68760 Federal Register / Vol. 88, No. 191 / Wednesday, October 4, 2023 / Notices 

29 17 CFR 200.30–3(a)(57). 

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

2 17 CFR 240.19b–4. 

3The corresponding non-re-platformed products 

are (1) ACT Workstation; (2) Nasdaq InterACT; and 

(3) Nasdaq Risk Management, respectively 

(collectively, ‘‘legacy products’’). 

4See Securities Exchange Act Release No. 91744 

(May 3, 2021), 86 FR 24685 (May 7, 2021) 

(NASDAQ–2021–025) (‘‘Proposal’’). 

5See Securities Exchange Act Release No. 91744 

(Jan. 31, 2022), 87 FR 9096 (Feb. 17, 2022) 

(NASDAQ–2022–012). 

6Most customers have begun migrating to Nasdaq 

WorkX and Real-Time Stats, and the Exchange 

intends to start migrating customers to Post-Trade 

Risk Management in the upcoming weeks. 

All submissions should refer to file 

number SR–CboeBZX–2023–042. 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–CboeBZX–2023–042 and should be 

submitted on or before October 25, 

2023. Rebuttal comments should be 

submitted by November 8, 2023. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.29

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2023–21954 Filed 10–3–23; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–98582; File No. SR– 

NASDAQ–2023–038] 

Self-Regulatory Organizations; The 

Nasdaq Stock Market LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change Related to 

Equity 7, Section 115 

September 28, 2023. 

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 

September 22, 2023, The Nasdaq Stock 

Market LLC (the ‘‘Exchange’’) filed with 

the Securities and Exchange 

Commission (‘‘SEC’’ or ‘‘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 

The Exchange proposes to clarify the 

migration timeline and billing related to 

the Exchange’s enhanced connectivity, 

surveillance and risk management 

services under Equity 7, Section 115 

(Ports and Services). 

The text of the proposed rule change 

is available on the Exchange’s website at 

https://listingcenter.nasdaq.com/ 

rulebook/nasdaq/rules, 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 

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 

Nasdaq is filing this proposal to 

clarify the migration timeline and 

billing related to the Exchange’s 

enhanced connectivity, surveillance and 

risk management services. In April 

2021, Nasdaq launched three replatformed products: (i) WorkX, (ii) 

Real-Time Stats and (iii) Post-Trade Risk 

Management.3 These changes were filed 

by Nasdaq on April 20, 2021 and 

published in the Federal Register on 

May 7, 2021.4 The Exchange noted in 

the Proposal that as it rolls out the 

enhanced products, the fees for the replatformed products would be the same 

as the fees for the corresponding legacy 

products. Additionally, the Exchange 

noted that after the first month of 

service on each of the re-platformed 

products, a customer will be expected to 

fully migrate to the enhanced product 

and will be charged for any fees 

incurred for using the new products 

thereafter. On January 31, 2022, the 

Exchange increased the fees for the 

enhanced products and continued to 

offer the waiver for the first month of 

service.5

Although the Exchange expected to 

fully migrate customers within one 

month from initiating migration, the 

process has taken longer due to the 

Exchange having to make additional 

system updates that were needed to 

support the enhanced products. As a 

result, the Exchange continues to assist 

its customers in migrating to the 

enhanced products. To date, customers 

continue to utilize the legacy products 

and have not fully migrated over to the 

enhanced products.6 To date, the 

Exchange has only charged customers 

for their use of the legacy products even 

if the customer has access to both the 

legacy and enhanced products. Due to 

the Exchange’s delay in facilitating the 

full migration, customers will not be 

charged for utilizing the enhanced 

products until the full migration process 

is completed. The Exchange is now at a 

point where it can facilitate customer 

migration to the enhanced products. 

Customers will be expected to 

complete the migration process for all 

enhanced products by November 30, 

2023. For customers using both the 

legacy and re-platformed products, fees 

for the re-platformed product will be 

waived for December 2023. The 

Exchange will announce the migration 

deadline of November 30, 2023 in an 

Equity Trader Alert at least 30 days in 

advance of the deadline. Any customer 

who continue to utilize the legacy 

products after the migration deadline 

(i.e., December 1, 2023 or thereafter) 

will be charged for both the legacy and 

enhanced products until the Exchange 

retires the legacy products. If a customer 


lotter on DSK11XQN23PROD with NOTICES1
Federal Register / Vol. 88, No. 191 / Wednesday, October 4, 2023 / Notices 68761 

7 15 U.S.C. 78f(b). 

8 15 U.S.C. 78f(b)(5). 

9 15 U.S.C. 78s(b)(3)(A)(iii). 

