Federal Register / Vol. 86, No. 23 / Friday, February 5, 2021 / Notices 8449 

14 17 CFR 240.17Ad–22(e)(21). 

15 Id. 

16 17 CFR 200.30–3(a)(12). 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

Rule 17Ad–22(e)(21) 14 requires each 

covered clearing agency to establish, 

implement, maintain, and enforce 

written policies and procedures 

reasonably designed to be efficient and 

effective in meeting the requirements of 

its participants and the markets it 

serves, and have its management 

regularly review the efficiency and 

effectiveness of its (i) clearing and 

settlement arrangements; (ii) operating 

structure, including risk management 

policies, procedures, and systems; (iii) 

scope of products cleared or settled; and 

(iv) use of technology and 

communication procedures. As noted 

above, ERM provides the oversight and 

framework for identifying, assessing, 

managing, monitoring and reporting on 

risk across the ICE, Inc. organization 

and has dedicated resources focused on 

ICC, allowing ICC to be efficient and 

effective in meeting the requirements of 

its participants and the markets it 

serves. Moreover, the amended 

framework more clearly sets out the 

ERM function with respect to ICC to 

ensure the fulfillment of relevant 

responsibilities, thereby promoting 

ICC’s ability to be efficient and effective 

in meeting the requirements of its 

participants and the markets it serves. 

Further, the proposed revisions clarify 

responsibilities regarding review of risk 

assessments and operational risk 

reporting to appropriate parties, which 

would promote management’s regular 

review of the efficiency and 

effectiveness of ICC’s clearing and 

settlement arrangements, operating 

structure, product scope, and use of 

technology and communication 

procedures. The proposed rule change is 

thus reasonably designed to meet the 

requirements of Rule 17Ad–22(e)(21).15

(B) Clearing Agency’s Statement on 

Burden on Competition 

ICC does not believe the proposed 

rule change would have any impact, or 

impose any burden, on competition. 

The proposed changes to the 

Operational Risk Management 

Framework will apply uniformly across 

all market participants. Therefore, ICC 

does not believe the amendments would 

impose any burden on competition not 

necessary or appropriate in furtherance 

of the purposes of the Act. 

(C) Clearing Agency’s Statement on 

Comments on the Proposed Rule 

Change Received From Members, 

Participants or Others 

Written comments relating to the 

proposed rule change have not been 

solicited or received. ICC will notify the 

Commission of any written comments 

received by ICC. 

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 within such longer period 

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 

such 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– 

ICC–2021–003 on the subject line. 

Paper Comments 

Send paper comments in triplicate to 

Secretary, Securities and Exchange 

Commission, 100 F Street NE, 

Washington, DC 20549. 

All submissions should refer to File 

Number SR–ICC–2021–003. 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 

filings will also be available for 

inspection and copying at the principal 

office of ICE Clear Credit and on ICE 

Clear Credit’s website at https://

www.theice.com/clear-credit/regulation. 

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–ICC–2021–003 and 

should be submitted on or before 

February 26, 2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.16

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–02399 Filed 2–4–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–91035; File No. SR– 

NYSEAMER–2021–04] 

Self-Regulatory Organizations; NYSE 

American LLC; Notice of Filing of 

Proposed Rule Change To Amend the 

NYSE American Equities Price List and 

Fee Schedule and the NYSE American 

Options Fee Schedule Related to CoLocation Services 

February 1, 2021. 

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

Securities Exchange Act of 1934 (the 

‘‘Act’’) 2 and Rule 19b–4 thereunder,3

notice is hereby given that, on January 

19, 2021, NYSE American LLC (‘‘NYSE 

American’’ 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 selfregulatory organization. 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 

NYSE American Equities Price List and 

Fee Schedule and the NYSE American 

Options Fee Schedule (together, the 


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8450 Federal Register / Vol. 86, No. 23 / Friday, February 5, 2021 / Notices 

4The Exchange initially filed rule changes 

relating to its co-location services with the 

Securities and Exchange Commission 

(‘‘Commission’’) in 2010. See Securities Exchange 

Act Release No. 62961 (September 21, 2010), 75 FR 

59299 (September 27, 2010) (SR–NYSEAmex–2010– 

80). 

5For purposes of the Exchange’s co-location 

services, a ‘‘User’’ means any market participant 

that requests to receive co-location services directly 

from the Exchange. See Securities Exchange Act 

Release No. 76009 (September 29, 2015), 80 FR 

60213 (October 5, 2015) (SR–NYSEMKT–2015–67). 

