Federal Register / Vol. 86, No. 34 / Tuesday, February 23, 2021 / Notices 11033 

7 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. 78f. 

4See Securities Exchange Act Release No. 84891 

(December 20, 2018), 83 FR 67421 (December 28, 

2018) (File No. 10–233) (order approving 

application of MIAX Emerald, LLC for registration 

as a national securities exchange). 5See Securities Exchange Act Release No. 85393 

(March 21, 2019), 84 FR 11599 (March 27, 2019) 

(SR–EMERALD–2019–15) (Notice of Filing and 

Immediate Effectiveness of a Proposed Rule Change 

To Establish the MIAX Emerald Fee Schedule). 6 ‘‘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. 7 ‘‘Waiver Period’’ means, for each applicable fee, 

the period of time from the initial effective date of 

the MIAX Emerald Fee Schedule until such time 

that the Exchange has an effective fee filing 

establishing the applicable fee. The Exchange will 

issue a Regulatory Circular announcing the 

establishment of an applicable fee that was subject 

to a Waiver Period at least fifteen (15) days prior 

to the termination of the Waiver Period and 

effective date of any such applicable fee. See the 

Definitions Section of the Fee Schedule. 

8See MIAX Emerald Regulatory Circular 2020–41 

available at https://www.miaxoptions.com/sites/ 

default/files/circular-files/MIAX_Emerald_RC_

2020_41.pdf. 

9See SR–EMERALD–2020–10 (the ‘‘First 

Proposed Rule Change’’). 

10See Securities Exchange Act Release No. 90274 

(October 27, 2020), 85 FR 69371 (November 2, 2020) 

(SR–EMERALD–2020–13) (Notice of Filing and 

Immediate Effectiveness of a Proposed Rule Change 

To Amend Its Fee Schedule To Establish Market 

Data Fees) (the ‘‘Second Proposed Rule Change’’). 

11See Comment Letter from Joseph W. Ferraro III, 

SVP, Deputy General Counsel, the Exchange, dated 

November 20, 2020, notifying the Commission that 

the Exchange will withdraw the Second Proposed 

Rule Change. 

12See Securities Exchange Act Release No. 90612 

(December 9, 2020), 85 FR 81242 (December 15, 

2020) (SR–EMERALD–2020–16) (the ‘‘Third 

Proposed Rule Change’’). 

13See Comment Letter from Joseph W. Ferraro III, 

SVP, Deputy General Counsel, the Exchange, dated 

January 19, 2021, notifying the Commission that the 

Exchange will withdraw the Third Proposed Rule 

Change. 

14See SR–EMERALD–2021–04 (the ‘‘Fourth 

Proposed Rule Change’’). 

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–Phlx–2021–08 and should 

be submitted on or before March 16, 

2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.7

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–03544 Filed 2–22–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–91145; File No. SR– 

EMERALD–2021–05] 

Self-Regulatory Organizations; MIAX 

Emerald, LLC; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Amend Its Fee 

Schedule To Establish Market Data 

Fees 

February 17, 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 February 

4, 2021, MIAX Emerald, LLC (‘‘MIAX 

Emerald’’ 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 is filing a proposal to 

amend the MIAX Emerald Fee Schedule 

(the ‘‘Fee Schedule’’) to establish market 

data fees. 

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 establish market data 

fees. MIAX Emerald commenced 

operations as a national securities 

exchange registered under Section 6 of 

the Act 3 on March 1, 2019.4 The 

Exchange adopted its transaction fees 

and certain of its non-transaction fees in 

its filing SR–EMERALD–2019–15.5 In 

that filing, the Exchange expressly 

waived, among others, market data fees 

to provide an incentive to prospective 

market participants to become 

Members 6 of the Exchange. At that 

time, the Exchange waived market data 

fees for the Waiver Period 7 and stated 

that it would provide notice to market 

participants when the Exchange 

intended to terminate the Waiver 

Period. 

On September 15, 2020, the Exchange 

issued a Regulatory Circular which 

announced, among other things, that the 

Exchange would be ending the Waiver 

Period for market data fees, beginning 

October 1, 2020.8

On October 1, 2020, the Exchange 

filed its proposal to assess fees for its 

market data products, MIAX Emerald 

Top of Market (‘‘ToM’’), Administrative 

Information Subscriber (‘‘AIS’’) feed, 

and MIAX Order Feed (‘‘MOR’’).9 On 

October 14, 2020, the Exchange 

withdrew the First Proposed Rule 

Change and refiled its proposal in order 

to provide more description regarding 

the difference in pricing for internal 

distributors and external distributors.10

On November 25, 2020, the Exchange 

withdrew the Second Proposed Rule 

Change 11 and refiled its proposal to 

assess fees for its ToM, AIS and MOR 

products in order to provide additional 

information.12 On January 22, 2021, the 

Exchange withdrew the Third Proposed 

Rule Change 13 and refiled its proposal 

in order to provide a cost-based 

justification for its market data fees.14

On February 4, 2021, the Exchange 

withdrew the Fourth Proposed Rule 

Change and refiled this proposal. 

A more detailed description of the 

ToM, AIS and MOR products can be 

11034 Federal Register / Vol. 86, No. 34 / Tuesday, February 23, 2021 / Notices 

15See Securities Exchange Act Release No. 85207 

(February 27, 2019), 84 FR 7963 (March 5, 2019) 

(SR–EMERALD–2019–09) (Notice of Filing and 

Immediate Effectiveness of a Proposed Rule Change 

to Establish MIAX Emerald Top of Market (‘‘ToM’’) 

Data Feed, MIAX Emerald Complex Top of Market 

(‘‘cToM’’) Data Feed, MIAX Emerald Administrative 

Information Subscriber (‘‘AIS’’) Data Feed, and 

MIAX Emerald Order Feed (‘‘MOR’’)). 

