Federal Register / Vol. 88, No. 217 / Monday, November 13, 2023 / Notices 77649 

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

2 17 CFR 240.19b–4. 

3The Facilitation Mechanism is a process by 

which an Electronic Access Member can execute a 

transaction wherein the Electronic Access Member 

seeks to facilitate a block-size order it represents as 

agent, and/or a transaction wherein the Electronic 

Access Member solicited interest to execute against 

a block-size order it represents as agent. Electronic 

Access Members must be willing to execute the 

entire size of orders entered into the Facilitation 

Mechanism. See Options 3, Section 11(b). 

4The Solicited Order Mechanism is a process by 

which an Electronic Access Member can attempt to 

execute orders of 500 or more contracts it represents 

as agent (the ‘‘Agency Order’’) against contra orders 

that it solicited. Each order entered into the 

Solicited Order Mechanism shall be designated as 

all-or-none. See Options 3, Section 11(d). 

5The Price Improvement Mechanism is a process 

by which an Electronic Access Member can provide 

price improvement opportunities for a transaction 

wherein the Electronic Access Member seeks to 

facilitate an order it represents as agent, and/or a 

transaction wherein the Electronic Access Member 

solicited interest to execute against an order it 

represents as agent. See Options 3, Section 13(a). 

6A ‘‘Crossing Order’’ is an order executed in the 

Exchange’s Facilitation Mechanism, Solicited Order 

Mechanism, Price Improvement Mechanism or 

submitted as a Qualified Contingent Cross order. 

For purposes of this Pricing Schedule, orders 

executed in the Block Order Mechanism are also 

considered Crossing Orders. 

7 ‘‘Responses to Crossing Order’’ is any contraside interest (i.e., orders & quotes) submitted after 

the commencement of an auction in the Exchange’s 

Facilitation Mechanism, Solicited Order 

Mechanism, Block Order Mechanism or Price 

Improvement Mechanism. Contra-side interest in 

this context therefore includes both contra-side 

interest submitted specifically in response to an 

auction notification, and unrelated market and 

marketable contra-side interest submitted to the 

order book during the auction. 

8See Section 3 (setting forth fees for Responses 

to Crossing Orders except PIM Orders); and Section 

3, note 12 (setting forth fees for Responses to PIM 

Orders). 

9Today, the index options fees in Options 7, 

Section 3 apply only to NDX, and are assessed to 

all executions in NDX. See Options 7, Section 3, 

note 6. 

10Currently, the transaction fees are $0.75 per 

contract for all non-Priority Customer NDX orders 

and $0.00 for all Priority Customer NDX orders. 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–98866; File No. SR–GEMX– 

2023–13] 

Self-Regulatory Organizations; Nasdaq 

GEMX, LLC; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change To Amend the Pricing 

Schedule at Options 7 To Specify 

Pricing Related to Unrelated Market or 

Marketable Interest 

November 6, 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 October 

23, 2023, Nasdaq GEMX, LLC (‘‘GEMX’’ 

or ‘‘Exchange’’) filed with the Securities 

and Exchange Commission 

(‘‘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 its 

Pricing Schedule at Options 7 to specify 

pricing related to unrelated market or 

marketable interest. 

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 Exchange proposes to amend the 

Exchange’s Pricing Schedule at Options 

7 to specify pricing related to unrelated 

market or marketable interest. 

Specifically, the Exchange proposes to 

specify the current manner in which the 

Exchange assesses fees and rebates with 

respect to unrelated market or 

marketable interest received prior to the 

commencement of an auction in the 

Facilitation Mechanism (‘‘FAC’’),3

Solicited Order Mechanism (‘‘SOL’’),4

and Price Improvement Mechanism 

(‘‘PIM’’),5 and during such auctions. In 

addition, the Exchange also proposes a 

few non-substantive amendments to 

Options 7 that will bring more clarity to 

the Exchange’s Pricing Schedule. Each 

change is discussed below. 

