any undue burden 

on intermarket competition. 

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 

Within 45 days of the date of 

publication of this notice in the Federal 

Register or up to 90 days (i) as the 

Commission may designate if it finds 

such longer period to be appropriate 

and publishes its reasons for so finding 

or (ii) as to which the self-regulatory 

organization consents, the Commission 

will: 

(A) By order approve or disapprove 

the proposed rule change, or 

(B) institute proceedings to determine 

whether the proposed rule change 

should be 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 (http://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

NYSEAMER–2021–04 on the subject 

line. 

Paper Comments 

• Send paper comments in triplicate 

to: Securities and Exchange 

Commission, 100 F Street NE, 

Washington, DC 20549–1090. 

All submissions should refer to File 

Number SR–NYSEAMER–2021–04. 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–NYSEAMER–2021–04 and 

should be submitted on or before 

February 26, 2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.18

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–02407 Filed 2–4–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–91027; File No. SR–MEMX– 

2021–01] 

Self-Regulatory Organizations; MEMX 

LLC; Notice of Filing and Immediate 

Effectiveness of a Proposed Rule 

Change To Add Interpretation and 

Policy .03 to Exchange Rule 4.2 

Regarding the Provision of Members’ 

Broker-Dealer Annual Reports 

February 1, 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 

21, 2021, MEMX LLC (‘‘MEMX’’ or the 

‘‘Exchange’’) 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 

Exchange filed the proposal as a ‘‘noncontroversial’’ 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 is filing with the 

Commission a proposed rule change to 

add proposed Interpretation and Policy 

.03 to Exchange Rule 4.2 that would 

provide a waiver of the requirement that 

members of the Exchange (‘‘Members’’) 

for which the Exchange is not the 

designated examining authority 

(‘‘DEA’’) provide the Exchange with 

copies of their broker-dealer annual 

reports. The text of the proposed rule 

change is provided in Exhibit 5. 

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 

SEC Rule 17a–5(d) 5 generally requires 

each broker-dealer registered under 

Section 15 of the Act to file with the 

Commission and the broker-dealer’s 

DEA certain financial-related reports 

described in that rule on an annual basis 

(such reports, ‘‘Annual Reports’’). SEC 

Rule 17a–5(d)(6) 6 further requires each 

broker-dealer to provide all selfregulatory organizations (‘‘SROs’’) of 

which the broker-dealer is a member 

with copies of its Annual Reports. The 

Exchange proposes to add proposed 


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8454 Federal Register / Vol. 86, No. 23 / Friday, February 5, 2021 / Notices 

7See Exchange Act Release No. 70073 (August 21, 

2013), 78 FR 51909 (August 21, 2013). 8See id. at 51923–24. 9See id. See also Exchange Act Release No. 64676 

(June 15, 2011), 76 FR 37572, 37592 (June 27, 2011). 10See Exchange Rule 2.3, which sets forth certain 

Member eligibility criteria and generally requires 

that a prospective Member be and remain a member 

of a national securities association registered under 

Section 15A(a) of the Act or a member of another 

national securities exchange registered under 

Section 6(a) of the Act in order to be eligible to be, 

and to remain, a Member. As such, the Exchange 

believes that each Member will already have an 

assigned DEA prior to joining the Exchange as a 

Member. 

11See Exchange Rule 4.2. 

12 15 U.S.C. 78f(b). 

13 15 U.S.C. 78f(b)(5). 14See Exchange Rule 4.2. 

Interpretation and Policy .03 to 

Exchange Rule 4.2 to relieve Members 

for which the Exchange is not the DEA 

of the requirement of SEC Rule 17a– 

5(d)(6) that a broker-dealer must provide 

copies of its Annual Reports to the 

Exchange. 

