80786 Federal Register / Vol. 88, No. 222 / Monday, November 20, 2023 / Notices 

34 17 CFR 200.30–3(a)(57). 

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

2 17 CFR 240.19b-4. 

3See Supplementary Material .04 to MRX 

Options 3, Section 7. 

4See MEMX’s Options Fee Schedule at https://

info.memxtrading.com/us-options-tradingresources/us-options-fee-schedule/. MEMX assesses 

a $0.60 per contract Penny Symbol routing fee and 

a $1.20 Non-Penny Symbol routing fee. 

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

6 15 U.S.C. 78f(b)(4) and (5). 

7NetCoalition v. SEC, 615 F.3d 525, 539 (D.C. Cir. 

2010) (quoting Securities Exchange Act Release No. 

59039 (December 2, 2008), 73 FR 74770, 74782–83 

(December 9, 2008) (SR–NYSEArca-2006–21)). 

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–2023–062 and should be 

submitted on or before December 11, 

2023. Rebuttal comments should be 

submitted by December 26, 2023. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.34

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2023–25546 Filed 11–17–23; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–98925; File No. SR–MRX– 

2023–20] 

Self-Regulatory Organizations; Nasdaq 

MRX, LLC; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change to Amend MRX Options 7, 

Section 5 To Amend Route-Out Fees 

November 14, 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 November 

1, 2023, Nasdaq MRX, LLC (‘‘MRX’’ or 

‘‘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 amend the 

Exchange’s Pricing Schedule at Options 

7, Section 5, Other Options Fees and 

Rebates. 

The text of the proposed rule change 

is available on the Exchange’s website at 

https://listingcenter.nasdaq.com/ 

rulebook/mrx/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 

The purpose of the proposed rule 

change is to amend the Exchange’s 

Pricing Schedule at Options 7, Section 

5, Other Options Fees and Rebates. 

Specifically, the Exchange proposes to 

amend Part A, Route-Out Fees. The 

Routing Fees apply to executions of 

orders that are routed to one or more 

exchanges in connection with the 

Options Order Protection and Locked/ 

Crossed Market Plan. 

Today, the Exchange assesses all 

Members a $0.55 per contract Penny 

Symbol Routing Fee and a $1.09 NonPenny Symbol Routing Fee to route to 

another options exchange. The 

Exchange proposes to instead assess a 

$0.60 per contract Penny Symbol 

Routing Fee and a $1.20 Non-Penny 

Symbol Routing Fee to route to another 

options exchange regardless of the 

capacity of the order. The purpose of the 

proposed Routing Fees is to recoup 

costs incurred by the Exchange when 

routing orders to other options 

exchanges on behalf of options 

Members. In determining its proposed 

Routing Fees, the Exchange took into 

account transaction fees assessed by 

other options exchanges, the Exchange’s 

projected clearing costs, and the 

projected administrative, regulatory, 

and technical costs associated with 

routing orders to other options 

exchanges. The Exchange will continue 

to use its affiliated broker-dealer, 

Nasdaq Execution Services, to route 

orders to other options exchanges. 

Routing services offered by the 

Exchange are completely optional and 

market participants can readily select 

between various providers of routing 

services, including other exchanges and 

broker-dealers. Also, the Exchange notes 

that market participants may elect to 

mark their orders as ‘‘Do Not Route’’ to 

avoid any Routing Fees.3 The proposed 

structure for Routing Fees is similar to 

another options market.4 The Exchange 

believes that the proposed Routing Fees 

would enable the Exchange to recover 

the costs it incurs to route orders to 

away markets after taking into account 

the other costs associated with routing 

orders to other options exchanges. 

2. Statutory Basis 

The Exchange believes that its 

proposal is consistent with section 6(b) 

of the Act,5 in general, and furthers the 

objectives of sections 6(b)(4) and 6(b)(5) 

of the Act,6 in particular, in that it 

provides for the equitable allocation of 

reasonable dues, fees, and other charges 

among members and issuers and other 

persons using any facility, and is not 

designed to permit unfair 

discrimination between customers, 

issuers, brokers, or dealers. 

The Exchange’s proposed changes to 

its Routing Fees are reasonable in 

several respects. As a threshold matter, 

the Exchange is subject to significant 

competitive forces in the market for 

options securities transaction services 

that constrain its pricing determinations 

in that market. The fact that this market 

is competitive has long been recognized 

by the courts. In NetCoalition v. 

Securities and Exchange Commission, 

the D.C. Circuit stated as follows: ‘‘[n]o 

one disputes that competition for order 

flow is ‘fierce.’ . . . As the SEC 

explained, ‘[i]n the U.S. national market 

system, buyers and sellers of securities, 

and the broker-dealers that act as their 

order-routing agents, have a wide range 

of choices of where to route orders for 

execution’; [and] ‘no exchange can 

afford to take its market share 

percentages for granted’ because ‘no 

exchange possesses a monopoly, 

regulatory or otherwise, in the execution 

of order flow from broker 

dealers’. . . .’’ 7

The Commission and the courts have 

repeatedly expressed their preference 

for competition over regulatory 

intervention in determining prices, 

products, and services in the securities 

markets. In Regulation NMS, while 

adopting a series of steps to improve the 

current market model, the Commission 


ddrumheller on DSK120RN23PROD with NOTICES1
Federal Register / Vol. 88, No. 222 / Monday, November 20, 2023 / Notices 80787 

8Securities Exchange Act Release No. 51808 

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

(‘‘Regulation NMS Adopting Release’’). 