Unrelated Interest 

As a general rule, today, if an order 

executed in FAC (‘‘FAC Order’’), SOL 

(‘‘SOL Order’’), or PIM (‘‘PIM Order’’) 

executes against unrelated market or 

marketable interest received during an 

auction, the Exchange would assess the 

applicable Crossing Order 6 pricing in 

its Pricing Schedule. If the FAC, SOL, or 

PIM Order executes against unrelated 

market or marketable interest received 

prior to an auction, the Exchange would 

assess applicable order book pricing in 

its Pricing Schedule. As discussed 

below, the Exchange applies these 

concepts to unrelated market or 

marketable interest in line with Member 

expectations and to treat similarly 

situated Members in a uniform manner. 

The Exchange notes that it currently 

denotes in the Pricing Schedule that it 

would apply separate Crossing Order 

pricing for any contra-side interest 

submitted after the commencement of 

an auction in FAC, SOL, or PIM (which 

includes unrelated market and 

marketable interest received during the 

auction) by grouping such interest as 

Responses to Crossing Orders.7 The 

Exchange further notes that today, it 

specifies throughout Options 7 how it 

will price Responses to Crossing 

Orders.8 While the Exchange has 

delineated the treatment of unrelated 

market and marketable interest received 

by the Exchange during a FAC, SOL, 

and PIM auction in its Pricing Schedule, 

the Exchange believes that further 

clarity would be beneficial to Members 

as to how the Exchange currently 

assesses pricing for such interest 

received prior to the commencement of 

the auction. As such, the Exchange 

proposes to memorialize these concepts 

in its Pricing Schedule by adding new 

paragraph (d) to Options 7, Section 1, 

titled ‘‘Unrelated Market or Marketable 

Interest Pricing.’’ Proposed paragraph 

(d) would state that the following 

concepts would apply to FAC, SOL, and 

PIM Orders in Penny Symbols and NonPenny Symbols (excluding Index 

Options).9 The Exchange also proposes 

to note that all transactions in Index 

Options are subject to separate pricing 

in Options 7, Section 3. Today, the 

Exchange charges separate transaction 

fees for all executions (including 

executions in FAC, SOL, and PIM) in 

Index Options.10 As such, the Exchange 

believes it is appropriate to clarify that 

these Index Options fees are excluded 

from the unrelated interest concepts in 

new paragraph (d). 

Specifically, under new paragraph 

(d)(1), when the FAC Order or SOL 


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77650 Federal Register / Vol. 88, No. 217 / Monday, November 13, 2023 / Notices 

11Thus the FAC and SOL Order would be 

assessed the current Fee for Crossing Orders 

(excluding PIM Orders) of $0.20 per contract for all 

non-Priority Customer orders, and $0.00 per 

contract for Priority Customer orders. 12Thus, unrelated interest would be assessed the 

current Penny Symbol Fee for Responses to 

Crossing Orders (excluding PIM Orders) of $0.50 

per contract for all market participant orders in 

Penny Symbols and $1.10 per contract for all 

market participant orders in Non-Penny Symbols. 13Thus PIM Orders would be assessed the current 

Fee for PIM Orders of $0.05 per contract for all nonPriority Customer orders and Priority Customer 

orders on the contra-side of a PIM auction. There 

is currently no fee for Priority Customer orders on 

the agency side of a PIM auction. 

14Thus, unrelated interest would be assessed the 

current Fee for Responses to PIM Orders of $0.05 

per contract for all market participant orders. 

15Thus the FAC, SOL, and PIM Order would be 

assessed the current volume-based Tiers 1–5 taker 

fees in Options 7, Section 3 by market participant 

category. 

16Thus, unrelated interest would be assessed the 

current volume-based Tiers 1–5 maker rebates in 

Options 7, Section 3 by market participant category. 