In 2013 the Commission amended 

certain broker-dealer annual reporting, 

audit, and notification requirements.7

Among these amendments was an 

amendment to paragraph (d)(6) of Rule 

17a-5 to allow an SRO that is not a 

broker-dealer’s DEA to waive by rule the 

requirement that such broker-dealer 

provide its Annual Reports to that 

SRO.8 This amendment was proposed 

because in some cases SROs do not 

believe it is necessary to receive copies 

of a broker-dealer’s Annual Reports, 

particularly when an SRO is not the 

broker-dealer’s DEA.9

The Exchange is not currently the 

DEA for any of its Members and does 

not expect to be the DEA for any of its 

Members.10 The Exchange does not 

believe it is necessary for it to receive 

copies of Annual Reports from its 

Members for which it is not the DEA, as 

the Exchange does not anticipate using 

any information contained therein in 

order to carry out its regulatory 

responsibilities. The Exchange believes 

that receiving such information is 

important for an SRO that is a brokerdealer’s DEA but not for an SRO that is 

not the broker-dealer’s DEA, particularly 

as one of the key responsibilities of a 

broker-dealer’s DEA is to oversee such 

broker-dealer’s compliance with 

applicable financial responsibility rules. 

Furthermore, the Exchange notes that 

even with the proposed waiver in effect 

the Exchange would still be able to 

request the Annual Reports or any 

information contained therein from any 

Member pursuant to Exchange Rule 4.2, 

which requires a Member to furnish to 

the Exchange, upon request, current 

copies of any financial information filed 

with the Commission, which includes 

the Annual Reports and any information 

contained therein.11 As such, the 

Exchange believes that the proposed 

waiver would benefit Members for 

which it is not the DEA by eliminating 

an unnecessary requirement and 

facilitating a more efficient exchange of 

information between the Exchange and 

such Members in that they would only 

be required to furnish their Annual 

Reports or any information contained 

therein if and when the Exchange deems 

it necessary and requests such 

information. Therefore, the Exchange 

proposes the addition of proposed 

Interpretation and Policy .03 to 

Exchange Rule 4.2 in order to explicitly 

waive the requirement of SEC Rule 17a– 

5(d)(6) for such Members to file copies 

of their Annual Reports with the 

Exchange. The Exchange notes, 

however, that if and to the extent the 

Exchange is the DEA for any of its 

Members the Exchange’s Rules would 

still require each such Member to 

provide it with copies of such Member’s 

Annual Reports in accordance with the 

requirements of SEC Rule 17a–5(d)(6). 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

Section 6(b) of the Act,12 in general, and 

furthers the objectives of Section 6(b)(5) 

of the Act,13 in particular, in that it is 

designed to prevent fraudulent and 

manipulative acts and practices, to 

promote just and equitable principles of 

trade, to foster cooperation and 

coordination with persons engaged in 

regulating, clearing, settling, processing 

information with respect to, and 

facilitating transactions in securities, to 

remove impediments to and perfect the 

mechanism of a free and open market 

and a national market system, and, in 

general, to protect investors and the 

public interest. 

The Exchange believes that it will be 

able to properly regulate Members for 

which it is not the DEA even without 

the information contained in the Annual 

Reports currently required to be 

provided to the Exchange by such 

Members under SEC Rule 17a–5(d)(6). 

Firstly, the Exchange is not currently 

the DEA for any of its Members and 

does not currently use the information 

contained in its Members’ Annual 

Reports for any purpose. Additionally, if 

the Exchange was to determine that the 

information contained in the Annual 

Reports of a Member for which it is not 

the DEA was necessary for any reason, 

the Exchange can directly request those 

records from the Member pursuant to 

Exchange Rule 4.2, which requires a 

Member to furnish to the Exchange 

current copies of any financial 

information filed with the Commission, 

which includes the Annual Reports and 

any information contained therein.14 In 

this way, the Exchange could still obtain 

the information contained in the Annual 

Reports currently required to be 

provided by such Members under SEC 

Rule 17a–5(d)(6) even with the 

proposed waiver of such requirement. 

Given that Members must furnish the 

Exchange with Annual Reports or the 

information contained therein if and 

when the Exchange so requests, the 

Exchange does not believe that it is 

necessary for it to separately receive 

copies of Annual Reports from its 

Members for which it is not the DEA 

pursuant to SEC Rule 17a–5(d)(6). 

Finally, the proposed Interpretation and 

Policy .03 of Rule 4.2 is consistent with 

the Act in that it is adopting a waiver 

explicitly provided for by the 

Commission in SEC Rule 17a–5(d)(6). 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

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. To the 

contrary, the proposed Interpretation 

and Policy .03 is not a competitive 

proposal as it is concerned solely with 

the administration of the Exchange and 

simply creates a more efficient exchange 

of information between the Exchange 

and its Members. The Exchange notes 

that the proposed Interpretation and 

Policy .03 would apply equally to all 

Members for which the Exchange is not 

the DEA, which currently includes all of 

the Exchange’s Members. The Exchange 

notes that it still believes it is 

appropriate to require provision of the 

Annual Reports by any Member for 

which it is the DEA pursuant to SEC 

Rule 17a–5(d)(6) as the Exchange 

believes the information contained in 

the Annual Reports is important for an 

SRO that is a broker-dealer’s DEA. 

