35696 Federal Register / Vol. 83, No. 145 / Friday, July 27, 2018 / Notices 

19See supra note 12 (citing to Securities 

Exchange Act Release No. 79974). 

20 17 CFR 200.30–3(a)(34). 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

4The Exchange originally filed to amend the Fee 

Schedule on June 27, 2018 (SR–NYSENAT–2018– 

14) and withdrew such filing on July 9, 2018. This 

filing replaces SR–NYSENAT–2018–14 in its 

entirety. 

5The Exchange would explain the proposed 5% 

requirement in a new footnote **. As proposed, 

ETP Holders would have to maintain a bid or an 

offer at the NBB or the NBO for at least 5% of the 

trading day in round lots in a security for that 

security to count toward the tier requirement. The 

terms ‘‘NBB,’’ ‘‘NBO,’’ ‘‘NBBO,’’ and ‘‘BBO’’ are 

defined in NYSE National Rule 1.1. The Exchange 

believes that the proposed 5% threshold is 

appropriate for a market of NYSE National’s size 

and trading volume. 

6See note 5, supra. 

be implemented without undue delay. 

The Commission notes that the prior 

version of this plan immediately prior to 

this proposed amendment was 

published for comment and the 

Commission did not receive any 

comments thereon.19 Furthermore, the 

Commission does not believe that the 

amendment to the plan raises any new 

regulatory issues that the Commission 

has not previously considered. 

VI. Conclusion 

This order gives effect to the 

Amended Plan filed with the 

Commission in File No. 4–678. The 

parties shall notify all members affected 

by the Amended Plan of their rights and 

obligations under the Amended Plan. 

It is therefore ordered, pursuant to 

Section 17(d) of the Act, that the 

Amended Plan in File No. 4–678, 

between the FINRA, MIAX, and MIAX 

PEARL, filed pursuant to Rule 17d–2 

under the Act, hereby is approved and 

declared effective. 

It is further ordered that MIAX and 

MIAX PEARL are each relieved of those 

responsibilities allocated to FINRA 

under the Amended Plan in File No. 4– 

678. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.20

Eduardo A. Aleman, 

Assistant Secretary. 

[FR Doc. 2018–16110 Filed 7–26–18; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–83687; File No. SR– 

NYSENAT–2018–16] 

Self-Regulatory Organizations; NYSE 

National, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change To Amend Its Schedule of 

Fees and Rebates To Adopt Two New 

Adding Tiers and Regulatory Fees in 

Connection With Use of the Central 

Registration Depository 

July 23, 2018. 

Pursuant to Section 19(b)(1) 1 of the 

Securities Exchange Act of 1934 (the 

‘‘Act’’) 2 and Rule 19b–4 thereunder,3

notice is hereby given that, on July 9, 

2018, NYSE National, Inc. (‘‘Exchange’’ 

or ‘‘NYSE National’’) 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 self-regulatory 

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 proposes to amend its 

Schedule of Fees and Rebates to adopt 

(1) two new adding tiers, and (2) 

regulatory fees in connection with use 

of the Central Registration Depository 

(‘‘CRD’’) by Exchange ETP Holders that 

are not also members of the Financial 

Industry Regulatory Authority, Inc. 

(‘‘FINRA’’). The Exchange proposes to 

implement the rule change on July 9, 

2018.4 The proposed rule change is 

available on the Exchange’s website at 

www.nyse.com, 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 

self-regulatory organization 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 those 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 parts of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and the 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to amend its 

Schedule of Fees and Rebates to adopt 

(1) two new adding tiers, and (2) 

regulatory fees in connection with use 

of CRD. 

The Exchange proposes to implement 

the rule change on July 9, 2018. 

Proposed Adding Tiers 

The Exchange proposes two new 

adding tiers for displayed and nondisplayed orders in securities priced at 

or above $1.00, as follows. Current 

Adding Tier would be re-named 

‘‘Adding Tier 1.’’ 

Adding Tier 2 

Under proposed Adding Tier 2, the 

Exchange would offer the following fees 

for transactions in stocks with a per 

share price of $1.00 or more when 

adding liquidity to the Exchange if the 

ETP Holder quotes at least 5% of the 

NBBO 5 in 1,000 or more symbols on an 

average daily basis, calculated monthly: 

• $0.0005 per share for adding 

displayed orders; 

• $0.0005 per share for orders that set 

a new Exchange BBO; 

• $0.0007 per share for adding nondisplayed orders; and 

• $0.0005 per share for MPL orders. 