9See Supplementary Material .04 to MRX 

Options 3, Section 7. 

10See MEMX’s Options Fee Schedule at https:// 

info.memxtrading.com/us-options-tradingresources/us-options-fee-schedule/. MEMX assesses 

a $0.60 per contract Penny Symbol routing fee and 

a $1.20 Non-Penny Symbol routing fee. 

11 15 U.S.C. 78s(b)(3)(A)(ii). 

12 17 CFR 240.19b–4(f)(2). 

highlighted the importance of market 

forces in determining prices and SRO 

revenues and, also, recognized that 

current regulation of the market system 

‘‘has been remarkably successful in 

promoting market competition in its 

broader forms that are most important to 

investors and listed companies.’’ 8

Numerous indicia demonstrate the 

competitive nature of this market. For 

example, clear substitutes to the 

Exchange exist in the market for options 

security transaction services. The 

Exchange is only one of seventeen 

options exchanges to which market 

participants may direct their order flow. 

Within this environment, market 

participants can freely and often do shift 

their order flow among the Exchange 

and competing venues in response to 

changes in their respective pricing 

schedules. As such, the proposal 

represents a reasonable attempt by the 

Exchange to increase its liquidity and 

market. 

The Exchange’s proposal to amend its 

Routing Fees such that all Members 

would pay a $0.60 per contract Penny 

Symbol Routing Fee and a $1.20 NonPenny Symbol Routing Fee to route to 

another options exchange is reasonable 

because the proposed Routing Fees 

would enable the Exchange to recover 

the costs it incurs to route orders to 

away markets after taking into account 

the other costs associated with routing 

orders to other options exchanges. 

Routing services offered by the 

Exchange are completely optional and 

market participants can readily select 

between various providers of routing 

services, including other exchanges and 

broker-dealers. Also, the Exchange notes 

that market participants may elect to 

mark their orders as ‘‘Do Not Route’’ to 

avoid any Routing Fees.9 The proposed 

structure for Routing Fees is similar to 

another options market.10

The Exchange’s proposal to amend its 

Routing Fees such that all Members 

would pay a $0.60 per contract Penny 

Symbol Routing Fee and a $1.20 NonPenny Symbol Routing Fee to route to 

another options exchange is equitable 

and not unfairly discriminatory because 

these Routing Fees will apply equally to 

all options Members. 

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. 

In terms of intra-market competition, 

the Exchange’s proposal to amend its 

Routing Fees such that all Members 

would pay a $0.60 per contract Penny 

Symbol Routing Fee and a $1.20 NonPenny Symbol Routing Fee to route to 

another options exchange does not 

impose an undue burden on 

competition because these fees will 

apply equally to all options Members. 

In terms of inter-market competition, 

the Exchange notes that it operates in a 

highly competitive market in which 

market participants can readily favor 

competing venues if they deem fee 

levels at a particular venue to be 

excessive, or rebate opportunities 

available at other venues to be more 

favorable. In such an environment, the 

Exchange must continually adjust its 

fees to remain competitive with other 

options exchanges. Because competitors 

are free to modify their own fees in 

response, and because market 

participants may readily adjust their 

order routing practices, the Exchange 

believes that the degree to which fee 

changes in this market may impose any 

burden on competition is extremely 

limited. 

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 

The foregoing rule change has become 

effective pursuant to section 

19(b)(3)(A)(ii) of the Act 11 and Rule 

19b–4(f)(2) 12 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: (i) 

necessary or appropriate in the public 

interest; (ii) for the protection of 

investors; or (iii) 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– 

MRX–2023–20 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–MRX–2023–20. 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–MRX–2023–20 and should be 

submitted on or before December 11, 

2023. 


ddrumheller on DSK120RN23PROD with NOTICES1
80788 Federal Register / Vol. 88, No. 222 / Monday, November 20, 2023 / Notices 

13 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3The term ‘‘Market Makers’’ refers to 

‘‘Competitive Market Makers’’ and ‘‘Primary Market 

Makers’’ collectively. See Options 1, Section 

1(a)(21). 

4A ‘‘Non-Nasdaq GEMX Market Maker’’ is a 

market maker as defined in Section 3(a)(38) of the 

Securities Exchange Act of 1934, as amended, 

registered in the same options class on another 

options exchange. See Options 7, Section 1(c). 

5A ‘‘Firm Proprietary’’ order is an order 

submitted by a member for its own proprietary 

account. See Options 7, Section 1(c). 

6A ‘‘Broker-Dealer’’ order is an order submitted 

by a member for a broker-dealer account that is not 

its own proprietary account. See Options 7, Section 

1(c). 

7A ‘‘Professional Customer’’ is a person or entity 

that is not a broker/dealer and is not a Priority 

Customer. See Options 7, Section 1(c). 