As specified in the Price List and Fee Schedule, a 

User that incurs co-location fees for a particular colocation service pursuant thereto would not be 

subject to co-location fees for the same co-location 

service charged by the Exchange’s affiliates New 

York Stock Exchange LLC, NYSE Arca, Inc., NYSE 

Chicago, Inc., and NYSE National, Inc. (together, 

the ‘‘Affiliate SROs’’). See Securities Exchange Act 

Release No. 70176 (August 13, 2013), 78 FR 50471 

(August 19, 2013) (SR–NYSEMKT–2013–67). Each 

Affiliate SRO has submitted substantially the same 

proposed rule change to propose the changes 

described herein. See SR–NYSE–2021–05, SR– 

NYSEArca–2021–07, SR–NYSECHX–2021–01, and 

SR–NYSENAT–2021–01. 

6See Securities Exchange Act Release No. 77072 

(February 5, 2016), 81 FR 7382 (February 11, 2016) 

(SR–NYSEMKT–2015–89). 

7See id. at 7384. 

8See id. The definitions of ‘‘Affiliate’’ and 

‘‘Aggregate Cabinet Footprint’’ were added to the 

Price List and Fee Schedule at the same time. 

9See Securities Exchange Act Release Nos. 88837 

(May 7, 2020), 85 FR 28671 (May 13, 2020) (SR– 

NYSE–2019–46, SR–NYSEAMER–2019–34, SR– 

NYSEArca–2019–61, SR–NYSENAT–2019–19) 

(‘‘NMS Network Approval Order’’) and 88972 (May 

29, 2020), 85 FR 34472 (June 4, 2020) (‘‘NYSE 

Chicago NMS Network Approval Order’’). 

‘‘Price List and Fee Schedule’’) related 

to co-location services to add two Partial 

Cabinet Solution bundles. 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 its 

Price List and Fee Schedule related to 

co-location 4 services to add two Partial 

Cabinet Solution (‘‘PCS’’) bundles that 

would be offered to Users.5

Proposed Addition of Option E and 

Option F PCS Bundles 

The Price List and Fee Schedule 

currently lists four PCS bundles, 

Options A through D. As originally 

formulated, each PCS bundle option 

included a partial cabinet powered to a 

maximum of 2 kilowatts (‘‘kW’’); access 

to the liquidity center network (‘‘LCN’’) 

and internet protocol (‘‘IP’’) networks, 

the local area networks available in the 

data center; two fiber cross connections; 

and connectivity to one of two time 

feeds.6 The PCS bundles are designed to 

attract smaller Users, including those 

with minimal power or cabinet space 

demands or those for which the costs 

attendant with having a dedicated 

cabinet are too burdensome.7 Users are 

only eligible to purchase PCS bundles if 

they meet specified requirements, set 

forth in General Note 2 of the Price List 

and Fee Schedule.8

In May 2020, the Exchange amended 

PCS bundle Options C and D to each 

include two 10 Gb connections to the 

NMS Network, an alternate dedicated 

network connection that Users could 

use to access the NMS feeds for which 

the Securities Industry Automation 

Corporation (‘‘SIAC’’) is engaged as the 

securities information processor 

(‘‘SIP’’).9 These two 10 Gb NMS 

Network connections were added to the 

Option C and D bundles at no additional 

cost. 

In response to customer interest, the 

Exchange now proposes to add two new 

PCS bundles to the Price List and Fee 

Schedule. Proposed Options E and F 

would be substantially similar to 

Options C and D, respectively, with the 

difference that each connection 

included in the proposed bundles 

would be upgraded to 40 Gb from 10 Gb: 

That is, proposed Options E and F 

would include a 1 kw (Option E) or 2 

kw (Option F) partial cabinet, one 40 Gb 

LCN connection, one 40 Gb IP network 

connection, two 40 Gb NMS Network 

connections, and either the Network 

Time Protocol Feed or the Precision 

Timing Protocol. Users selecting an 

Option E or F bundle would be charged 

the same initial charge of $10,000 that 

currently applies to Options C and D. In 

addition, Users would be charged 

monthly recurring charges (‘‘MRC’’) of 

$18,000 for an Option E bundle and 

$19,000 for an Option F bundle. The 

Exchange proposes that Users that 

purchase Option E or F bundles on or 

before December 31, 2021 would receive 

a 50% reduction in the MRC for the first 

12 months. 

The amended portion of the Price List 

and Fee Schedule would read as follows 

(proposed additions italicized): 

Type of service Description Amount of charge 

Partial Cabinet Solution bundles 

Note: A User and its Affiliates are limited to one Partial Cabinet Solution 

bundle at a time. A User and its Affiliates must have an Aggregate 

Cabinet Footprint of 2 kW or less to 

qualify for a Partial Cabinet Solution 

bundle. See Note 2 under ‘‘General 

Notes.’’.

