Federal Register / Vol. 77, No. 32 / Thursday, February 16, 2012 / Notices 9277 

17 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3An IOI is a non-displayed indication of symbol, 

size and side, which does not interact with the 

NYSE Arca Book. At their discretion, participating 

ETP Holders and Market Makers may send an IOI 

to the Exchange, which in turn will consider the IOI 

when determining potential destinations for 

outbound routes. See Securities Exchange Act 

Release No. 58397 (August 20, 2008), 73 FR 50389 

(August 26, 2008) (SR–NYSEArca–2008–83). 

4A Tracking Order is an undisplayed, priced 

round lot order that is eligible for execution in the 

Tracking Order Process against orders equal to or 

less than the aggregate size of Tracking Order 

interest available at that price. See NYSE Arca 

Equities Rule 7.31(f). 

5See Securities Exchange Act Release No. 60495 

(August 13, 2009), 74 FR 41957 (August 19, 2009) 

(SR–NYSEArca–2009–72). The Exchange proposed 

an incremental credit in an effort to attract and 

enhance participation in the IOI program, by 

offering attractive rebates and volume based 

incentives. 

6See Securities Exchange Act Release No. 60944 

(November 5, 2009), 74 FR 58668 (November 13, 

2009) (SR–NYSEArca–2009–99). The Exchange 

proposed to add new transaction credits stemming 

from the use of Tracking Orders in an effort to 

enhance participation on the Exchange and to offer 

increased liquidity to ETP Holders and Market 

Makers. 

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

8 15 U.S.C. 78f(b)(4). 

2012–014 and should be submitted on 

or before March 8, 2012. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.17

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2012–3641 Filed 2–15–12; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–66379; File No. SR– 

NYSEArca–2012–11] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change Amending the NYSE Arca 

Equities Fee Schedule Increasing the 

Indication of Interest Tier 1 Credit and 

the Tracking Order Tier 1 Credit for 

ETP Holders and Market Makers 

February 10, 2012. 

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 February 

1, 2012, NYSE Arca, Inc. (the 

‘‘Exchange’’ or ‘‘NYSE Arca’’) 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 proposes to amend the 

NYSE Arca Equities Fee Schedule (‘‘Fee 

Schedule’’) to increase the indication of 

interest (‘‘IOI’’) Tier 1 credit and the 

Tracking Order Tier 1 credit for ETP 

Holders and Market Makers. The text of 

the proposed rule change is available at 

the Exchange, the Commission’s Public 

Reference Room, and www.nyse.com. 

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 the 

Fee Schedule to increase the IOI Tier 1 

credit 3 and the Tracking Order 4 Tier 1 

credit for ETP Holders and Market 

Makers. The credits are designed to 

attract trading interest to and promote 

liquidity on the Exchange. The 

Exchange does not propose to make any 

changes to the other IOI or Tracking 

Order Tiers. 

IOI Tier 1 Credit 

Currently, an IOI Tier 1 credit is 

offered to each ETP Holder and Market 

Maker that send IOIs to the Exchange 

resulting in executions with an average 

daily share volume (‘‘ADV’’) per month 

greater than or equal to 10 million 

shares in Tape A, B, and C securities. 

The credit is $0.0012 per share for each 

share up to and including 15 million 

shares and $0.0015 per share for each 

share in excess of 15 million shares.5

The Exchange proposes to amend the 

IOI Tier 1 credit so that each ETP 

Holder and Market Maker will receive a 

credit of $0.0015 per share for all shares 

if its IOIs result in executions on the 

Exchange with an ADV per month 

greater than 15 million shares. The 

Exchange will continue to provide a 

$0.0012 credit per share for IOIs sent to 

the Exchange resulting in executions 

with an ADV per month up to and 

including 15 million shares (assuming 

the 10 million share threshold is met). 

For example, under the current Fee 

Schedule, if an ETP Holder sends IOIs 

to the Exchange resulting in executions 

with an ADV per month of 17 million 

shares, the ETP Holder receives a 

$0.0012 per share credit for the first 15 

million shares and a $0.0015 per share 

credit for the 2 million shares in excess 

of the 15 million shares. Under the 

proposed Fee Schedule, the ETP Holder 

will receive a $0.0015 per share credit 

for all 17 million shares. 

