64008 Federal Register / Vol. 88, No. 179 / Monday, September 18, 2023 / Notices 

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

2 17 CFR 240.19b–4. 

3The term ‘‘Member’’ means an individual or 

organization approved to exercise the trading rights 

associated with a Trading Permit. Members are 

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

Exchange Rule 100. 

4See Securities Exchange Act Release No. 95445 

(August 8, 2022), 87 FR 49894 (August 12, 2022) 

(SR–MEMX–2022–10) (Notice of Filing of 

Amendment No. 1 and Order Granting Accelerated 

Approval of a Proposed Rule Change, as Modified 

by Amendment No. 1, to Adopt Rules to Govern the 

Trading of Options on the Exchange for a New 

Facility Called MEMX Options). 

5See Exchange Rule 510(c). 

6See Cboe U.S. Options Fee Schedules, BZX 

Options, ‘‘Fee Codes and Associated Fees,’’ at 

https://www.cboe.com/us/options/membership/fee_

schedule/bzx/ (last visited September 6, 2023). 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–98362; File No. SR– 

EMERALD–2023–23] 

Self-Regulatory Organizations; MIAX 

Emerald, LLC; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Amend Its Fee 

Schedule 

September 12, 2023. 

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 

September 6, 2023, MIAX Emerald, LLC 

(‘‘MIAX Emerald’’ or ‘‘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 is filing a proposal to 

amend the MIAX Emerald Fee Schedule 

(‘‘Fee Schedule’’). 

The text of the proposed rule change 

is available on the Exchange’s website at 

https://www.miaxglobal.com/markets/ 

us-options/emerald-options/rule-filings, 

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 

exchange grouping of options exchanges 

within the routing fee table in Section 

1)b) of the Fee Schedule, Fees for 

Customer Orders Routed to Another 

Options Exchange, to add applicable 

Member 3 orders routed to MEMX LLC 

(‘‘MEMX’’), in anticipation of the launch 

of MEMX Options, the new options 

trading facility of MEMX.4 The 

Exchange originally filed this proposal 

on August 31, 2023 (SR–EMERALD– 

2023–22). On September 6, 2023, the 

Exchange withdrew SR–EMERALD– 

2023–22 and refiled this proposal. The 

proposed changes are immediately 

effective. 

Currently, the Exchange assesses 

routing fees based upon (i) the origin 

type of the order; (ii) whether or not it 

is an order for standard option classes 

in the Penny Interval Program 5 (‘‘Penny 

classes’’) or an order for standard option 

classes which are not in the Penny 

Interval Program (‘‘Non-Penny classes’’) 

(or other explicitly identified classes); 

and (iii) to which away market it is 

being routed. This assessment practice 

is identical to the routing fees 

assessment practice currently utilized 

by the Exchange’s affiliates, Miami 

International Securities Exchange, LLC 

(‘‘MIAX Options’’) and MIAX PEARL, 

LLC (‘‘MIAX Pearl’’). This is also similar 

to the methodology utilized by the Cboe 

BZX Exchange, Inc. (‘‘Cboe BZX 

Options’’), a competing options 

exchange, in assessing routing fees. 

Cboe BZX Options has exchange 

groupings in its fee schedule, similar to 

those of the Exchange, whereby several 

exchanges are grouped into the same 

category, dependent upon the order’s 

origin type and whether it is a Penny or 

Non-Penny class.6

As a result of the anticipated launch 

of the options trading facility of MEMX 

in the third quarter of 2023, the 

Exchange has determined to amend the 

exchange groupings of options 

exchanges within the routing fee table to 

include MEMX and the anticipated 

associated costs of routing customer 

orders to MEMX for execution. The 

impact of this proposed change will be 

increased routing options for Members. 

The Exchange notes that routing 

through the Exchange is optional and 

that Members will continue to be able 

to choose where to route applicable 

Member orders. Under this proposed 

change, the Exchange will not amend 

the fees associated with the exchange 

groupings. This proposal merely seeks 

to add MEMX to the exchange groupings 

as described in the routing fee table 

below. 