For example, in a given month, if an 

ETP Holder quotes at least 5% of the 

NBBO in 800 symbols in round lots on 

the first day of the month and 1,400 

symbols on the second day of the 

month, the ETP Holder would have 

1,100 securities on average daily basis 

that meet the 5% NBBO requirement 

after the second day, and would qualify 

for the proposed Adding Tier 2 after the 

second day. Further, in a given symbol 

on a given day, if the ETP Holder 

maintains a bid at the NBB for 4% of the 

trading day and an offer at the NBO for 

8% of the trading day, that would result 

in the ETP Holder quoting 6% of the 

NBBO in that symbol for that day and 

that symbol meeting the 5% NBBO 

requirement for that day. 

Adding Tier 3 

Under proposed Adding Tier 3, the 

Exchange would offer the following fees 

for transactions in stocks with a per 

share price of $1.00 or more when 

adding liquidity to the Exchange if the 

ETP Holder quotes at least 5% of the 

NBBO 6 in 600 or more symbols on an 

average daily basis, calculated monthly: 

• $0.0012 per share for adding 

displayed orders; 

• $0.0012 per share for orders that set 

a new Exchange BBO; 

• $0.0014 per share for adding nondisplayed orders; and 

• $0.0005 per share for MPL orders. 

Finally, as reflected in footnote * of 

the Schedule of Fees and Rebates, the 

volume requirements for the current 


amozie on DSK3GDR082PROD with NOTICES1
Federal Register / Vol. 83, No. 145 / Friday, July 27, 2018 / Notices 35697 

7CRD is the central licensing and registration 

system for the U.S. securities industry. The CRD 

system enables individuals and firms seeking 

registration with multiple states and self-regulatory 

organizations to do so by submitting a single form, 

fingerprint card and a combined payment of fees to 

FINRA. Through CRD, FINRA maintains the 

qualification, employment and disciplinary 

histories of registered associated persons of broker 

dealers. 

8The proposed CRD fees are those charged by 

FINRA to non-FINRA members when such fees are 

applicable. The Exchange notes that there are 

certain FINRA CRD fees and requirements that are 

specific to FINRA members but do not apply to 

Exchange ETP Holders that are not also FINRA 

members. Exchange ETP Holders that are also 

FINRA members would be charged CRD fees 

according to Section (4) of Schedule A to the FINRA 

By-Laws. 

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

10 15 U.S.C. 78f(b)(4) & (5). 

11See Securities Exchange Act Release No. 67247 

(June 25, 2012), 77 FR 38866 (June 29, 2012) (SR– 

FINRA–2012–30). 

12See id., 77 FR at 38868. 

13 Id. 

Adding Tier and the Taking Tier are 

waived until July 1, 2018. The Exchange 

proposes to extend the volume 

requirements [sic] for these tiers 

indefinitely. To effect this change, the 

Exchange would delete ‘‘until July 1, 

2018’’ from footnote *. As noted, the 

current Adding Tier would be re-named 

‘‘Adding Tier 1,’’ which will also be 

reflected in footnote *. 

CRD Fees 

The Exchange proposes to adopt 

regulatory fees related to CRD that 

would be collected by FINRA.7 As 

proposed, FINRA would collect and 

retain certain regulatory fees via CRD for 

the registration of persons associated 

with an Exchange ETP Holder that is not 

also a FINRA member. The CRD fees are 

use-based and there is no distinction in 

the cost incurred by FINRA if the user 

is a FINRA member or a member of an 

exchange but not a FINRA member. 

Accordingly, the Exchange proposes to 

adopt the following fees to mirror those 

assessed by FINRA pursuant to Section 

(4) of Schedule A to the FINRA ByLaws: 8

(1) $100 for each initial Form U4 filed 

for the registration of a representative or 

principal; 

(2) $110 for the additional processing 

of each initial or amended Form U4, 

Form U5 or Form BD that includes the 

initial reporting, amendment, or 

certification of one or more disclosure 

events or proceedings; 

(3) $15 for processing and posting to 

the CRD system each set of fingerprint 

cards submitted electronically by the 

Member, plus a pass-through of any 

other charge imposed by the United 

States Department of Justice for 

processing each set of fingerprints; 

(4) $30 for processing and posting to 

the CRD system each set of fingerprint 

cards submitted in non-electronic 

format by the Member, plus a passthrough of any other charge imposed by 

the United States Department of Justice 

for processing each set of fingerprints; 

(5) $30 for processing and posting to 

the CRD system each set of fingerprint 

results and identifying information that 

has been processed through another 

self-regulatory organization and 

submitted to FINRA; and 

(6) $45 annually for system processing 

for each registered representative and 

principal. 