16 cToM provides subscribers with the same 

information as the ToM market data product as it 

relates to the strategy book, i.e., the Exchange’s best 

bid and offer for a complex strategy, with aggregate 

size, based on displayable order and quoting 

interest in the complex strategy on the Exchange. 

cToM also provides subscribers with the 

identification of the complex strategies currently 

trading on MIAX Emerald; complex strategy last 

sale information; and the status of securities 

underlying the complex strategy (e.g., halted, open, 

or resumed). cToM is distinct from ToM, and 

anyone wishing to receive cToM data must 

subscribe to cToM regardless of whether they are 

a current ToM subscriber. ToM subscribers are not 

required to subscribe to cToM, and cToM 

subscribers are not required to subscribe to ToM. 

See id. 

17The term ‘‘Priority Customer’’ means a person 

or entity that (i) is not a broker or dealer in 

securities, and (ii) does not place more than 390 

orders in listed options per day on average during 

a calendar month for its own beneficial account(s). 

The number of orders shall be counted in 

accordance with Interpretation and Policy .01 to 

Exchange Rule 100. See Exchange Rule 100. 

18See Nasdaq PHLX LLC Pricing Schedule, 

Options 7, Section 10, Proprietary Data Feed Fees; 

Cboe BZX Exchange, Inc. Fee Schedule, Market 

Data Fees; Cboe Data Services, LLC, Fee Schedule. 

found in the Exchange’s previously filed 

Market Data Product filings.15 The 

Exchange notes that it will not be 

assessing fees for Complex Top of 

Market (‘‘cToM’’) 16 data at this time. 

To summarize, ToM provides market 

participants with a direct data feed that 

includes the Exchange’s best bid and 

offer, with aggregate size, and last sale 

information, based on displayable order 

and quoting interest on the Exchange. 

The ToM data feed includes data that is 

identical to the data sent to the 

processor for the Options Price 

Reporting Authority (‘‘OPRA’’). ToM 

also contains a feature that provides the 

number of Priority Customer 17 contracts 

that are included in the size associated 

with the Exchange’s best bid and offer. 

AIS provides market participants with 

a direct data feed that allows subscribers 

to receive real-time updates of products 

traded on MIAX Emerald, trading status 

for MIAX Emerald and products traded 

on MIAX Emerald, and liquidity seeking 

event notifications. The AIS market data 

feed includes opening imbalance 

condition information, opening routing 

information, expanded quote range 

information, post-halt notifications, and 

liquidity refresh condition information. 

AIS real-time messages are disseminated 

over multicast to achieve a fair delivery 

mechanism. AIS notifications provide 

current electronic system status 

allowing subscribers to take necessary 

actions immediately. 

MOR provides market participants 

with a direct data feed that allows 

subscribers to receive real-time updates 

of options orders, products traded on 

MIAX Emerald, MIAX Emerald Options 

System status, and MIAX Emerald 

Options Underlying trading status. 

Subscribers to the data feed will get a 

list of all options symbols and strategies 

that will be traded and sourced on that 

feed at the start of every session. 

The Exchange proposes to charge 

monthly fees to Distributors (defined 

below) of the ToM, AIS, and MOR 

market data products. MIAX Emerald 

will assess market data fees applicable 

to the market data products on Internal 

and External Distributors in each month 

the Distributor is credentialed to use the 

applicable market data product in the 

production environment. A 

‘‘Distributor’’ of MIAX Emerald data is 

any entity that receives a feed or file of 

data either directly from MIAX Emerald 

or indirectly through another entity and 

then distributes it either internally 

(within that entity) or externally 

(outside that entity). All Distributors are 

required to execute a MIAX Emerald 

Distributor Agreement. Market data fees 

for ToM, AIS, and MOR will be reduced 

for new Distributors for the first month 

during which they subscribe to the 

applicable market data product, based 

on the number of trading days that have 

been held during the month prior to the 

date on which they have been 

credentialed to use the applicable 

market data product in the production 

environment. Such new Distributors 

will be assessed a pro-rata percentage of 

the fees described above, which is the 

percentage of the number of trading 

days remaining in the affected calendar 

month as of the date on which they have 

been credentialed to use the applicable 

market data product in the production 

environment, divided by the total 

number of trading days in the affected 

calendar month. 

Specifically, the Exchange proposes to 

assess Internal Distributors $1,250 per 

month and External Distributors $1,750 

per month for the ToM market data feed. 

The Exchange proposes to assess 

Internal Distributors $1,250 per month 

and External Distributors $1,750 per 

month for the AIS market data feed. The 

Exchange proposes to assess Internal 

Distributors $3,000 per month and 

External Distributors $3,500 per month 

for the MOR market data feed. The 

Exchange notes that its data feed prices 

are generally lower than other options 

exchanges’ data feed prices for their 

comparable data feed products.18

* * * * * 

MIAX Emerald believes that 

exchanges, in setting fees of all types, 

should meet very high standards of 

transparency to demonstrate why each 

new fee or fee increase meets the 

requirements of the Act that fees be 

reasonable, equitably allocated, not 

unfairly discriminatory, and not create 

an undue burden on competition among 

members and markets. MIAX Emerald 

believes this high standard is especially 

important when an exchange sets 

certain non-transaction fees, including 

market data fees. The Exchange believes 

that it is important to demonstrate that 

these fees are based on its costs to 

provide these products and reasonable 

business needs. Accordingly, the 

Exchange believes the proposed fees 

will allow the Exchange to offset 

expense the Exchange has and will 

incur, and that the Exchange is 

providing sufficient transparency (as 

described below) into how the Exchange 

determined to charge such fees. 

Accordingly, the Exchange is providing 

an analysis of its revenues, costs, and 

profitability associated with the 

proposed fees. This analysis includes 

information regarding its methodology 

for determining the costs and revenues 

associated with the proposed fees. 

In order to determine the Exchange’s 

costs associated with providing the 

proposed fees, the Exchange conducted 

an extensive cost review in which the 

Exchange analyzed every expense item 

in the Exchange’s general expense 

ledger to determine whether each such 

expense relates to the proposed fees, 

and, if such expense did so relate, what 

portion (or percentage) of such expense 

actually supports the services included 

in the proposed fees. The sum of all 

such portions of expenses represents the 

total cost of the Exchange to provide the 

proposed fees. For the avoidance of 

doubt, no expense amount was allocated 

twice. The Exchange is also providing 

detailed information regarding the 

Exchange’s cost allocation 

methodology—namely, information that 

explains the Exchange’s rationale for 

determining that it was reasonable to 

allocate certain expenses described in 

this filing towards the total cost to the 

Exchange to provide the proposed fees. 