Option E: 1 kW partial cabinet, 1 LCN connection 

(40 Gb), 1 IP network connection (40 Gb), 2 

NMS Network connections (40 Gb each), 2 fiber 

cross connections and either the Network Time 

Protocol Feed or Precision Timing Protocol.

$10,000 initial charge per bundle plus monthly 

charge per bundle as follows: 

• For Users that order on or before December 31, 2021: $9,000 monthly for first 12 

months of service, and $18,000 monthly 

thereafter. 

• For Users that order after December 31, 

2021: $18,000 monthly. 

Option F: 2 kW partial cabinet, 1 LCN connection 

(40 Gb), 1 IP network connection (40 Gb), 2 

NMS Network connections (40 Gb each), 2 fiber 

cross connections and either the Network Time 

Protocol Feed or Precision Timing Protocol.

$10,000 initial charge per bundle plus monthly 

charge per bundle as follows: 

• For Users that order on or before December 31, 2021: $9,500 monthly for first 12 

months of service, and $19,000 monthly 

thereafter. 

• For Users that order after December 31, 

2021: $19,000 monthly. 


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Federal Register / Vol. 86, No. 23 / Friday, February 5, 2021 / Notices 8451 

10A Hosting User is required to be a User, but 

because only Users can be Hosting Users, a Hosted 

Customer is not able to provide hosting services to 

any other entities in the space in which it is hosted. 

The Exchange allows Users to act as Hosting Users 

for a monthly fee. See Securities Exchange Act 

Release No. 76009 (September 29, 2015), 80 FR 

60213 (October 5, 2015) (SR–NYSEMKT–2015–67) 

11Because Hosting Users’ services are not 

regulated, they may offer differentiated pricing and 

are not required to make their pricing public or 

disclose it to the Exchange. The Exchange therefore 

does not have direct visibility into the specific 

range of options, or cost thereof, offered by Hosting 

Users, and relies on third parties for information. 

12See Securities Exchange Act Release No. 51808 

(June 9, 2005), 70 FR 37496, 37499 (June 29, 2005) 

(‘‘Regulation NMS Adopting Release’’). 

13 15 U.S.C. 78f(b). 

14 15 U.S.C. 78f(b)(5). 

15 15 U.S.C. 78f(b)(4). 

The Exchange proposes that General 

Note 2 of the Price List and Fee 

Schedule—which currently applies to 

PCS bundle Options A through D— 

would also apply to proposed Option E 

and F bundles, without alteration. 

Specifically, a User and its Affiliates 

would be limited to one PCS bundle at 

a time, and a User and its Affiliates 

must have an Aggregate Cabinet 

Footprint of 2 kW or less to qualify for 

a PCS bundle. 

The Exchange is not proposing any 

changes to PCS bundle Options A 

through D. 

Application and Impact of the Proposed 

Changes 

The proposed changes would not 

apply differently to distinct types or 

sizes of market participants. Rather, 

they would apply to all Users equally. 

Users that require other sizes or 

combinations of cabinets, network 

connections, and cross connects could 

still request them. As is currently the 

case, the purchase of any co-location 

service, including PCS bundles, is 

completely voluntary and the Price List 

and Fee Schedule is applied uniformly 

to all Users. 

Competitive Environment 

A User may host another entity in its 

space within the data center. Such Users 

are called ‘‘Hosting Users,’’ and their 

customers are ‘‘Hosted Customers.’’ 10

Based on conversations with Users 

and potential customers, the Exchange 

believes that Hosting Users offer 

bundles (‘‘Hosting User Bundles’’) that 

include cabinet space and space on 

shared LCN, IP, and NMS network 

connections, and that the Hosting User 

Bundles provide their end users with a 

service similar to that of the PCS 

bundles.11

The Exchange operates in a highly 

competitive market in which exchanges 

and other vendors (e.g., Hosting Users) 

offer co-location services as a means to 

facilitate the trading and other market 

activities of those market participants 

who believe that co-location enhances 

the efficiency of their operations. The 

Commission has repeatedly expressed 

its preference for competition over 

regulatory intervention in determining 

prices, products, and services in the 

securities markets. Specifically, 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.’’ 12

The proposed changes are not 

otherwise intended to address any other 

issues relating to co-location services 

and/or related fees, and the Exchange is 

not aware of any problems that Users 

would have in complying with the 

proposed change. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

Section 6(b) of the Act,13 in general, and 

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

of the Act,14 in particular, because 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 and because it is not 

designed to permit unfair 

discrimination between customers, 

issuers, brokers, or dealers. The 

Exchange further believes that the 

proposed rule change is consistent with 

Section 6(b)(4) of the Act,15 because it 

provides for the equitable allocation of 

reasonable dues, fees, and other charges 

among its members and issuers and 

other persons using its facilities and 

does not unfairly discriminate between 

customers, issuers, brokers, or dealers. 