* * * * * 

The proposed changes are not 

otherwise intended to address any other 

issues, and the Exchange is not aware of 

any problems that ETP Holders would 

have in complying with the proposed 

change. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

Section 6(b) of the Act,9 in general, and 

furthers the objectives of Sections 

6(b)(4) and 6(b)(5) of the Act,10 in 

particular, because it provides for the 

equitable allocation of reasonable dues, 

fees, and other charges among its 

members, issuers and other persons 

using its facilities and does not unfairly 

discriminate between customers, 

issuers, brokers or dealers. 

New Adding Tiers 

The Exchange believes that the 

proposed Adding Tier 2 and Adding 

Tier 3 fees for ETP Holder with at least 

5% of the NBBO in 1,000 or more 

symbols on an average daily basis, 

calculated monthly or 600 or more 

symbols on an average daily basis, 

calculated monthly, respectively, who 

maintain a bid or an offer at the NBB or 

NBO in each assigned security in round 

lots averaging at least 5% of the trading 

day on an average daily basis, calculated 

monthly, in securities with a per share 

price of $1.00 or more when adding 

liquidity are reasonable because the 

proposed tiers would further contribute 

to incentivizing ETP Holders to provide 

increased displayed liquidity on the 

Exchange, benefiting all ETP Holders. In 

addition, the Exchange believes that the 

proposed Adding Tier 2 and Adding 

Tier 3 fees are equitable and not unfairly 

discriminatory as all similarly situated 

market participants will be subject to 

the same fees on an equal and nondiscriminatory basis. The Exchange 

further believes that providing the same 

fee for adding displayed orders as that 

for orders that set a new Exchange BBO 

under Adding Tier 2 and Adding Tier 3 

is reasonable because the $0.0005 and 

$0.0012 fee per share in Adding Tier 2 

and Adding Tier 3, respectively, are 

sufficient incentive for providing 

liquidity. 

Finally, the Exchange believes it is 

reasonable to indefinitely waive the 

Adding Tier (which would be re-named 

Adding Tier 1) and Taking Tier volume 

requirements because the waiver will 

enable the Exchange to continue to 

improve its overall competitiveness and 

strengthen its market quality for all 

market participants. The proposed 

waiver is not unfairly discriminatory 

because it will apply equally to all 

similarly situated ETP Holders. 

CRD Fees 

The proposed CRD fees are reasonable 

because they are identical to those 

adopted by FINRA for use of the CRD 

system for disclosure and the 

registration of associated persons of 

FINRA members.11 As FINRA noted in 

its filing adopting its existing fees, 

FINRA believes the fees are reasonable 

based on the increased costs associated 

with operating and maintaining the CRD 

system, and listed a number of 

enhancements made to the CRD system 

since the last fee increase, including: (1) 

Incorporation of various uniform 

registration form changes; (2) electronic 

fingerprint processing; (3) Web EFTTM, 

which allows subscribing firms to 

submit batch filings to the CRD system; 

(4) increases in the number and types of 

reports available through the CRD 

system; and (5) significant changes to 

BrokerCheck, including making 

BrokerCheck easier to use and 

expanding the amount of information 

made available through the system.12

These increased costs are similarly 

borne by FINRA when an Exchange ETP 

Holder that is not a FINRA member uses 

the CRD system, so the fees collected for 

such use should, as proposed by the 

Exchange, mirror the fees assessed on 

FINRA members. FINRA further noted 

that the proposed fees are reasonable 

because they help to ensure the integrity 

of the information in the CRD system, 

which is important because the 

Commission, FINRA, other selfregulatory organizations and state 

securities regulators use the CRD system 

to make licensing and registration 

decisions, among other things.13

The Exchange similarly believes that 

the proposed fees, like FINRA’s fees, are 

consistent with an equitable allocation 

of fees because the fees will apply 

equally to all individuals and firms 

required to report information to the 


amozie on DSK3GDR082PROD with NOTICES1
35698 Federal Register / Vol. 83, No. 145 / Friday, July 27, 2018 / Notices 

14 15 U.S.C. 78f(b)(8). 

