16298 Federal Register / Vol. 77, No. 54 / Tuesday, March 20, 2012 / Notices 

20See PHLX Fee Schedule at http://www.

nasdaqtrader.com/content/marketregulation/

membership/phlx/feesched.pdf. 

21 15 U.S.C. 78s(b)(3)(A)(ii). 

22 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

in which market participants can 

readily direct order flow to another 

exchange if they deem fee levels at a 

particular exchange to be excessive. 

With this proposed fee change, the 

Exchange believes it remains an 

attractive venue for market participants 

to trade complex orders. 

The Exchange also believes that its 

proposal to assess a $0.20 per contract 

‘‘taker’’ fee for all regular, or noncomplex, Priority Customer orders in 

the Select Symbols is reasonable and 

equitably allocated because the fee is 

within the range of fees assessed by 

other exchanges employing similar 

pricing schemes. The proposed fee is 

substantially lower than the $0.39 per 

contract fee currently charged by PHLX 

for Customer orders that remove 

liquidity in a number of symbols that 

are subject to that exchange’s maker/ 

taker fees.20 Therefore, while ISE is 

proposing a fee increase, the resulting 

fee remains lower than the fee currently 

charged by PHLX. Further, the proposed 

increase will bring this fee closer to the 

fee the Exchange currently charges to 

other market participants that employ a 

similar trading strategy. The Exchange 

also notes, however, that with this 

proposed rule change, the fee charged to 

regular, or non-complex, Priority 

Customer orders will remain lower (as 

it historically has always been) than the 

fee currently charged by the Exchange to 

other market participants. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The proposed rule change does not 

impose any burden on competition that 

is not necessary or appropriate in 

furtherance of the purposes of the 

Exchange Act. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

The Exchange has not solicited, and 

does not intend to solicit, comments on 

this proposed rule change. The 

Exchange has not received any 

unsolicited written comments from 

members or other interested parties. 

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 Exchange Act.21 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 Exchange 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 Exchange 

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– 

ISE–2012–17 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–ISE–2012–17. 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 

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. 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–ISE– 

2012–17 and should be submitted on or 

before April 10, 2012. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.22

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2012–6621 Filed 3–19–12; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–66600; File No. SR–NYSE– 

2012–07] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change Implementing 

Certain Changes to the Transaction 

Fees and Credits Within the New York 

Stock Exchange Price List 

March 14, 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 March 1, 

2012, New York Stock Exchange LLC 

(‘‘NYSE’’ or ‘‘Exchange’’) filed with the 

Securities and Exchange Commission 

(‘‘SEC’’ or ‘‘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 proposing certain 

changes to the transaction fees and 

credits within its Price List, which the 

Exchange proposes to become operative 

on March 1, 2012. 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 

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 


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Federal Register / Vol. 77, No. 54 / Tuesday, March 20, 2012 / Notices 16299 

3Unless stated otherwise, the fees and credits 

discussed herein are not applicable to transactions 

with a per-share price of less than $1.00. 

4See NYSE Rule 13 (Definitions of Orders). A 

Non-Displayed Reserve Order is a limit order that 

is not displayed, but remains available for potential 

execution against all incoming automatically 

executing orders until executed in full or cancelled. 

5See footnote 2 within the Price List. 

6See NYSE Rule 13. The Exchange proposes a 

technical change to conform the use of the terms 

MOC and LOC throughout the Price List, where 

applicable. 

7The Exchange is not proposing to change the 

existing $0.00055 fee for member organizations that 

do reach the 14 million share threshold. 

8As described below, Floor brokers would 

instead be charged $0.0022 per-share for their other 

transactions that are not otherwise specified in the 

Price List. 

9The Exchange proposes to amend the Price List 

to reflect that the current $0.0023 rate would apply 

(i) only to non-Floor broker transactions and (ii) 

only if the lower rate of $0.0022 proposed herein 

does not apply. 

10The Exchange proposes to specify, with respect 

to this proposed lower rate, that calculations of 

Adding ADV would exclude early closing days as 

well as any liquidity added by a Designated Market 

Maker (‘‘DMM’’). 

11For example, assume that a particular member 

organization’s Baseline ADV was five million shares 

and that NYSE CADV during the billing month was 

four billion shares. To qualify for the lower rate, the 

member organization would need to have an 

Adding ADV during the billing month that is at 

least the greater of (i) eight million shares (i.e., five 

million Baseline ADV plus three million step-up 

(0.075% X four billion NYSE CADV)) or (ii) six 

million shares (i.e., five million Baseline ADV plus 

one million step-up (120% of Baseline ADV)). The 

Exchange recognizes that a firm that becomes a 

member organization after January 2012 would have 

a Baseline ADV of zero. In this regard, a new 

member organization would need to have an 

Adding ADV during the billing month of at least 

three million shares (i.e., zero Baseline ADV plus 

three million step-up (0.075% X four billion NYSE 

CADV)) for the $0.0022 rate to apply. 