Tracking Order Tier 1 

Currently, the Tracking Order Tier 1 

credit is offered to each ETP Holder and 

Market Maker that sends Tracking 

Orders to the Exchange resulting in 

executions with an ADV per month 

greater than or equal to 5 million shares 

in Tape A, B, and C securities.6 The 

credit is $0.0012 per share for each 

share up to and including 15 million 

shares and $0.0015 per share for each 

share in excess of 15 million shares. 

The Exchange proposes to amend the 

Tracking Order Tier 1 credit so that each 

ETP Holder and Market Maker will 

receive a credit of $0.0015 per share for 

all shares if its Tracking Orders result in 

executions on the Exchange with an 

ADV per month greater than 15 million 

shares. The Exchange will continue to 

credit ETP Holders $0.0012 per share for 

Tracking Orders that result in 

executions up to and including 15 

million shares (assuming the 5 million 

share threshold is met). 

For example, under the current Fee 

Schedule, if an ETP Holder sends 

Tracking Orders to the Exchange 

resulting in executions with an ADV per 

month of 17 million shares, the ETP 

Holder receives a $0.0012 per share 

credit for the first 15 million shares and 

a $0.0015 per share credit for the 

remaining 2 million shares. Under the 

proposed Fee Schedule, the ETP Holder 

will receive a $0.0015 per share credit 

for all 17 million shares. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

Section 6(b) of the Securities Exchange 

Act of 1934 (the ‘‘Act’’),7 in general, and 

Section 6(b)(4) of the Act,8 in particular, 

in that it is designed to provide for the 

equitable allocation of reasonable dues, 

fees, and other charges among its 

members and other persons using its 

facilities. The proposed change is 


srobinson on DSK4SPTVN1PROD with NOTICES
9278 Federal Register / Vol. 77, No. 32 / Thursday, February 16, 2012 / Notices 

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

10 17 CFR 240.19b–4(f)(2). 11 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

equitably allocated and not unfairly 

discriminatory because it applies 

uniformly to all similarly situated ETP 

Holders and Market Makers that send 

IOIs and Tracking Orders to the 

Exchange. The Exchange believes that 

the proposal also is reasonable and 

equitably allocated because it provides 

higher credits to ETP Holders and 

Market Makers that contribute to market 

quality by providing higher volumes of 

liquidity, and it is consistent with other 

tiered credits on the Exchange that pay 

a rebate on all volume and not just the 

incremental volume. The Exchange 

believes that increasing the credits will 

attract additional order flow and 

liquidity to the Exchange. 

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 that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. 

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) 9 of the Act and 

subparagraph (f)(2) of Rule 19b–4 10

thereunder, because it establishes a due, 

fee, or other charge imposed by the 

NYSE Arca. 

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. 

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 rulecomments@sec.gov. Please include File 

Number SR–NYSEArca-2012–11 on the 

subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Elizabeth M. Murphy, Secretary, 

Securities and Exchange Commission, 

100 F Street NE., Washington, DC 

20549–1090. 

All submissions should refer to File 

Number SR–NYSEArca-2012–11. 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 Web site (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 Web site 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; 

the Commission does not edit personal 

identifying information from 

submissions. You should submit only 

information that you wish to make 

available publicly. All submissions 

should refer to File Number SR– 

NYSEArca-2012–11 and should be 

submitted on or before March 8, 2012. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.11

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2012–3672 Filed 2–15–12; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–66378; File No. SR– 

NYSEArca–2012–13] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change Amending the NYSE Arca 

Equities Fee Schedule To Increase the 

Investor Tier 1 Credit for ETP Holders 

and Market Makers 

February 10, 2012. 

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 February 

1, 2012, NYSE Arca, Inc. (the 

‘‘Exchange’’ or ‘‘NYSE Arca’’) 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 proposes to amend the 

NYSE Arca Equities Fee Schedule (‘‘Fee 

Schedule’’) to increase the Investor Tier 

1 credit for ETP Holders and Market 

Makers. The text of the proposed rule 

change is available at the Exchange, the 

Commission’s Public Reference Room, 

and www.nyse.com. 

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 the 

Fee Schedule to increase the Investor 


srobinson on DSK4SPTVN1PROD with NOTICES