10 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– 

4(f)(6) requires a self-regulatory organization to give 

the Commission written notice of its intent to file 

the proposed rule change at least five business days 

prior to the date of filing of the proposed rule 

change, or such shorter time as designated by the 

Commission. The Exchange has satisfied this 

requirement. 

11 17 CFR 240.19b–4(f)(6). 

12 17 CFR 240.19b–4(f)(6)(iii). 

13 17 CFR 240.19b–4(f)(6)(iii). 

14For purposes only of waiving the 30-day 

operative delay, the Commission has considered the 

proposed rule change’s impact on efficiency, 

competition, and capital formation. See 15 U.S.C. 

78c(f). 

elects to solely use a legacy product 

after November 30, the customer may 

use the product until the Exchange 

retires the product. If a customer elects 

to switch to the re-platformed product 

after November 30, the customer will 

have one month to fully migrate to the 

enhanced product. 

2. Statutory Basis 

The Exchange believes that its 

proposal is consistent with Section 6(b) 

of the Act,7 in general, and furthers the 

objectives of Section 6(b)(5) of the Act,8

in particular, 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. 

The Exchange also believes that it is 

just and equitable, and in the interests 

of the public and investors, for the 

Exchange to provide a deadline of 

November 30, 2023 for customers to 

migrate to Nasdaq WorkX, Real-Time 

Stats and Post-Trade Risk Management, 

and to clarify customer billing during 

the migration period. The Exchange is 

not proposing with this filing any 

changes to the re-platformed product 

fees or legacy product fees. The 

Exchange believes that requiring 

customers to migrate by November 30, 

2023, is reasonable because customers 

have had the opportunity to engage in 

months of testing prior to migration and 

the Exchange’s system is fully prepared 

to accommodate full migration of all 

customers. 

The Exchange also believes that it is 

reasonable to provide one-month 

migration period to customers who 

choose to migrate after the November 

30. One month was the duration that the 

Exchange initially intended for 

migration, and system updates have 

eliminated any future migration delays. 

The Exchange believes that the public 

and investors will benefit from 

providing a clear deadline for migrating 

to the re-platformed products and will 

also benefit from clarifying billing 

during the transition period, which will 

help limit any potential confusion in the 

future. 

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. As explained 

above, the purpose of this proposal is to 

provide a deadline for customers to 

fully migrate to the re-platformed 

products and to clarify customer billing 

during the migration period. The 

Exchange does not expect the migration 

deadline to place any burden on 

competition. Customers will have the 

option of requesting to continue to 

utilize the legacy products after the 

migration deadline and will be charged 

for both the legacy and enhanced 

products until the Exchange retires the 

legacy products. The migration deadline 

and billing during the transition period 

will impact all market participants 

equally. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

No written comments were either 

solicited or received. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Because the foregoing proposed rule 

change does not: (i) significantly affect 

the protection of investors or the public 

interest; (ii) impose any significant 

burden on competition; and (iii) become 

operative for 30 days from the date on 

which it was filed, or such shorter time 

as the Commission may designate, it has 

become effective pursuant to Section 

19(b)(3)(A)(iii) of the Act 9 and 

subparagraph (f)(6) of Rule 19b–4 

thereunder.10

A proposed rule change filed under 

Rule 19b–4(f)(6) 11 of the Act normally 

does not become operative prior to 30 

days after the date of filing. However, 

Rule 19b–4(f)(6)(iii) 12 permits the 

Commission to designate a shorter time 

if such action is consistent with the 

protection of investors and the public 

interest. The Exchange has asked the 

Commission to waive the 30-day 

operative delay contained in Rule 19b– 

4(f)(6)(iii).13 The Commission believes 

that waiver of the 30-day operative 

delay is consistent with the protection 

of investors and the public interest as 

the proposal raises no new or novel 

issues. Accordingly, the Commission 

hereby waives the 30-day operative 

delay and designates the proposal 

operative upon filing.14

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– 

NASDAQ–2023–038 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street NE, 

Washington, DC 20549–1090. 

All submissions should refer to file 

number SR–NASDAQ–2023–038. 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 


lotter on DSK11XQN23PROD with NOTICES1
68762 Federal Register / Vol. 88, No. 191 / Wednesday, October 4, 2023 / Notices 

15 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3See Exchange Rule 1.5(p). 

4On August 8, 2022, the Commission approved 

SR–MEMX–2022–10, which proposed rules for the 

trading of options on the Exchange. See Securities 

Exchange Act Release No. 95445 (August 8, 2022), 

87 FR 49894 (August 12, 2022) (SR–MEMX–2022– 

010). The Exchange launched MEMX Options on 

September 27, 2023. 