Note that today, Market Maker and Priority 

Customer orders are eligible for the higher maker 

rebates in Tiers 2–5 whereas all other market 

participant orders would receive the Tier 1 maker 

rebate. 

17Members become aware of ongoing FAC, SOL, 

and PIM auctions as the Exchange disseminates an 

auction notification in the form of a ‘‘broadcast 

message’’ when the Exchange receives a FAC, SOL, 

and PIM Order for auction processing. The 

broadcast message is sent by the Exchange to all 

Members and includes the series, price, side, and 

size of the Agency Order. See Options 3, Sections 

11(b)(2), 11(d)(2), and 13(c). 

18See supra note 17. 

19 15 U.S.C. 78f(b). 

20 15 U.S.C. 78f(b)(4) and (5). 

Order executes against unrelated market 

or marketable interest received during 

an auction, the FAC Order or SOL Order 

will be assessed the applicable Fees for 

Crossing Orders (excluding PIM Orders) 

in Options 7, Section 3.11 The unrelated 

market or marketable interest received 

during an auction will be assessed the 

applicable Fees for Responses to 

Crossing Orders (excluding PIM Orders) 

in Options 7, Section 3.12

Under new paragraph (d)(2), when the 

PIM Order executes against unrelated 

market or marketable interest received 

during an auction, the PIM Order will be 

assessed the applicable Fees for PIM 

Orders in Options 7, Section 3, note 

11.13 The unrelated market or 

marketable interest received during an 

auction will be assessed the applicable 

Fees for Responses to PIM Orders in 

Options 7, Section 3, note 12.14

Under new paragraph (d)(3), when the 

FAC Order, SOL Order, or PIM Order 

executes against unrelated market or 

marketable interest received prior to the 

commencement of an auction, the FAC 

Order, SOL Order, or PIM Order would 

be subject to the applicable taker pricing 

in Options 7, Section 3.15 The unrelated 

market or marketable interest received 

prior to the commencement of an 

auction will be assessed the applicable 

maker pricing in Options 7, Section 3.16

Unrelated market or marketable 

interest resting on the Exchange’s order 

book, whether received prior to the 

commencement of a FAC, SOL, or PIM 

auction or during such auction, would 

be allocated in accordance with Options 

3, Section 11(b)(4) (FAC), Section 

11(d)(3) (SOL), and Section 13(d) (PIM). 

The Exchange applies order book 

pricing in accordance with Options 7, 

Section 3 to interest received prior to a 

FAC, SOL, and PIM auction that 

subsequently trades with a FAC, SOL, or 

PIM Order (which is considered 

unrelated market or marketable interest 

for purposes of the auction) because the 

Exchange seeks to treat the Member who 

submitted such interest in a similar 

manner as any other Member who 

submits interest to the order book. The 

Member that submitted such interest 

would not have been aware at the time 

that a FAC, SOL, or PIM auction was in 

progress, and therefore would not have 

expected to be assessed separate 

Crossing Order pricing.17 In such 

instances, the unrelated market or 

marketable interest that posted to the 

order book prior to the commencement 

of the auction would be treated as 

posting liquidity to the order book 

(makers of liquidity) and assessed maker 

pricing in accordance with Options 7, 

Section 3. The FAC, SOL, and PIM 

Order that trades against the unrelated 

interest would be considered as 

removing liquidity from the order book 

(takers of liquidity) and assessed taker 

pricing in accordance with Options 7, 

Section 3. This is consistent with taker 

pricing assessed to any Member that 

removes liquidity from the order book. 

In contrast, the Exchange applies 

Crossing Order pricing in Options 7, 

Section 3 to the unrelated market or 

marketable interest when the interest 

arrived during a FAC, SOL, and PIM 

auction. Members submitting interest to 

the order book during one of these 

auctions are aware that they may be 

allocated in the auction.18 The Exchange 

assesses the applicable response fee in 

Options 7, Section 3 to Members 

submitting such interest in the same 

manner that responders to the FAC, 

SOL, and PIM auction are assessed fees 

for their auction responses. In other 

words, the unrelated market or 

marketable interest that received an 

allocation within the FAC, SOL, or PIM 

auction would be uniformly subject to 

the same fees as those Members that 

submitted auction responses and were 

allocated. 