In order to determine the Exchange’s 

projected revenues associated with 

providing the proposed fees, the 

Exchange analyzed the number of 

Members and non-Members currently 

utilizing the Exchange’s services 

associated with the proposed fees, and, 

utilizing a recent monthly billing cycle 

representative of 2020 monthly revenue, 

Federal Register / Vol. 86, No. 34 / Tuesday, February 23, 2021 / Notices 11035 

19See Securities Exchange Act Release No. 85459 

(March 29, 2019), 84 FR 13363 (April 4, 2019) (SR– 

BOX–2018–24, SR–BOX–2018–37, and SR–BOX– 

2019–04). 

20See Staff Guidance on SRO Rule Filings 

Relating to Fees (May 21, 2019), at https://

www.sec.gov/tm/staff-guidance-sro-rule-filings-fees 

(the ‘‘Guidance’’). 

21 15 U.S.C. 78f(b). 

22 15 U.S.C. 78f(b)(4) and (5). 

extrapolated annualized revenue on a 

going-forward basis. The Exchange does 

not believe it is appropriate to factor 

into its analysis future revenue growth 

or decline into its projections for 

purposes of these calculations, given the 

uncertainty of such projections due to 

the continually changing market data 

needs of market participants, market 

participant consolidation, etc. 

Additionally, the Exchange similarly 

does not factor into its analysis future 

cost growth or decline. 

The Exchange is presenting its 

revenue and expense associated with 

the proposed fees in this filing in a 

manner that is consistent with how the 

Exchange presents its revenue and 

expense in its Audited Unconsolidated 

Financial Statements. The Exchange’s 

most recent Audited Unconsolidated 

Financial Statement is for 2019. 

However, since the revenue and 

expense associated with the proposed 

fees were not in place in 2019 or for the 

first three quarters of 2020, the 

Exchange believes its 2019 Audited 

Unconsolidated Financial Statement is 

not useful for analyzing the 

reasonableness of the total annual 

revenue and costs associated with the 

proposed fees. Accordingly, the 

Exchange believes it is more appropriate 

to analyze the proposed fees utilizing its 

2020 revenue and costs, as described 

herein, which utilize the same 

presentation methodology as set forth in 

the Exchange’s previously-issued 

Audited Unconsolidated Financial 

Statements. Based on this analysis, the 

Exchange believes that the proposed 

fees are fair and reasonable because they 

will not result in excessive pricing or 

supra-competitive profit when 

comparing the Exchange’s total annual 

expense associated with providing the 

services associated with the proposed 

fees versus the total projected annual 

revenue the Exchange will collect for 

providing those services. 

* * * * * 

On March 29, 2019, the Commission 

issued its Order Disapproving Proposed 

Rule Changes to Amend the Fee 

Schedule on the BOX Market LLC 

Options Facility to Establish BOX 

Connectivity Fees for Participants and 

Non-Participants Who Connect to the 

BOX Network (the ‘‘BOX Order’’).19 On 

May 21, 2019, the Commission issued 

the Staff Guidance on SRO Rule Filings 

Relating to Fees.20 Accordingly, the 

Exchange believes that the proposed 

fees are consistent with the Act because 

they (i) are reasonable, equitably 

allocated, not unfairly discriminatory, 

and not an undue burden on 

competition; (ii) comply with the BOX 

Order and the Guidance; (iii) are 

supported by evidence (including 

comprehensive revenue and cost data 

and analysis) that they are fair and 

reasonable because they do not result in 

excessive pricing or supra-competitive 

profit; and (iv) utilize a cost-based 

justification framework. Accordingly, 

the Exchange believes that the 

Commission should find that the 

proposed fees are consistent with the 

Act. 

The proposed rule change is 

immediately effective upon filing with 

the Commission pursuant to Section 

19(b)(3)(A) of the Act. 

2. Statutory Basis 

The Exchange believes that its 

proposal to amend its Fee Schedule is 

consistent with Section 6(b) of the Act 21

in general, and furthers the objectives of 

Section 6(b)(4) of the Act 22 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 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. 

Separately, the Exchange is not aware 

of any reason why market participants 

could not simply drop their market data 

subscriptions to an exchange (or not 

subscribe to market data feeds of an 

exchange) if an exchange were to 

establish prices for its market data fees 

that, in the determination of such 

market participant, did not make 

business or economic sense for such 

market participant. No options market 

participant is required by rule or 

regulation to subscribe to market data 

feeds of an options exchange. As 

evidence of the fact that market 

participants can and do unsubscribe 

from an exchange’s market data feeds 

based on pricing, the Exchange notes 

that, since it issued its notice for the 

proposed fees, one Member terminated 

its market data feed subscriptions as a 

result of the proposed fees. Accordingly, 

this example shows that if an exchange 

sets too high of a fee for its market data 

products, market participants can 

choose to not purchase market data or 

simply unsubscribe from an exchange’s 

market data feeds. 

The Exchange believes that its 

proposal is consistent with Section 

6(b)(4) of the Act because the proposed 

fees will not result in excessive or 

supra-competitive profit. The costs 

associated with providing market data 

to Exchange Members and nonMembers, as well as the general 

expansion of a state-of-the-art 

infrastructure, are extensive, have 

increased year-over-year, and are 

projected to increase year-over-year in 

the future. In particular, the Exchange 

has experienced a material increase in 

its costs in 2020, in connection with a 

project to make its network environment 

more transparent and deterministic, 

based on customer demand. This project 

will allow the Exchange to enhance its 

network architecture with the intent of 

ensuring a best-in-class, transparent and 

deterministic trading system while 

maintaining its industry leading latency 

and throughput capabilities. In order to 

provide this greater amount of 

transparency and higher determinism, 

MIAX Emerald has made significant 

capital expenditures (‘‘CapEx’’), 

incurred increased ongoing operational 

expenditures (‘‘OpEx’’), and undertaken 

additional engineering research and 

development (‘‘R&D’’) in the following 

areas: (i) Implementing an improved 

network design to ensure the minimum 

latency between multicast market data 

signals disseminated by the Exchange 

across the extranet switches, improving 

the unicast jitter profile to reduce the 

occurrence of message sequence 

inversions from Members to the 

Exchange quoting gateway processors, 

and introducing a new optical fiber 

network infrastructure that ensures the 

optical fiber path for participants within 

extremely tight tolerances; (ii) 

introducing a re-architected and 

engineered participant quoting gateway 

that ensures the delivery of messages to 

the match engine with absolute 

determinism, eliminating the message 

processing inversions that can occur 

with messages received nanoseconds 

apart; and (iii) designing an improved 

monitoring platform to better measure 

the performance of the network and 

systems at extremely tight tolerances 

and to provide Members with reporting 

on the performance of their systems. 