According, with the proposed change, 

the routing fee table will be as follows: 

Description Fees 

Routed, Priority Customer, Penny Program, to: NYSE American, BOX, Cboe, Cboe EDGX Options, MIAX, Nasdaq PHLX (except SPY) ......................................................................................................................................................................................... $0.15 

Routed, Priority Customer, Penny Program, to: Nasdaq MRX ........................................................................................................... 0.30 

Routed, Priority Customer, Penny Program, to: NYSE Arca Options, Cboe BZX Options, Cboe C2, Nasdaq GEMX, Nasdaq ISE, 

NOM, Nasdaq PHLX (SPY only), MIAX Pearl, Nasdaq BX Options, MEMX ................................................................................. 0.65 

Routed, Priority Customer, Non-Penny Program, to: NYSE American, BOX, Cboe, Cboe EDGX Options, MIAX, Nasdaq ISE, 

Nasdaq PHLX .................................................................................................................................................................................. 0.15 

Routed, Priority Customer, Non-Penny Program, to: Nasdaq MRX ................................................................................................... 0.50 

Routed, Priority Customer, Non-Penny Program, to: NYSE Arca Options, Cboe BZX Options, Cboe C2, MIAX Pearl, Nasdaq 

GEMX, NOM, Nasdaq BX Options, MEMX ..................................................................................................................................... 1.00 

Routed, Public Customer that is not a Priority Customer, Penny Program, to: NYSE American, NYSE Arca Options, Cboe BZX 

Options, BOX, Cboe, Cboe C2, Cboe EDGX Options, Nasdaq GEMX, Nasdaq ISE, Nasdaq MRX, MIAX, MIAX Pearl, NOM, 

Nasdaq PHLX, Nasdaq BX Options, MEMX ................................................................................................................................... 0.65 


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Federal Register / Vol. 88, No. 179 / Monday, September 18, 2023 / Notices 64009 

7The Cboe BZX Options fee schedule is similar 

to the Exchange’s Fee Schedule in that it has 

exchange groupings, whereby several exchanges are 

grouped into the same category. See supra note 6. 

Furthermore, Cboe BZX Options recently filed with 

the Commission a proposal to amend fee codes RQ 

and RR to include MEMX in those exchange 

groupings. See Securities Exchange Act Release No. 

98126 (August 14, 2023), 88 FR 56681 (August 18, 

2023) (SR–CboeBZX–2023–056) (Notice of Filing 

and Immediate Effectiveness of a Proposed Rule 

Change To Amend Its Fee Schedule). 

8This amount is to cover de minimis differences/ 

changes to away market fees (i.e., minor increases 

or decreases) that would not necessitate a fee filing 

by the Exchange to re-categorize the away exchange 

into a different grouping. Routing fees are not 

intended to be a profit center for the Exchange and 

the Exchange’s target regarding routing fees and 

expenses is to be as close as possible to net neutral. 

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

10 15 U.S.C. 78f(b)(4). 

11 15 U.S.C. 78f(b)(5). 12See supra note 7. 

Description Fees 

Routed, Public Customer that is not a Priority Customer, Non-Penny Program, to: MIAX, NYSE American, Cboe, Nasdaq PHLX, 

Cboe EDGX Options ........................................................................................................................................................................ 1.00 

Routed, Public Customer that is not a Priority Customer, Non-Penny Program, to: Cboe C2, BOX, NOM, Nasdaq ISE ................ 1.15 

Routed, Public Customer that is not a Priority Customer, Non-Penny Program, to: Cboe BZX Options, NYSE Arca Options, 

Nasdaq GEMX, Nasdaq MRX, Nasdaq BX Options, MIAX Pearl, MEMX ...................................................................................... 1.25 