5The Exchange initially filed the proposed 

changes on September 1, 2023 (SR–MEMX–2023– 

22). On September 13, 2023, the Exchange 

withdrew that filing and submitted SR–MEMX– 

2023–23. On September 28, 2023, the Exchange 

withdrew SR–MEMX–2023–23 and submitted this 

filing. 

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–NASDAQ–2023–038 and should be 

submitted on or before October 25, 

2023. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.15

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2023–21931 Filed 10–3–23; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–98648; File No. SR–MEMX– 

2023–26] 

Self-Regulatory Organizations; MEMX 

LLC; Notice of Filing and Immediate 

Effectiveness of a Proposed Rule 

Change To Amend the Exchange’s Fee 

Schedule and Adopt Membership Fees 

for MEMX Options 

September 29, 2023. 

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 

September 28, 2023, MEMX LLC 

(‘‘MEMX’’ or the ‘‘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 with the 

Commission a proposed rule change to 

amend the Exchange’s fee schedule 

applicable to Members 3 (the ‘‘Fee 

Schedule’’) pursuant to Exchange Rules 

15.1(a) and (c) to establish membership 

fees for Members of the Exchange’s 

options platform and make a number of 

clarifying, organizational changes to its 

Fee Schedule. The Exchange proposes 

to implement the changes to the Fee 

Schedule pursuant to this proposal 

immediately. 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 

In connection with the Exchange’s 

launch of MEMX Options,4 its options 

trading platform, the Exchange proposes 

to modify its fee schedule applicable to 

use of the Exchange, effective 

immediately, in order to: (i) establish 

membership fees (‘‘Membership Fees’’) 

for MEMX Options Members, and (ii) 

make a number of clarifying, 

organizational changes to its single 

existing fee schedule, in order to create 

three separate fee schedules for: (A) 

executions that occur on the Exchange’s 

pre-existing equities market (‘‘MEMX 

Equities’’), (B) executions that occur on 

MEMX Options, and (C) the Exchange’s 

Membership Fees (for both MEMX 

Equities and MEMX Options), 

respectively.5 The Exchange believes 

that these changes will provide greater 

transparency to Members about how the 

Exchange assesses fees and calculates 

rebates, as well as allowing Members to 

more easily validate their bills on a 

monthly basis. The Exchange notes that 

none of these changes amend any 

existing fee or rebate for applicable to 

MEMX Equities (including nontransaction fees such as membership, 

connectivity, and market data). 

Specifically, the Exchange is proposing 

the following: 

• To more clearly separate pricing 

applicable to MEMX Options from the 

Exchange’s current fee schedule, which 

will remain applicable to MEMX 

Equities. Although the Exchange has 

always maintained a single fee schedule 

applicable to trades on the Exchange, as 

the Exchange has launched the MEMX 

Options platform, the Exchange believes 

that separating the fee schedules for 

MEMX Options and MEMX Equities 

will reduce potential confusion. The 

Exchange currently intends to begin 

charging for connectivity and market 

data for MEMX Options in 2024 and 

will file separately to adopt such fees. 

The Exchange has also intentionally left 

blank certain additional portions of the 

MEMX Options fee schedule, including 

‘‘Transaction Fees’’ and ‘‘Options 

Regulatory Fee’’, and it has filed 

separately to adopt those specific fees. 

• To more clearly separate 

Membership Fees from the Exchange’s 

current fee schedule. Membership Fees 

are applicable to Members of both 

MEMX Equities and MEMX Options 

platforms. Because the Membership 

Fees section is applicable to members of 

both platforms, the Exchange believes 

that separating the fee schedule for 

Membership Fees (such separate fee 

schedule for Membership Fees, the 

‘‘Membership Fee Schedule’’) will 

reduce potential confusion (e.g., as to 

which fees a Member that participates 

on both MEMX Equities and MEMX 

Options must pay on a monthly basis to 

maintain membership with the 

Exchange). 

• To implement additional fees set 

forth on the Membership Fee Schedule 

that would be applicable to Options 

Order Entry Firms (as defined in 

Exchange Rule 16.1) and Options 

Market Makers (i.e., those Options 

Members that have registered as Market 

Makers on the Exchange under 

Exchange Rule 22.2.). Options Order 

Entry Firms and Options Market Makers 

would collectively be referred to on the 

Membership Fee Schedule as ‘‘Options 

Trading Members.’’ As proposed, the 

Membership Fee Schedule will easily 

identify the fees for membership that are 

applicable to all Members of MEMX 

(including Members of MEMX Equities 

and MEMX Options) and the additional 

fees for membership which are 

applicable to all Options Trading 

Members. 

• To add a hyperlink within the 

‘‘Additional Fees’’ sections of the 

MEMX Equities Fee Schedule and the 


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