The CapEx associated with only phase 

11036 Federal Register / Vol. 86, No. 34 / Tuesday, February 23, 2021 / Notices 

23See Exchange Data Agreement, available at 

https://miaxweb2.pairsite.com/sites/default/files/ 

page-files/MIAX_Exchange_Group_Data_

Agreement_09032020.pdf. 

24See id. 

25See id. 

26The Exchange has not yet finalized its 2020 

year end results. 

27For example, the Exchange previously noted 

that all third-party expense described in its prior fee 

filing was contained in the information technology 

and communication costs line item under the 

section titled ‘‘Operating Expenses Incurred 

Directly or Allocated From Parent,’’ in the 

Exchange’s 2019 Form 1 Amendment containing its 

financial statements for 2018. See Securities 

Exchange Act Release No. 87877 (December 31, 

2019), 85 FR 738 (January 7, 2020) (SR–EMERALD– 

2019–39). Accordingly, the third-part expense 

described in this filing is attributed to the same line 

item for the Exchange’s 2020 Form 1 Amendment, 

which will be filed in 2021. 

1 of this project in 2020 was 

approximately $1.85 million. This 

expense does not include the significant 

increase in employee time and other 

resources necessary to maintain and 

service this network, which expense is 

captured in the operating expense 

discussed below. This project, which 

results in a material increase in expense 

of the Exchange, is, among other things, 

intended to enhance the overall trading 

experience at the Exchange, making it a 

venue that market participants want to 

access, thereby creating greater value in 

the Exchange’s market data products. 

The Exchange believes that it is 

reasonable, equitable and not unfairly 

discriminatory to assess internal 

distributors fees that are less than the 

fees assessed for external distributors for 

subscriptions to the Exchange’s ToM, 

AIS and MOR data feeds because 

internal distributors have limited, 

restricted usage rights to the market 

data, as compared to external 

distributors which have more expansive 

usage rights. All Members and nonMembers that determine to receive any 

market data feed of the Exchange (or its 

affiliates, MIAX and MIAX PEARL), 

must first execute, among other things, 

the MIAX Exchange Group Exchange 

Data Agreement (the ‘‘Exchange Data 

Agreement’’).23 Pursuant to the 

Exchange Data Agreement, Internal 

Distributors are restricted to the 

‘‘internal use’’ of any market data they 

receive. This means that Internal 

Distributors may only distribute the 

Exchange’s market data to the 

recipient’s officers and employees and 

its affiliates.24 External Distributors may 

distribute the Exchange’s market data to 

persons who are not officers, employees 

or affiliates of the external distributor,25

and may charge their own fees for the 

distribution of such market data. 

Accordingly, the Exchange believes it is 

fair, reasonable and not unfairly 

discriminatory to assess External 

Distributors a higher fee for the 

Exchange’s market data products as 

External Distributors have greater usage 

rights to commercialize such market 

data. It also costs the Exchange more to 

support External Distributors versus 

internal distributors, as External 

Distributors have reporting and 

monitoring obligations that Internal 

Distributors do not have, thus requiring 

additional time and effort of Exchange 

staff. The Exchange believes the 

proposed fees are a reasonable 

allocation of its costs and expenses 

among its Members and other persons 

using its facilities since it is recovering 

the costs associated with distributing 

such data. Access to the Exchange is 

provided on fair and non-discriminatory 

terms. The Exchange believes the 

proposed fees are equitable and not 

unfairly discriminatory because the fee 

level results in a reasonable and 

equitable allocation of fees amongst 

users for similar services. Moreover, the 

decision as to whether or not to 

purchase market data is entirely 

optional to all users. Potential 

purchasers are not required to purchase 

the market data, and the Exchange is not 

required to make the market data 

available. Purchasers may request the 

data at any time or may decline to 

purchase such data. The allocation of 

fees among users is fair and reasonable 

because, if the market deems the 

proposed fees to be unfair or 

inequitable, firms can diminish or 

discontinue their use of this data. 

The Exchange only has four primary 

sources of revenue: Transaction fees, 

access fees, regulatory fees, and market 

data fees. Accordingly, the Exchange 

must cover all of its expenses from these 

four primary sources of revenue. 

The Exchange believes that the 

proposed fees are fair and reasonable 

because they will not result in excessive 

pricing or supra-competitive profit, 

when comparing the total annual 

expense that the Exchange projects to 

incur in connection with providing 

these products versus the total annual 

revenue that the Exchange projects to 

collect in connection with the proposed 

market data fees. For 2020,26 the total 

annual expense for providing the market 

data products associated with the 

proposed fees for MIAX Emerald is 

projected to be approximately 

$1,040,064. The $1,040,064 in projected 

total annual expense is comprised of the 

following, all of which are directly 

related to providing the market data 

products associated with the proposed 

fees: (1) Third-party expense, relating to 

fees paid by MIAX Emerald to thirdparties for certain products and services; 

and (2) internal expense, relating to the 

internal costs of MIAX Emerald to 

provide the market data products 

associated with the proposed fees. 