The Proposed Change Is Reasonable 

The Exchange believes that the 

proposed rule change is reasonable and 

would perfect the mechanisms of a free 

and open market and a national market 

system and, in general, protect investors 

and the public interest, for the following 

reasons. 

The Exchange believes that it is 

reasonable to expand its PCS bundle 

options by offering the proposed Option 

E and F bundles. Currently, the 

Exchange offers Users the ability to 

purchase connectivity to the LCN/NMS 

and IP/NMS networks in 10 Gb and 40 

Gb bandwidths, but within the 

Exchange’s existing PCS bundle options, 

40 Gb connections are not available. 

This means that at present, Users 

interested in the PCS bundled 

services—either because they have 

minimal power and cabinet space 

demands or because the costs attendant 

with having a dedicated cabinet are too 

burdensome—cannot access 40 Gb 

connections and are limited to the 10 Gb 

connections offered as part of the 

Option C and D bundles. Users and 

potential customers have requested that 

the Exchange provide them the 

opportunity to purchase PCS bundles 

that include 40 Gb connections, which 

would enable them to connect to more 

of the Included Data Products and Third 

Party Data Feeds or have the same size 

connection in co-location that they have 

everywhere. The Exchange believes that 

it is reasonable to offer the proposed 

Option E and F bundles to satisfy this 

customer demand, while continuing to 

offer the existing bundle offerings, in 

order to provide potential Users of the 

PCS bundled services an additional 40 

Gb option for their network connection 

requirements. 

Additionally, the Exchange believes 

that the proposed change may make PCS 

bundles more competitive with the 

services that Hosting Users offer. 

Without this proposed rule change, 

potential Users choosing between a PCS 

bundle and a Hosting User Bundle 

would have fewer options. 

The Exchange believes that the 

proposed charges for the Option E and 

F bundles are reasonable. The Exchange 

proposes that Users choosing the Option 

E or F bundles would pay the same 

$10,000 initial charge that Users 

currently pay when choosing the Option 

C or D bundles, which reflects the fact 

that setting up each of these four cabinet 

options involves a similar amount of 

work for the Exchange. It is also 

reasonable for the Exchange to set MRC 

charges of $18,000 for an Option E 

bundle (a $4,000 increase over Option 

C) and $19,000 for an Option F bundle 

(a $4,000 increase over Option D) which 

reflects the fact that the Exchange will 

have to supply multiple 40 Gb 

connections in the Option E and F 

bundles, as opposed to the 10 Gb 

connections included in the Option C 

and D bundles. 

The Exchange believes that it is 

reasonable to provide a period of 

eligibility for a 50% MRC reduction as 

an incentive to Users to utilize the 


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8452 Federal Register / Vol. 86, No. 23 / Friday, February 5, 2021 / Notices 

16 15 U.S.C. 78f(b)(8). 

Option E and F bundles. Similar 50% 

MRC reductions were proposed and 

approved for Options A through D when 

those product offerings were added to 

the Price List and Fee Schedule. 

The Proposed Change Is Not Unfairly 

Discriminatory 

The Exchange believes its proposal is 

not unfairly discriminatory. The 

proposed change would not apply 

differently to distinct types or sizes of 

market participants. Rather, it would 

apply to all Users equally. The 

Exchange would continue to offer the 

four existing PCS bundles (Options A 

through D) with different cabinet 

footprints and network connection 

options, in addition to the proposed 

Option E and F bundles. Users that 

require other sizes or combinations of 

cabinets, network connections, and 

cross connects could still request them. 

As is currently the case, the purchase of 

any co-location service, including PCS 

bundles, would be completely 

voluntary. 

The Exchange believes that the 

proposed charges for Option E and F 

bundles are not unfairly discriminatory. 

The proposed initial charges and MRCs 

for Options E and F would apply 

equally to all Users that purchase an 

Option E or F bundle, and the proposed 

50% reduction of MRC for the first 12 

months would apply to any User that 

orders an Option E or F bundle on or 

before December 31, 2021. 

The Proposed Change Is an Equitable 

Allocation of Fees and Credits 

The Exchange believes that its 

proposal equitably allocates its fees 

among its market participants. 

The proposed change would not 

apply differently to distinct types or 

sizes of market participants. Rather, it 

would apply to all Users equally. 