Furthermore, the Exchange notes that 

the proposed Interpretation and Policy 

.03 would be directly implementing a 

permitted waiver adopted by the 

Commission in SEC Rule 17a–5(d)(6), 

and as such, any SRO can adopt such a 

waiver to the extent permitted by that 

rule. Consequently, the Exchange does 

not believe that the proposed rule 

change would impose any burden on 

intermarket or intramarket competition. 


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Federal Register / Vol. 86, No. 23 / Friday, February 5, 2021 / Notices 8455 

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

16 17 CFR 240.19b–4(f)(6). 

17 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3The term ‘‘Trading Permit’’ means a permit 

issued by the Exchange that confers the ability to 

transact on the Exchange. See Exchange Rule 100. 

4The term ‘‘Member’’ means an individual or 

organization approved to exercise the trading rights 

associated with a Trading Permit. Members are 

deemed ‘‘members’’ under the Exchange Act. See 

Exchange Rule 100 and the Definitions Section of 

the Fee Schedule. 

5 ‘‘Electronic Exchange Member’’ or ‘‘EEM’’ 

means the holder of a Trading Permit who is not 

a Market Maker. Electronic Exchange Members are 

deemed ‘‘members’’ under the Exchange Act. See 

Exchange Rule 100 and the Definitions Section of 

the Fee Schedule. 

6The term ‘‘Market Makers’’ refers to ‘‘Lead 

Market Makers’’, ‘‘Primary Lead Market Makers’’ 

and ‘‘Registered Market Makers’’ collectively. See 

Exchange Rule 100 and the Definitions Section of 

the Fee Schedule. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

The Exchange neither solicited nor 

received comments 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 15 and Rule 19b– 

4(f)(6) thereunder.16

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 shall 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, 

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– 

MEMX–2021–01 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–MEMX–2021–01. This file 

number should be included on the 

subject line if email is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

internet website (http://www.sec.gov/ 

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule change between the 

Commission and any person, other than 

those that may be withheld from the 

public in accordance with the 

provisions of 5 U.S.C. 552, will be 

available for website viewing and 

printing in the Commission’s Public 

Reference Room, 100 F Street NE, 

Washington, DC 20549 on official 

business days between the hours of 

10:00 a.m. and 3:00 p.m. Copies of such 

filing also will be available for 

inspection and copying at the principal 

office of the Exchange. All comments 

received will be posted without change. 

Persons submitting comments are 

cautioned that we do not redact or edit 

personal identifying information from 

comment submissions. You should 

submit only information that you wish 

to make available publicly. All 

submissions should refer to File 

Number SR–MEMX–2021–01, and 

should be submitted on or before 

February 26, 2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.17

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–02395 Filed 2–4–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–91033; File No. SR– 

EMERALD–2021–03] 

Self-Regulatory Organizations; MIAX 

Emerald, LLC; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Amend Its Fee 

Schedule To Adopt Monthly Trading 

Permit Fees 

February 1, 2021. 

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

Securities Exchange Act of 1934 

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

notice is hereby given that on January 

22, 2021, MIAX Emerald, LLC (‘‘MIAX 

Emerald’’ or ‘‘Exchange’’), filed with the 

Securities and Exchange Commission 

(‘‘Commission’’) a 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 is filing a proposal to 

amend the MIAX Emerald Fee Schedule 

(the ‘‘Fee Schedule’’) to establish 

monthly Trading Permit 3 fees for 

Exchange Members.4

The text of the proposed rule change 

is available on the Exchange’s website at 

http://www.miaxoptions.com/rulefilings/emerald, at MIAX’s principal 

office, 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 the 

Fee Schedule to adopt monthly Trading 

Permit fees (the ‘‘Proposed Access 

Fees’’) depending on the Member’s 

status as either an Electronic Exchange 

Member (‘‘EEM’’) 5 or as a Market 

Maker.6 MIAX Emerald commenced 


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