The Exchange notes that the MIAX 

Emerald architecture takes advantage of 

an advance in design to eliminate the 

need for a market data distribution 

gateway layer. The computation and 

dissemination via an application 

program interface (‘‘API’’) is done solely 

within the match engine environment 

and is then delivered via the Member 

and non-Member connectivity 

infrastructure. This architecture delivers 

a market data distribution system that is 

more efficient both in cost and 

performance. Earlier implementations 

like those implemented for the 

Exchange’s affiliates, Miami 

International Securities Exchange, LLC 

(‘‘MIAX’’) and MIAX PEARL, LLC 

(‘‘MIAX PEARL’’), require an additional 

server hardware level and network 

infrastructure making them more 

expensive to deploy, operate and 

maintain. All capital and operational 

expenses to support market data 

generation are a percentage of the total 

cost to support the MIAX Emerald 

match engines (both in capital and 

operational expense). The Exchange 

believes that 10% of the functionality 

and support infrastructure is required to 

support the computation and 

dissemination of market data at the 

match engine layer, which serves as the 

basis for its cost allocation for market 

data products. Approximately 10% of 

the Exchange staff are required to 

support market data and fall under two 

categories: (1) The technical 

development, maintenance, operation 

and administration of market data 

computation and delivery; and (2) nontechnical administration including 

managing market data agreements and 

the auditing and tracking of member 

and non-member market data usage. 

As noted above, the Exchange 

believes it is more appropriate to 

analyze the proposed fees utilizing its 

2020 revenue and costs, which utilize 

the same presentation methodology as 

set forth in the Exchange’s previouslyissued Audited Unconsolidated 

Financial Statements.27 The $1,040,064 

in projected total annual expense is 

directly related to providing the market 

data products associated with the 

proposed fees, and not any other 

product or service offered by the 

Exchange. No expense amount was 

allocated twice. 

As discussed, the Exchange 

conducted an extensive cost review in 

Federal Register / Vol. 86, No. 34 / Tuesday, February 23, 2021 / Notices 11037 

28 In fact, on October 22, 2019, the Exchange was 

notified by SFTI that it is again raising its fees 

charged to the Exchange by approximately 11%, 

without having to show that such fee change 

complies with the Act by being reasonable, 

equitably allocated, and not unfairly 

discriminatory. It is unfathomable to the Exchange 

that, given the critical nature of the infrastructure 

services provided by SFTI, that its fees are not 

required to be rule-filed with the Commission 

pursuant to Section 19(b)(1) of the Act and Rule 

19b–4 thereunder. See 15 U.S.C. 78s(b)(1) and 17 

CFR 240.19b–4, respectively. 

which the Exchange analyzed every 

expense item in the Exchange’s general 

expense ledger (this includes over 150 

separate and distinct expense items) to 

determine whether each such expense 

relates to providing the market data 

products associated with the proposed 

fees, and, if such expense did so relate, 

what portion (or percentage) of such 

expense actually supports those 

products, and thus bears a relationship 

that is, ‘‘in nature and closeness,’’ 

directly related to those products. The 

sum of all such portions of expenses 

represents the total cost of the Exchange 

to provide the market data products 

associated with the proposed fees. 

For 2020, total third-party expense, 

relating to fees paid by MIAX Emerald 

to third-parties for certain products and 

services for the Exchange to be able to 

provide the market data products 

associated with the proposed fees, is 

projected to be $19,105. This includes, 

but is not limited to, a portion of the 

fees paid to: (1) Equinix, for data center 

services, for the primary, secondary, and 

disaster recovery locations of the MIAX 

Emerald trading system infrastructure; 

(2) Zayo Group Holdings, Inc. (‘‘Zayo’’) 

for network services (fiber and 

bandwidth products and services) 

linking MIAX Emerald’s office locations 

in Princeton, NJ and Miami, FL to all 

data center locations; (3) Secure 

Financial Transaction Infrastructure 

(‘‘SFTI’’),28 which supports connectivity 

and feeds for the entire U.S. options 

industry; (4) various other services 

providers (including Thompson Reuters, 

NYSE, Nasdaq, and Internap), which 

provide content, connectivity services, 

and infrastructure services for critical 

components of options connectivity and 

network services; and (5) various other 

hardware and software providers 

(including Dell and Cisco, which 

support the production environment in 

which Members connect to the network 

to trade, receive market data, etc.). 

For clarity, only a portion of all fees 

paid to such third-parties is included in 

the third-party expense herein, and no 

expense amount is allocated twice. 

Accordingly, MIAX Emerald does not 

allocate its entire information 

technology and communication costs to 

providing the market data products 

associated with the proposed fees. 

The Exchange believes it is reasonable 

to allocate such third-party expense 

described above towards the total cost to 

the Exchange to provide the market data 

products associated with the proposed 

fees. In particular, the Exchange 

believes it is reasonable to allocate the 

identified portion of the Equinix 

expense because Equinix operates the 

data centers (primary, secondary, and 

disaster recovery) that host the 

Exchange’s network infrastructure. This 

includes, among other things, the 

necessary storage space, which 

continues to expand and increase in 

cost, power to operate the network 

infrastructure, and cooling apparatuses 

to ensure the Exchange’s network 

infrastructure maintains stability. 

Without these services from Equinix, 

the Exchange would not be able to 

operate and support the network and 

provide the market data products 

associated with the proposed fees to its 

Members and their customers. The 

Exchange did not allocate all of the 

Equinix expense toward the cost of 

providing the market data products 

associated with the proposed fees, only 

that portion which the Exchange 

identified as being specifically mapped 

to providing the market data products 

associated with the proposed fees, 

approximately 1% of the total Equinix 

expense. The Exchange believes this 

allocation is reasonable because it 

represents the Exchange’s actual cost to 

provide the market data products 

associated with the proposed fees, and 

not any other product or service, as 

supported by its cost review. 

The Exchange believes it is reasonable 

to allocate the identified portion of the 

Zayo expense because Zayo provides 

the internet, fiber and bandwidth 

connections with respect to the 

network, linking MIAX Emerald with its 

affiliates, MIAX and MIAX PEARL, as 

well as the data center and disaster 

recovery locations. As such, all of the 

trade data, including the billions of 

messages each day per exchange, flow 

through Zayo’s infrastructure over the 

Exchange’s network. Without these 

services from Zayo, the Exchange would 

not be able to operate and support the 

network and provide the market data 

products associated with the proposed 

fees. The Exchange did not allocate all 

of the Zayo expense toward the cost of 

providing the market data products 

associated with the proposed fees, only 

the portion which the Exchange 

identified as being specifically mapped 

to providing the market data products 

associated with the proposed fees, 

approximately 1% of the total Zayo 

expense. The Exchange believes this 

allocation is reasonable because it 

represents the Exchange’s actual cost to 

provide the market data products 

associated with the proposed fees, and 

not any other product or service, as 

supported by its cost review. 