The Exchange’s pricing models for the 

order book and FAC/SOL/PIM auctions 

each seek to attract liquidity to the 

Exchange and reward Members 

differently for the different types of 

order flow. To this end, the Exchange’s 

pricing considers the manner in which 

orders interact with the FAC/SOL/PIM 

auction based on the timing of when the 

order entered the order book. The 

Exchange’s pricing is consistent with its 

current practice of assigning the 

applicable pricing for auctions versus 

order book pricing depending on how 

and when the order was submitted to 

the Exchange. 

Technical Amendments 

The Exchange proposes a few 

technical, non-substantive amendments 

throughout Options 7. Specifically, the 

Exchange proposes to title paragraph (b) 

in Options 7, Section 1 as ‘‘Fee 

Disputes’’ and paragraph (c) as 

‘‘Definitions’’ to more clearly identify 

the applicable rules within the Pricing 

Schedule. 

2. Statutory Basis 

The Exchange believes that its 

proposal is consistent with section 6(b) 

of the Act,19 in general, and furthers the 

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

of the Act,20 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. Further the 

proposal 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. 

Unrelated Interest 

The Exchange believes that its 

proposal to specify how the Exchange 

currently prices unrelated market or 

marketable interest received is 

consistent with the Act because 

memorializing these concepts in new 

paragraph (d) of Options 7, Section 1 

will promote greater clarity and 

transparency in the rules and make the 

Pricing Schedule easier to navigate for 

market participants. As discussed 

above, the Exchange already denotes 

how unrelated market or marketable 

interest received during a FAC, SOL, 

and PIM auction is priced by grouping 

such interest as Responses to Crossing 

Orders and Responses to PIM Orders 

today. How the Exchange prices 

unrelated market or marketable interest 


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Federal Register / Vol. 88, No. 217 / Monday, November 13, 2023 / Notices 77651 

21See supra note 17. 

22See supra note 17. 23See supra notes 9 and 10. 

24 15 U.S.C. 78s(b)(3)(A)(ii). 

25 17 CFR 240.19b–4(f)(2). 

received prior to a FAC, SOL, and PIM 

auction, however, is not currently 

detailed in the Exchange’s Pricing 

Schedule. As such, the Exchange 

believes that by consolidating and 

describing these concepts in one place 

in the Pricing Schedule, Members can 

more easily locate the related rules and 

avoid any potential investor confusion. 

As discussed above, the Exchange 

will memorialize that it will assess book 

pricing for unrelated market or 

marketable interest received prior to the 

commencement of a FAC, SOL, or PIM 

auction by stating that such interest 

would be assessed the applicable maker 

pricing. The FAC, SOL and PIM Order 

that such interest executes against 

would be assessed applicable taker 

pricing. The Exchange applies order 

book pricing in this scenario because at 

the time the unrelated market or 

marketable interest was submitted and 

posted to the order book, Members 

would not have been aware of an 

ongoing FAC/SOL/PIM auction and 

therefore would not expect to be subject 

to Responses to Crossing Order fees in 

Section 3 and Responses to PIM Order 

fees in Section 3, note 12.21 In contrast, 

the Exchange applies Responses to 

Crossing Order fees in Section 3 and 

Responses to PIM Order fees in Section 

3, note 12 to the unrelated market or 

marketable interest when it arrives 

during the FAC/SOL/PIM auction 

because Members submitting interest to 

the order book at that time would be 

aware that they may be allocated in the 

FAC/SOL/PIM auction.22 Additionally, 

the Exchange’s pricing models for the 

order book and FAC/SOL/PIM auctions 

each seek to attract liquidity to the 

Exchange and reward Members 

differently for different types of order 

flow. To this end, the Exchange’s 

pricing considers the manner in which 

interest interacts with the FAC/SOL/ 

PIM auction based on the timing of 

when such interest entered which order 

book. The Exchange’s pricing is 

consistent with its current practice of 

assigning the applicable pricing for 

auctions versus order book pricing 

depending on how and when the order 

was submitted to the Exchange. 