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

16 17 CFR 240.19b–4(f)(2). 

17 15 U.S.C. 78s(b)(2)(B). 18 17 CFR 200.30–3(a)(12). 

CRD system. Thus, those members that 

register more individuals or submit 

more filings through the CRD system 

will generally pay more in fees than 

those that use the CRD system to a lesser 

extent. In addition, the proposed fees, 

like FINRA’s fees, are equitable and not 

unfairly discriminatory because they 

will result in the same regulatory fees 

being charged to all ETP Holders 

required to report information to the 

CRD system and for services performed 

by FINRA, regardless of whether or not 

such ETP Holder is a FINRA member. 

Further, the Exchange believes the 

proposed CRD fees provide for the 

equitable allocation of reasonable fees 

and other charges among its permit 

holders, and does not unfairly 

discriminate between customers, 

issuers, brokers and dealers. All 

similarly situated ETP Holders are 

subject to the same fee structure, and 

every Member firm must use the CRD 

system for registration and disclosure. 

Finally, the Exchange believes that it 

is subject to significant competitive 

forces, as described below in the 

Exchange’s statement regarding the 

burden on competition. 

For the foregoing reasons, the 

Exchange believes that the proposal is 

consistent with the Act. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

In accordance with Section 6(b)(8) of 

the Act,14 the Exchange believes that the 

proposed rule change would not impose 

any burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. Instead, the 

Exchange believes that the proposed 

changes would encourage the 

submission of additional liquidity to a 

public exchange, thereby promoting 

price discovery and transparency and 

enhancing order execution 

opportunities for ETP Holders. The 

Exchange believes that this could 

promote competition between the 

Exchange and other execution venues, 

including those that currently offer 

similar order types and comparable 

transaction pricing, by encouraging 

additional orders to be sent to the 

Exchange for execution. 

Finally, 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 and rebates to remain competitive 

with other exchanges and with 

alternative trading systems that have 

been exempted from compliance with 

the statutory standards applicable to 

exchanges. Because competitors are free 

to modify their own fees and credits 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. As a result of all of these 

considerations, the Exchange does not 

believe that the proposed changes will 

impair the ability of ETP Holders or 

competing order execution venues to 

maintain their competitive standing in 

the financial markets. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

No written comments were solicited 

or received with respect to the proposed 

rule change. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change is effective 

upon filing pursuant to Section 

19(b)(3)(A) 15 of the Act and 

subparagraph (f)(2) of Rule 19b–4 16

thereunder, because it establishes a due, 

fee, or other charge imposed by the 

Exchange. 

At any time within 60 days of the 

filing of such 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 

under Section 19(b)(2)(B) 17 of the Act to 

determine whether the proposed rule 

change 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– 

NYSENAT–2018–16 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Brent J. Fields, Secretary, Securities 

and Exchange Commission, 100 F Street 

NE, Washington, DC 20549–1090. 

All submissions should refer to File 

Number SR–NYSENAT–2018–16. This 

file number should be included on the 

subject line if email is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

internet website (http://www.sec.gov/ 

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule change between the 

Commission and any person, other than 

those that may be withheld from the 

public in accordance with the 

provisions of 5 U.S.C. 552, will be 

available for website viewing and 

printing in the Commission’s Public 

Reference Room, 100 F Street NE, 

Washington, DC 20549 on official 

business days between the hours of 

10:00 a.m. and 3:00 p.m. Copies of the 

filing also will be available for 

inspection and copying at the principal 

office of the Exchange. All comments 

received will be posted without change. 

Persons submitting comments are 

cautioned that we do not redact or edit 

personal identifying information from 

comment submissions. You should 

submit only information that you wish 

to make available publicly. All 

submissions should refer to File 

Number SR–NYSENAT–2018–16 and 

should be submitted on or before 

August 17, 2018. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.18

Eduardo A. Aleman, 

Assistant Secretary. 

[FR Doc. 2018–16023 Filed 7–26–18; 8:45 am] 

BILLING CODE 8011–01–P 


amozie on DSK3GDR082PROD with NOTICES1