The Exchange did not allocate any 

expense associated with the proposed 

fees towards SFTI and various other 

service providers’ (including Thompson 

Reuters, NYSE, Nasdaq, and Internap) 

because, as described above, the MIAX 

Emerald architecture takes advantage of 

an advance in design to eliminate the 

need for a market data distribution 

gateway layer. The computation and 

dissemination via an API is done solely 

within the match engine environment 

and is then delivered via the member 

and non-member connectivity 

infrastructure. This architecture delivers 

a market data system that is more 

efficient both in cost and performance. 

Accordingly, the Exchange determined 

not to allocate any expense associated 

with SFTI and various other service 

providers. 

The Exchange believes it is reasonable 

to allocate the identified portion of the 

other hardware and software provider 

expense because this includes costs for 

dedicated hardware licenses for 

switches and servers, as well as 

dedicated software licenses for security 

monitoring and reporting across the 

network. Without this hardware and 

software, the Exchange would not be 

able to operate and support the network 

and provide the market data products. 

The Exchange did not allocate all of the 

hardware and software provider 

expense toward the cost of providing 

the market data products associated 

with the proposed fees, only the 

portions which the Exchange identified 

as being specifically mapped to 

providing the market data products 

associated with the proposed fees, 

approximately 1% of the total hardware 

and software provider expense. The 

Exchange believes this allocation is 

reasonable because it represents the 

Exchange’s actual cost to provide the 

market data products associated with 

the proposed fees. 

For 2020, total projected internal 

expense, relating to the internal costs of 

MIAX Emerald to provide the market 

data products associated with the 

proposed fees, is projected to be 

$1,020,959. This includes, but is not 

limited to, costs associated with: (1) 

Employee compensation and benefits 

for full-time employees that support the 

market data products associated with 

the proposed fees, including staff in 

network operations, trading operations, 

development, system operations, 

11038 Federal Register / Vol. 86, No. 34 / Tuesday, February 23, 2021 / Notices 

business, as well as staff in general 

corporate departments (such as legal, 

regulatory, and finance) that support 

those employees and functions 

(including an increase as a result of the 

higher determinism project); (2) 

depreciation and amortization of 

hardware and software used to provide 

the market data products associated 

with the proposed fees, including 

equipment, servers, cabling, purchased 

software and internally developed 

software used in the production 

environment to support the network for 

trading; and (3) occupancy costs for 

leased office space for staff that provide 

the market data products associated 

with the proposed fees. The breakdown 

of these costs is more fully-described 

below. For clarity, only a portion of all 

such internal expenses are included in 

the internal expense herein, and no 

expense amount is allocated twice. 

Accordingly, MIAX Emerald does not 

allocate its entire costs contained in 

those items to the market data products 

associated with the proposed fees. 

The Exchange believes it is reasonable 

to allocate such internal expense 

described above towards the total cost to 

the Exchange to provide the market data 

products associated with the proposed 

fees. In particular, MIAX Emerald’s 

employee compensation and benefits 

expense relating to providing the market 

data products associated with the 

proposed fees is projected to be 

$935,400, which is only a portion of the 

$9,354,009 total projected expense for 

employee compensation and benefits. 

The Exchange believes it is reasonable 

to allocate the identified portion of such 

expense because this includes the time 

spent by employees of several 

departments, including Technology, 

Back Office, Systems Operations, 

Networking, Business Strategy 

Development (who create the business 

requirement documents that the 

Technology staff use to develop market 

data products and enhancements), 

Trade Operations, Finance (who provide 

billing and accounting services relating 

to the market data products), and Legal 

(who provide legal services relating to 

the market data products, such as rule 

filings and various license agreements 

and other contracts). As part of the 

extensive cost review conducted by the 

Exchange, the Exchange reviewed the 

amount of time spent by each employee 

on matters relating to the provision of 

the market data products associated 

with the proposed fees. Without these 

employees, the Exchange would not be 

able to provide the market data products 

associated with the proposed fees to its 

Members and their customers. The 

Exchange did not allocate all of the 

employee compensation and benefits 

expense toward the cost of the market 

data products associated with the 

proposed fees, only the portions which 

the Exchange identified as being 

specifically mapped to providing the 

market data products associated with 

the proposed fees, approximately 10% 

of the total employee compensation and 

benefits expense. The Exchange believes 

this allocation is reasonable because it 

represents the Exchange’s actual cost to 

provide the market data products 

associated with the proposed fees, and 

not any other service, as supported by 

its cost review. 

MIAX Emerald’s depreciation and 

amortization expense relating to 

providing the market data products 

associated with the proposed fees is 

projected to be $38,125, which is only 

a portion of the $3,812,590 total 

projected expense for depreciation and 

amortization. The Exchange believes it 

is reasonable to allocate the identified 

portion of such expense because such 

expense includes the actual cost of the 

computer equipment, such as dedicated 

servers, computers, laptops, monitors, 

information security appliances and 

storage, and network switching 

infrastructure equipment, including 

switches and taps that were purchased 

to operate and support the network and 

provide the market data products 

associated with the proposed fees. 

Without this equipment, the Exchange 

would not be able to operate the 

network and provide the market data 

products associated with the proposed 

fees to its Members and their customers. 

The Exchange did not allocate all of the 

depreciation and amortization expense 

toward the cost of providing the market 

data products associated with the 

proposed fees, only the portion which 

the Exchange identified as being 

specifically mapped to providing the 

market data products associated with 

the proposed fees, approximately 1% of 

the total depreciation and amortization 

expense, as these access services would 

not be possible without relying on such. 