Further, the Exchange’s proposal to 

memorialize current practice that 

unrelated market or marketable interest 

received prior to the commencement of 

a FAC/SOL/PIM auction would be 

assessed the applicable maker pricing is 

reasonable, equitable, and not unfairly 

discriminatory because all Members 

who submitted such interest that posted 

to the order book prior to the 

commencement of the auction (and 

executes against the FAC/SOL/PIM 

Order) would be uniformly assessed the 

same pricing as any other Member who 

posted liquidity on the order book. 

Further, all Members who submitted a 

FAC/SOL/PIM Order that executed 

against such interest would be 

uniformly assessed the same pricing as 

any other Member who removed 

liquidity from the order book. 

Similarly, the Exchange believes that 

its proposal to specify current practice 

that unrelated market or marketable 

interest received during a FAC/SOL/ 

PIM auction would be assessed the 

applicable Responses to Crossing Order 

(including PIM Order) pricing as 

described above is reasonable, equitable, 

and not unfairly discriminatory because 

all Members who submitted such 

interest would be uniformly assessed 

the same pricing as any other Member 

who submitted responses into the FAC/ 

SOL/PIM auction. 

Lastly, the Exchange believes that its 

proposal to specify that Index Options 

fees are excluded from the unrelated 

interest concepts in new paragraph (d) 

is reasonable, equitable, and not 

unfairly discriminatory because all 

transactions in Index Options (including 

transactions in FAC, SOL, and PIM) are 

presently subject to separate pricing in 

Options 7, Section 3.23 By clarifying this 

exclusion, the Exchange believes it will 

avoid potential confusion as to the 

applicability of its Pricing Schedule to 

the benefit of all market participants. 

Technical Amendments 

The Exchange believes that adding 

titles to paragraphs (b) and (c) of 

Options 7, Section 1 is consistent with 

the Act because they will promote 

clarity so that market participants can 

more easily locate the relevant rules in 

the Pricing Schedule. 

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 that its 

proposal would impose an undue 

burden on intra-market competition. 

The pricing of unrelated interest in the 

manner described above uniformly 

treats similarly situated market 

participants. Specifically, all Members 

who submitted unrelated market or 

marketable interest that posted to the 

order book prior to the commencement 

of the auction (and executes against the 

FAC/SOL/PIM Order) would be 

uniformly assessed the same pricing as 

any other Member who posted liquidity 

on the order book. All Members who 

submitted a FAC/SOL/PIM Order that 

executed against such interest would be 

uniformly assessed the same pricing as 

any other Member who removed 

liquidity from the order book. 

Additionally, all Members who 

submitted unrelated market or 

marketable interest to the order book 

during the FAC/SOL/PIM auction 

(which ends up participating and 

executing against the auction order) 

would be uniformly assessed the same 

pricing as any other Member who 

submitted responses into the FAC/SOL/ 

PIM auction. 

In terms of inter-market competition, 

the Exchange continues to believe that 

the way that it prices unrelated market 

or marketable interest remains 

competitive with other options markets 

given that the Exchange’s current 

pricing models for the order book and 

for FAC/SOL/PIM auctions are all 

designed to attract order flow to the 

Exchange. 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 

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 24 and Rule 

19b–4(f)(2) 25 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) 


khammond on DSKJM1Z7X2PROD with NOTICES
77652 Federal Register / Vol. 88, No. 217 / Monday, November 13, 2023 / Notices 

26 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 98666 

(September 29, 2023), 88 FR 68718 (October 4, 

2023). 