8A ‘‘Priority Customer’’ is a person or entity that 

is not a broker/dealer in securities, and does not 

place more than 390 orders in listed options per day 

on average during a calendar month for its own 

beneficial account(s), as defined in Nasdaq GEMX 

Options 1, Section 1(a)(36). Unless otherwise noted, 

when used in the Pricing Schedule the term 

‘‘Priority Customer’’ includes ‘‘Retail’’. See Options 

7, Section 1(c). 

9See MEMX’s Options Fee Schedule at https://

info.memxtrading.com/us-options-tradingresources/us-options-fee-schedule/. MEMX assesses 

a $0.60 per contract Penny Symbol routing fee and 

a $1.20 Non-Penny Symbol routing fee. 

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

11 15 U.S.C. 78f(b)(4) and (5). 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.13

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2023–25542 Filed 11–17–23; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–98924; File No. SR–GEMX– 

2023–14] 

Self-Regulatory Organizations; Nasdaq 

GEMX, LLC; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change To Amend GEMX Options 

7, Section 4 To Amend Route-Out Fees 

November 14, 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 November 

1, 2023, Nasdaq GEMX, LLC (‘‘GEMX’’ 

or ‘‘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 amend the 

Exchange’s Pricing Schedule at Options 

7, Section 4, Other Options Fees and 

Rebates. 

The text of the proposed rule change 

is available on the Exchange’s website at 

https://listingcenter.nasdaq.com/ 

rulebook/gemx/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 

The purpose of the proposed rule 

change is to amend the Exchange’s 

Pricing Schedule at Options 7, Section 

4, Other Options Fees and Rebates. 

Specifically, the Exchange proposes to 

amend Part A, Route-Out Fees. The 

Routing Fees apply to executions of 

orders that are routed to one or more 

exchanges in connection with the 

Options Order Protection and Locked/ 

Crossed Market Plan. 

Today, the Exchange assesses Market 

Makers,3 Non-Nasdaq GEMX Market 

Makers (FarMM),4 Firm Proprietary 5/ 

Broker-Dealers 6 and Professional 

Customers 7 a $0.55 per contract Penny 

Symbol Routing Fee and a $1.09 NonPenny Symbol Routing Fee to route to 

another options exchange. Additionally, 

today, the Exchange assess Priority 

Customers 8 a $0.50 per contract Penny 

Symbol Routing Fee and a $0.90 NonPenny Symbol Routing Fee to route to 

another options exchange. 

The Exchange proposes to instead 

assess a $0.60 per contract Penny 

Symbol Routing Fee and a $1.20 NonPenny Symbol Routing Fee to route to 

another options exchange regardless of 

the capacity of the order. The purpose 

of the proposed Routing Fees is to 

recoup costs incurred by the Exchange 

when routing orders to other options 

exchanges on behalf of options 

Members. In determining its proposed 

Routing Fees, the Exchange took into 

account transaction fees assessed by 

other options exchanges, the Exchange’s 

projected clearing costs, and the 

projected administrative, regulatory, 

and technical costs associated with 

routing orders to other options 

exchanges. The Exchange will continue 

to use its affiliated broker-dealer, 

Nasdaq Execution Services, to route 

orders to other options exchanges. 

Routing services offered by the 

Exchange are completely optional and 

market participants can readily select 

between various providers of routing 

services, including other exchanges and 

broker-dealers. Also, the Exchange notes 

that market participants may elect to 

mark their orders as ‘‘Do Not Route’’ to 

avoid any Routing Fees. The proposed 

structure for Routing Fees is similar to 

another options market.9 The Exchange 

believes that the proposed Routing Fees 

would enable the Exchange to recover 

the costs it incurs to route orders to 

away markets after taking into account 

the other costs associated with routing 

orders to other options exchanges. 

2. Statutory Basis 

The Exchange believes that its 

proposal is consistent with Section 6(b) 

of the Act,10 in general, and furthers the 

objectives of Sections 6(b)(4) and 6(b)(5) 

of the Act,11 in particular, in that it 

provides for the equitable allocation of 

reasonable dues, fees, and other charges 

among members and issuers and other 

persons using any facility, and is not 

designed to permit unfair 

discrimination between customers, 

issuers, brokers, or dealers. 

The Exchange’s proposed changes to 

its Routing Fees are reasonable in 

several respects. As a threshold matter, 

the Exchange is subject to significant 

competitive forces in the market for 

options securities transaction services 

that constrain its pricing determinations 

in that market. The fact that this market 

is competitive has long been recognized 

by the courts. In NetCoalition v. 

Securities and Exchange Commission, 

the D.C. Circuit stated as follows: ‘‘[n]o 

one disputes that competition for order 

flow is ‘fierce.’ . . . As the SEC 

explained, ‘[i]n the U.S. national market 

system, buyers and sellers of securities, 

and the broker-dealers that act as their 

order-routing agents, have a wide range 

of choices of where to route orders for 

execution’; [and] ‘no exchange can 

afford to take its market share 


ddrumheller on DSK120RN23PROD with NOTICES1