The Exchange believes this allocation is 

reasonable because it represents the 

Exchange’s actual cost to provide the 

market data products associated with 

the proposed fees, and not any other 

product or service, as supported by its 

cost review. 

MIAX Emerald’s occupancy expense 

relating to providing the market data 

products associated with the proposed 

fees is projected to be $47,432, which is 

only a portion of the $474,323 total 

projected expense for occupancy. The 

Exchange believes it is reasonable to 

allocate the identified portion of such 

expense because such expense 

represents the portion of the Exchange’s 

cost to rent and maintain a physical 

location for the Exchange’s staff who 

operate and support the market data 

products, including providing the 

services associated with the proposed 

fees. This amount consists primarily of 

rent for the Exchange’s Princeton, NJ 

office, as well as various related costs, 

such as physical security, property 

management fees, property taxes, and 

utilities. The Exchange operates its 

Network Operations Center (‘‘NOC’’) 

and Security Operations Center (‘‘SOC’’) 

from its Princeton, New Jersey office 

location. A centralized office space is 

required to house the staff that operate 

and support the market data products. 

The Exchange currently has 

approximately 150 employees. 

Approximately two-thirds of the 

Exchange’s staff are in the Technology 

department, and the majority of those 

staff have some role in the operation 

and performance of the network that 

supports the provision of the market 

data products associated with the 

proposed fees. Without this office space, 

the Exchange would not be able to 

operate and support the network and 

provide the market data products 

associated with the proposed fees to its 

Members and their customers. 

Accordingly, the Exchange believes it is 

reasonable to allocate the identified 

portion of its occupancy expense 

because such amount represents the 

Exchange’s actual cost to house the 

equipment and personnel who operate 

and support the Exchange’s network 

infrastructure and the market data 

products associated with the proposed 

fees. The Exchange did not allocate all 

of the occupancy expense toward the 

cost of providing the market data 

products associated with the proposed 

fees, only the portion which the 

Exchange identified as being 

specifically mapped to operating and 

supporting the market data products, 

approximately 10% of the total 

occupancy expense. The Exchange 

believes this allocation is reasonable 

because it represents the Exchange’s 

cost to provide the services associated 

with the proposed fees, and not any 

other service, as supported by its cost 

review. 

Accordingly, based on the facts and 

circumstances presented, the Exchange 

believes that its provision of the market 

data products associated with the 

proposed fees will not result in 

excessive pricing or supra-competitive 

profit. To illustrate, on a going-forward, 

fully-annualized basis, the Exchange 

projects that its annualized revenue for 

Federal Register / Vol. 86, No. 34 / Tuesday, February 23, 2021 / Notices 11039 

29See MIAX Fee Schedule, Section 6(a)–(c). 

30See id. 

31See supra note 18. 

providing the market data products 

associated with the proposed fees would 

be approximately $648,000 per annum, 

based on a recent billing cycle. The 

Exchange projects that its annualized 

expense for providing the market data 

products associated with the proposed 

fees would be approximately $1,040,064 

per annum. Accordingly, on a fullyannualized basis, the Exchange believes 

its total projected revenue for providing 

the market data products associated 

with the proposed fees will not result in 

excessive pricing or supra-competitive 

profit; rather, it will result in a net loss 

to the Exchange of approximately 

($392,064) per year ($648,000 

¥$1,040,064 = ¥$392,064). 

For the avoidance of doubt, none of 

the expenses included herein relating to 

the market data products associated 

with the proposed fees relate to the 

provision of any other services offered 

by MIAX Emerald. Stated differently, no 

expense amount of the Exchange is 

allocated twice. The Exchange notes 

that, with respect to the MIAX Emerald 

expenses included herein, those 

expenses only cover the MIAX Emerald 

market; expenses associated with the 

Exchange’s affiliate exchanges, MIAX 

and MIAX PEARL, are accounted for 

separately and are not included within 

the scope of this filing. Stated 

differently, no expense amount of the 

Exchange is also allocated to MIAX or 

MIAX PEARL. 

The Exchange believes it is 

reasonable, equitable and not unfairly 

discriminatory to allocate the respective 

percentages of each expense category 

described above towards the total cost to 

the Exchange of providing the market 

data products associated with the 

proposed fees because the Exchange 

performed a line-by-line item analysis of 

all the expenses of the Exchange, and 

has determined the expenses that 

directly relate to providing the market 

data products associated with the 

proposed fees. Further, the Exchange 

notes that, without the specific thirdparty and internal items listed above, 

the Exchange would not be able to 

provide the market data products 

associated with the proposed fees to its 

Members and their customers. Each of 

these expense items, including physical 

hardware, software, employee 

compensation and benefits, occupancy 

costs, and the depreciation and 

amortization of equipment, have been 

identified through a line-by-line item 

analysis to be integral to providing these 

market data products. The proposed fees 

are intended to recover the Exchange’s 

costs of providing market data to 

Exchange Members and their customers. 

Accordingly, the Exchange believes that 

the proposed fees are fair and 

reasonable because they do not result in 

excessive pricing or supra-competitive 

profit, when comparing the actual costs 

to the Exchange versus the projected 

annual revenue from the proposed fees. 

Further, the Exchange no longer 

believes it is necessary to waive these 

fees to attract market participants to 

MIAX Emerald since this market is now 

established and MIAX Emerald no 

longer needs to rely on such waivers to 

attract market participants. The 

Exchange believes that the proposal is 

equitable and not unfairly 

discriminatory because the elimination 

of the fee waiver for the proposed fees 

will uniformly apply to all market 

participants of the Exchange. The 

Exchange also notes that the Exchange’s 

affiliate, MIAX, charges similar market 

data fees.29

The Exchange also points out that it 

is not seeking to recoup any of its past 

costs associated with the provision of 

any market data fees during the Waiver 

Period. The Exchange currently has 13 

subscriptions for its ToM data product; 

11 subscriptions for its AIS data 

product; and 8 subscriptions for its 

MOR data product. All of these 

subscribers have not paid any market 

data fees during the Waiver Period. 