In determining to amend its routing 

fee table to determine which category 

MEMX belongs to the Exchange took 

into account anticipated transaction fees 

and rebates assessed by the away 

markets to which the Exchange routes 

orders, as well as the Exchange’s 

clearing costs, administrative, 

regulatory, and technical costs 

associated with routing orders to an 

away market. The Exchange uses 

unaffiliated routing brokers to route 

orders to the away markets; the costs 

associated with the use of these services 

are included in the routing fees 

specified in the Fee Schedule. This 

routing fees structure is not only similar 

to the Exchange’s affiliates, MIAX Pearl 

and MIAX Options, but is also 

comparable to the structure in place at 

Cboe BZX Options,7 a competing 

options exchange. The Exchange’s 

routing fee structure approximates the 

Exchange’s costs associated with routing 

orders to away markets. The percontract transaction fee amount 

associated with each grouping closely 

approximates the Exchange’s all-in cost 

(plus an additional, non-material 

amount) 8 to execute that corresponding 

contract(s) at that corresponding 

exchange. The Exchange notes that in 

determining whether to include certain 

exchanges in a certain groupings of 

options exchanges in the routing fee 

table, the Exchange considered the 

transaction fees and rebates assessed by 

away markets, and determined to amend 

the grouping of exchanges that assess 

transaction fees for routed orders within 

a similar range. This same logic and 

structure applies to all of the groupings 

in the routing fee table. By utilizing the 

same structure that is utilized by the 

Exchange’s affiliates, MIAX Pearl and 

MIAX Options, the Exchange’s Members 

will be assessed routing fees in a similar 

manner. The Exchange believes that this 

structure will minimize any confusion 

as to the method of assessing routing 

fees between the three exchanges. The 

Exchange notes that its affiliates, MIAX 

Pearl and MIAX Options, will file to 

make the same proposed routing fee 

changes contained herein. 

2. Statutory Basis 

The Exchange believes that its 

proposal to amend its Fee Schedule is 

consistent with Section 6(b) of the Act 9

in general, and furthers the objectives of 

Section 6(b)(4) of the Act 10 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 11 in that it is 

designed to promote just and equitable 

principles of trade, to remove 

impediments to and perfect the 

mechanism of a free and open market 

and a national market system, and, in 

general to protect investors and the 

public interest and is not designed to 

permit unfair discrimination between 

customers, issuers, brokers and dealers. 

The Exchange believes the proposed 

change to add the new options facility 

of MEMX to the exchange groupings of 

options exchanges within the routing 

fee table furthers the objectives of 

Section 6(b)(4) of the Act and is 

reasonable, equitable and not unfairly 

discriminatory because the proposed 

change will continue to apply in the 

same manner to all Members that are 

subject to routing fees. The Exchange 

believes the proposed change to add the 

new options facility of MEMX to the 

routing fee table of exchange groupings 

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

of the Act and is designed to promote 

just and equitable principles of trade 

and is not unfairly discriminatory 

because the proposed change seeks to 

recoup costs that will be incurred by the 

Exchange when routing customer orders 

to MEMX on behalf of Members and 

does so in the same manner to all 

Members that are subject to routing fees. 

The costs to the Exchange to route 

orders to away markets for execution 

primarily includes transaction fees and 

rebates assessed by the away markets to 

which the Exchange routes orders, in 

addition to the Exchange’s clearing 

costs, administrative, regulatory and 

technical costs. The Exchange believes 

that the proposed addition of MEMX to 

the exchange groupings would increase 

the routing options available to 

Members. The per-contract transaction 

fee amount associated with each 

grouping approximates the Exchange’s 

all-in cost (plus an additional, nonmaterial amount) to execute the 

corresponding contract at the 

corresponding exchange. 

The Exchange believes that the 

proposed rule change is equitable and 

not unfairly discriminatory because all 

Members’ orders in Penny classes and 

Non-Penny classes routed to MEMX will 

be uniformly assessed the 

corresponding fee. 

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. The 

Exchange does not believe the proposed 

rule change to add MEMX to the routing 

fee table will impose any burden on 

intramarket competition. Rather, the 

Exchange believes that the proposal will 

promote competition by increasing the 

available away markets to which 

Members can route orders to. The 

Exchange notes that another options 

exchange recently added MEMX to its 

routing fee tables.12

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. 