4 17 CFR 200.30–3(a)(12). 

1Rule 17a–7(g) requires the written record of the 

affiliated transaction to include the following 

information: a description of the security purchased 

or sold, the identity of the person on the other side 

of the transaction, the terms of the purchase or sale 

transaction, and the information or materials upon 

which the board determined that the purchase or 

sale complied with the procedures set by the board. 

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– 

GEMX–2023–13 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–GEMX–2023–13. 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–GEMX–2023–13 and should be 

submitted on or before December 4, 

2023. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.26

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2023–24867 Filed 11–9–23; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–98863; File No. SR–NYSE– 

2023–35] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Withdrawal of Proposed Rule Change 

To Amend Its Price List 

November 6, 2023. 

On September 28, 2023, New York 

Stock Exchange LLC (‘‘NYSE’’) filed 

with the Securities and Exchange 

Commission (the ‘‘Commission’’), 

pursuant to section 19(b)(1) of the 

Securities Exchange Act of 1934 (‘‘Act’’ 

or ‘‘Exchange Act’’) 1 and Rule 19b–4 

thereunder 2 a proposed rule change to 

amend its Price List to: (1) modify fee 

rates and requirements for transactions 

that remove liquidity from the 

Exchange; (2) offer a monthly rebate for 

Designated Market Maker units with 150 

or fewer assigned securities along with 

incentives for affiliated Supplemental 

Liquidity Providers; and (3) eliminate 

an underutilized fee for transactions 

that remove liquidity from the Exchange 

in Tape B and C securities. The 

proposed rule change was published for 

comment on October 4, 2023.3 On 

November 1, 2023, NYSE withdrew the 

proposed rule change (SR–NYSE–2023– 

35). 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.4

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2023–24865 Filed 11–9–23; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–238, OMB Control No. 

3235–0214] 

Submission for OMB Review; 

Comment Request; Extension: Rule 

17a–7 

Upon Written Request, Copies Available 

From: Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE, Washington, DC 

20549–2736. 

Notice is hereby given that, pursuant 

to the Paperwork Reduction Act of 1995 

(44 U.S.C. 3501–3520), the Securities 

and Exchange Commission 

(‘‘Commission’’) has submitted to the 

Office of Management and Budget a 

request for extension of the previously 

approved collection of information 

described below. 

Rule 17a–7 (17 CFR 270.17a–7) (the 

‘‘rule’’) under the Investment Company 

Act of 1940 (15 U.S.C. 80a–1 et seq.) 

(the ‘‘Act’’) is entitled ‘‘Exemption of 

certain purchase or sale transactions 

between an investment company and 

certain affiliated persons thereof.’’ It 

provides an exemption from section 

17(a) of the Act for purchases and sales 

of securities between registered 

investment companies (‘‘funds’’), that 

are affiliated persons (‘‘first-tier 

affiliates’’) or affiliated persons of 

affiliated persons (‘‘second-tier 

affiliates’’), or between a fund and a 

first- or second-tier affiliate other than 

another fund, when the affiliation arises 

solely because of a common investment 

adviser, director, or officer. Rule 17a–7 

requires funds to keep various records 

in connection with purchase or sale 

transactions effected in reliance on the 

rule. The rule requires the fund’s board 

of directors to establish procedures 

reasonably designed to ensure that the 

rule’s conditions have been satisfied. 

The board is also required to determine, 

at least on a quarterly basis, that all 

affiliated transactions effected during 

the preceding quarter in reliance on the 

rule were made in compliance with 

these established procedures. If a fund 

enters into a purchase or sale 

transaction with an affiliated person, the 

rule requires the fund to compile and 

maintain written records of the 

transaction.1 The Commission’s 


khammond on DSKJM1Z7X2PROD with NOTICES