Further, the majority of firms that are 

subscribers of the Exchange’s affiliate 

options exchanges, MIAX and MIAX 

PEARL, also received free market data 

during similar Waiver Periods for the 

MIAX and MIAX PEARL market data 

fees. Accordingly, the Exchange (and 

MIAX and MIAX PEARL) have assumed 

100% of the costs associated with 

providing market data for the majority 

of subscribers of the Exchange, MIAX, 

and MIAX PEARL during their 

respective Waiver Periods. Accordingly, 

the Exchange believes that it is 

reasonable, equitable, and not unfairly 

discriminatory to now adopt market 

data fees that are reasonably related to 

(and designed to recover) the 

Exchange’s cost associated with the 

provision of such market data. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed rule change will impose 

any burden on competition not 

necessary or appropriate in furtherance 

of the purposes of the Act. 

Intra-Market Competition 

The Exchange believes that the 

proposed fees do not put any market 

participants at a relative disadvantage 

compared to other market participants. 

As noted above, the proposed fee 

schedule would apply to all subscribers 

of the ToM, AIS and MOR data feeds, 

and customers may choose whether to 

subscribe to any or all of the feeds. The 

Exchange also believes that the 

proposed fees neither favor nor penalize 

one or more categories of market 

participants in a manner that would 

impose an undue market on 

competition. Further, the Exchange’s 

proposed market data fee levels, as 

described herein, are comparable to fee 

levels charged by other options 

exchanges for the same or similar 

services, including those fees assessed 

by the Exchange’s affiliate, MIAX.30

The Exchange believes that the 

proposed market data fees do not place 

certain market participants at a relative 

disadvantage to other market 

participants because the fees do not 

apply unequally to different size market 

participants, but instead would allow 

the Exchange charge for the time and 

resource necessary for providing market 

data to the market participants that 

request such data. Accordingly, the 

Exchange believes that the proposed 

market data fees do not favor certain 

categories of market participants in a 

manner that would impose a burden on 

competition. 

Inter-Market Competition 

The Exchange believes the proposed 

fees do not place an undue burden on 

competition on other SROs that is not 

necessary or appropriate. The Exchange 

notes that its data feed prices are 

generally lower than other options 

exchanges’ data feed prices for their 

comparable data feed products.31 The 

Exchange notes that it has far less 

Members as compared to the much 

greater number of members at other 

options exchanges resulting in fewer 

market data subscribers. The Exchange 

is also unaware of any assertion that its 

proposed market data fees would 

somehow unduly impair its competition 

with other options exchanges. To the 

contrary, if the proposed market data 

fees are deemed too high by market 

participants, they can simply 

discontinue their market data 

subscriptions with the Exchange, as one 

such Member has already done (as 

described above). 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

Written comments were neither 

solicited nor received. 

11040 Federal Register / Vol. 86, No. 34 / Tuesday, February 23, 2021 / Notices 

32 15 U.S.C. 78s(b)(3)(A)(ii). 

33 17 CFR 240.19b–4(f)(2). 34 17 CFR 200.30–3(a)(12). 

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,32 and Rule 

19b–4(f)(2) 33 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 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 (http://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

EMERALD–2021–05 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–EMERALD–2021–05. 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–EMERALD–2021–05, and 

should be submitted on or before March 

16, 2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.34

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–03549 Filed 2–22–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release Nos. 33–10927, 34–91150; File No. 

265–28] 

Investor Advisory Committee Meeting 

AGENCY: Securities and Exchange 

Commission. 

ACTION: Notice of meeting. 

SUMMARY: The Securities and Exchange 

Commission Investor Advisory 

Committee, established pursuant to 

Section 911 of the Dodd-Frank Wall 

Street Reform and Consumer Protection 

Act of 2010, is providing notice that it 

will hold a public meeting. The public 

is invited to submit written statements 

to the Committee. 

DATES: The meeting will be held on 

Thursday, March 11, 2021 from 10:00 

a.m. until 4:00 p.m. (ET). Written 

statements should be received on or 

before March 10, 2021. 

ADDRESSES: The meeting will be 

conducted by remote means and/or at 

the Commission’s headquarters, 100 F 

St. NE, Washington, DC 20549. The 

meeting will be webcast on the 

Commission’s website at www.sec.gov. 

Written statements may be submitted by 

any of the following methods: 

Electronic Statements 

D Use the Commission’s internet 

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

rules/other.shtml); or 

D Send an email message to rulescomments@sec.gov. Please include File 

No. 265–28 on the subject line; or 

Paper Statements 

D Send paper statements to Vanessa 

A. Countryman, Secretary, Securities 

and Exchange Commission, 100 F Street 

NE, Washington, DC 20549–1090. 

All submissions should refer to File No. 

265–28. This file number should be 

included on the subject line if email is 

used. To help us process and review 

your statement more efficiently, please 

use only one method. 

Statements also will be available for 

website viewing and printing in the 

Commission’s Public Reference Room, 

100 F Street NE, Room 1503, 

Washington, DC 20549, on official 

business days between the hours of 

10:00 a.m. and 3:00 p.m. All statements 

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. 

FOR FURTHER INFORMATION CONTACT: 

Marc Oorloff Sharma, Chief Counsel, 

Office of the Investor Advocate, at (202) 

551–3302, Securities and Exchange 

Commission, 100 F Street NE, 

Washington, DC 20549. 

SUPPLEMENTARY INFORMATION: The 

meeting will be open to the public, 

except during that portion of the 

meeting reserved for an administrative 

work session during lunch. Persons 

needing special accommodations to take 

part because of a disability should 

notify the contact person listed in the 

section above entitled FOR FURTHER

INFORMATION CONTACT. The agenda for 

the meeting includes: Welcome remarks; 

approval of previous meeting minutes; a 

follow-on panel discussion regarding 

self-directed individual retirement 

accounts (IRAs); a panel discussion 

regarding special purpose acquisition 

companies (SPACs); a discussion of a 

recommendation regarding minority and 

underserved inclusion; a discussion of a 

recommendation regarding credit rating 

agencies; subcommittee reports; and a 

non-public administrative session. 

Dated: February 17, 2021. 

Vanessa A. Countryman, 

Secretary. 

[FR Doc. 2021–03563 Filed 2–22–21; 8:45 am] 

BILLING CODE P