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64010 Federal Register / Vol. 88, No. 179 / Monday, September 18, 2023 / Notices 

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

14 17 CFR 240.19b–4(f)(2). 

15 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

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,13 and Rule 

19b–4(f)(2) 14 thereunder. At any time 

within 60 days of the filing of the 

proposed rule change, the Commission 

summarily may temporarily suspend 

such rule change if it appears to the 

Commission that such action is 

necessary or appropriate in the public 

interest, for the protection of investors, 

or otherwise in furtherance of the 

purposes of the Act. If the Commission 

takes such action, the Commission 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 (https://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include file number SR– 

EMERALD–2023–23 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–2023–23. 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 (https://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 

a.m. and 3 p.m. Copies of the filing also 

will be available for inspection and 

copying at the principal office of the 

Exchange. Do not include personal 

identifiable information in submissions; 

you should submit only information 

that you wish to make available 

publicly. We may redact in part or 

withhold entirely from publication 

submitted material that is obscene or 

subject to copyright protection. All 

submissions should refer to file number 

SR–EMERALD–2023–23 and should be 

submitted on or before October 10, 

2023. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.15

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2023–20083 Filed 9–15–23; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–98357; File No. SR– 

CboeEDGX–2023–056] 

Self-Regulatory Organizations; Cboe 

EDGX Exchange, Inc.; Notice of Filing 

and Immediate Effectiveness of a 

Proposed Rule Change To Amend Rule 

19.3 (Criteria for Underlying Securities) 

To Accelerate the Listing of Options on 

Certain IPOs 

September 12, 2023 

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 

September 1, 2023, Cboe EDGX 

Exchange, Inc. (the ‘‘Exchange’’ or 

‘‘EDGX’’) filed with the Securities and 

Exchange Commission (the 

‘‘Commission’’) the proposed rule 

change as described in Items I and II 

below, which Items have been prepared 

by the Exchange. The Commission is 

publishing this notice to solicit 

comments on the proposed rule change 

from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

Cboe EDGX Exchange, Inc. (the 

‘‘Exchange’’ or ‘‘Cboe EDGX Options’’) 

proposes to amend Rule 19.3. The text 

of the proposed rule change is provided 

below. 

(additions are italicized; deletions are 

[bracketed]) 

* * * * * 

Rules of Cboe EDGX Exchange, Inc. 

* * * * * 

Rule 19.3. Criteria for Underlying 

Securities 

(a) No change. 

(b) In addition, the Exchange shall from 

time to time establish standards to be 

considered in evaluating potential 

underlying securities for EDGX Options 

options transactions. There are many relevant 

factors which must be considered in arriving 

at such a determination, and the fact that a 

particular security may meet the standards 

established by the Exchange does not 

necessarily mean that it will be selected as 

an underlying security. The Exchange may 

give consideration to maintaining diversity 

among various industries and issuers in 

selecting underlying securities. 

Notwithstanding the foregoing, an underlying 

security will not be selected unless: 

(1)–(4) No change. 

(5) Either: 

(A) if the underlying security is a ‘‘covered 

security’’ as defined under Section 

18(b)(1)(A) of the Securities Act of 1933[,]: (i) 

the market price per share of the underlying 

security has been at least $3.00 for the 

previous three consecutive business days 

preceding the date on which the Exchange 

submits a certificate to the Clearing 

Corporation for listing and trading, as 

measured by the closing price reported in the 

primary market in which the underlying 

security is traded; however, (ii) the 

requirements set forth in clause (i) will be 

waived during the three days following an 

underlying security’s initial public offering 

day if the underlying security has a market 

capitalization of at least $3 billion based on 

upon the offering price of its initial public 

offering, in which case options on the 

underlying security may be listed and traded 

starting on or after the second business day 

following the initial public offering day; or 

* * * * * 

The text of the proposed rule change 

is also available on the Exchange’s 

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

options/regulation/rule_filings/edgx/), 

at the Exchange’s Office of the 

Secretary, and at the Commission’s 

Public Reference Room. 


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