Specifically, the proposed initial 

charges and MRCs for Options E and F 

would apply equally to all Users that 

purchase an Option E or F bundle, and 

the proposed 50% reduction of MRC for 

the first 12 months would apply to any 

User that orders an Option E or F 

bundle on or before December 31, 2021. 

The Exchange would continue to offer 

the four existing PCS bundles (Options 

A through D) with different cabinet 

footprints and network connection 

options, in addition to the proposed 

Option E and F bundles. Users that 

require other sizes or combinations of 

cabinets, network connections, and 

cross connects could still request them. 

As is currently the case, the purchase of 

any co-location service, including PCS 

bundles, would be completely 

voluntary. 

Without this proposed rule change, 

potential Users choosing between a PCS 

bundle and a Hosting User Bundle 

would have fewer options. Potential 

Users could benefit from having an 

additional 40 Gb option for their 

network connection requirements, 

which would allow them to connect to 

more of the Included Data Products and 

Third Party Data Feeds or have the same 

size connection in co-location that they 

have elsewhere. 

Finally, the Exchange believes that it 

is subject to significant competitive 

forces, as described below in the 

Exchange’s statement regarding the 

burden on competition. 

For the reasons above, the proposed 

changes do not unfairly discriminate 

between or among market participants 

that are otherwise capable of satisfying 

any applicable co-location fees, 

requirements, terms, and conditions 

established from time to time by the 

Exchange. 

For these reasons, the Exchange 

believes that the proposal is consistent 

with the Act. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange believes that the 

proposal will not impose any burden on 

competition that is not necessary or 

appropriate in furtherance of the 

purposes of Section 6(b)(8) of the Act.16

Intramarket Competition 

The Exchange believes that the 

proposed changes would not place any 

burden on intramarket competition that 

is not necessary or appropriate. 

The Exchange’s offering of the 

proposed Option E and F bundles 

would provide potential Users of PCS 

bundles a wider range of choices, which 

would be especially beneficial for 

potential Users with minimal power and 

cabinet space demands, but which 

could nevertheless benefit from an 

additional 40 Gb option for their 

network connection requirements. The 

Exchange believes that the proposed 

change may make PCS bundles more 

attractive to potential Users who might 

otherwise opt to become Hosted 

Customers, and thus would enhance the 

competitive environment for potential 

Users, who would then have more 

options from which to select. At the 

same time, however, no potential User 

would be obligated to purchase a PCS 

bundle, and it would still have the 

options offered by Hosting Users. 

Intermarket Competition 

The Exchange believes that the 

proposed changes will not impose any 

burden on intermarket competition that 

is not necessary or appropriate. The 

proposed change is not meant to affect 

competition among national securities 

exchanges. Rather, the Exchange 

believes that the proposed change is a 

reasonable attempt to maintain a more 

level playing field between the 

Exchange and the Hosting Users, who 

compete for Hosted Customer business. 

Because Hosting Users’ services are not 

regulated, they may offer differentiated 

pricing and are not required to make 

their pricing public. The Exchange 

believes that the proposed change may 

make PCS bundles more attractive to 

potential users who might otherwise opt 

to become Hosted Customers. 

The Exchange operates in a highly 

competitive market in which exchanges 

and other vendors (i.e., Hosting Users) 

offer co-location services as a means to 

facilitate the trading and other market 

activities of those market participants 

who believe that co-location enhances 

the efficiency of their operations. 

Accordingly, fees charged for colocation services are constrained by the 

active competition for the order flow of, 

and other business from, such market 

participants. If a particular exchange 

charges excessive fees for co-location 

services, affected market participants 

will opt to terminate their co-location 

arrangements with that exchange, and 

adopt a possible range of alternative 

strategies, including placing their 

servers in a physically proximate 

location outside the exchange’s data 

center (which could be a competing 

exchange), or pursuing strategies less 

dependent upon the lower exchange-toparticipant latency associated with colocation. Accordingly, an exchange 

charging excessive fees would stand to 

lose not only co-location revenues but 

also the liquidity of the formerly colocated trading firms, which could have 

additional follow-on effects on the 

market share and revenue of the affected 

exchange. In such an environment, the 

Exchange must continually review, and 

consider adjusting, its services and 

related fees and credits to remain 

competitive with other exchanges. 

The Commission has repeatedly 

expressed its preference for competition 

over regulatory intervention in 

determining price, products, and 

services in the securities markets. 

Specifically, in Regulation NMS, the 

Commission highlighted the importance 

of market forces in determining prices 

and SRO revenues and, also, 

recognizing that current regulation of 


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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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