12Continuing with the example above, if the 

member organization maintains a ratio of Baseline 

ADV-to-total ADV during January 2012 of less than 

10%, the $0.0022 rate would apply to the member 

organization’s first 30 million shares that are 

executed (i.e., 0.75% X four billion NYSE CADV) 

and the current $0.0023 rate would apply to the 

member organization’s remaining shares that are 

executed, unless the member organization’s Adding 

ADV is greater than 15 million shares (i.e., five 

million Baseline ADV plus 10 million step-up 

(0.25% X four billion NYSE CADV)), in which case 

the $0.0022 rate would apply to all of the member 

organization’s shares that are executed. The 

Exchange recognizes that a firm that becomes a 

member organization after January 2012 would have 

a ratio of Baseline ADV-to-total ADV during January 

2012 that is zero. In this regard, the $0.0022 rate 

would apply only to the new member organization’s 

first 30 million shares that are executed, unless the 

new member organization’s Adding ADV is greater 

than 10 million, in which case the $0.0022 rate 

would apply to all of the new member 

organization’s shares that are executed. 

13The Exchange notes that this is explicit where 

the Price Lists specifies that the routing fee 

applicable to securities with a per-share price below 

$1.00 is the lesser of (i) 0.3% of the total dollar 

value of the transaction or (ii) the routing fee that 

would be applicable if the price per-share was not 

below $1.00. In contrast, this is inherent where, for 

example, the Price List specifies that the fee 

applicable to MOC and LOC executions in 

securities with a per-share price below $1.00 is the 

lesser of (i) 0.3% of the total dollar value of the 

transaction or (ii) $0.00085—the same MOC/LOC 

fee that would be applicable if the price per-share 

was not below $1.00. 

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 the 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange is proposing certain 

changes to the transaction fees and 

credits within its Price List, which the 

Exchange proposes to become operative 

on March 1, 2012.3

Member Organizations 

The Exchange proposes the following 

changes to the transaction fees and 

credits in the Price List that are 

applicable to member organizations: 

• Member organizations currently 

receive a credit of $0.0015 per-share 

per-transaction that adds liquidity, both 

displayed and non-displayed, to the 

NYSE. The Exchange proposes that the 

existing $0.0015 per-share credit remain 

applicable to a member organization’s 

transactions that add liquidity to the 

NYSE, except for a member 

organization’s Non-Displayed Reserve 

Order transactions that add liquidity to 

the NYSE, for which a lower credit of 

$0.0010 per-share will apply.4

• A member organization’s charges 

for executions at the opening are 

currently capped at $10,000 per-month 

per-member organization.5 The 

Exchange proposes to increase the cap 

to $15,000 per-month per-member 

organization. 

• A member organization is currently 

charged $0.00085 per-share pertransaction for a Market At-The-Close 

(‘‘MOC’’) Order or a Limit At-The-Close 

(‘‘LOC’’) Order,6 unless the member 

organization executes an average daily 

trading volume (‘‘ADV’’) of MOC and 

LOC Orders on the NYSE in the relevant 

calendar month of at least 14 million 

shares, in which case the member 

organization is charged $0.00055 pershare per-transaction for MOC and LOC 

Orders. The Exchange proposes to 

increase the fee for MOC and LOC 

Orders for member organizations that do 

not reach the 14 million threshold to 

$0.00095.7

• Member organizations are currently 

charged $0.0023 per-share for all other 

transactions that are not otherwise 

specified in the Price List (i.e., when 

taking liquidity from the NYSE). The 

Exchange proposes that this $0.0023 

rate only apply to non-Floor broker 

transactions.8 The Exchange also 

proposes to charge non-Floor broker 

member organizations that add specified 

amounts of liquidity to the NYSE above 

their normal amount (‘‘step-up’’) a lower 

rate of $0.0022 per-share pertransaction.9 This lower rate would 

apply to a non-Floor broker member 

organization whose ADV that adds 

liquidity to the NYSE during the billing 

month (‘‘Adding ADV’’) 10 is at least the 

greater of (i) the member organization’s 

January 2012 Adding ADV (‘‘Baseline 

ADV’’) plus 0.075% of consolidated 

average daily volume in NYSE-listed 

securities during the billing month 

(‘‘NYSE CADV’’) or (ii) the member 

organization’s Baseline ADV plus 

20%.11

Additionally, if a member 

organization’s ratio of Baseline ADV-tototal ADV during January 2012 is less 

than 10%, the $0.0022 rate would only 

apply to the member organization’s 

shares that are executed in an amount 

up to and including 0.75% of NYSE 

CADV. The current rate of $0.0023 pershare would apply to the member 

organization’s remaining shares that are 

executed, unless the member 

organization’s Adding ADV is greater 

than its Baseline ADV by at least 0.25% 

of NYSE CADV.12

• The Price List contains several rates 

applicable to member organization 

transactions with a per-share price of 

less than $1.00. Except for those 

transactions that are free or that result 

in a credit, the Price List generally 

specifies that the applicable rate is the 

lesser of (i) 0.3% of the total dollar 

value of the transaction or (ii) the same 

rate that would apply if the price pershare was not below $1.00.13 The 

Exchange proposes that, except for those 

that are currently free or that result in 

a credit, the rate for these transactions 

with a per-share price of less than $1.00 

be 0.3% of the total dollar value of the 

transaction. 

Floor Brokers 

The Exchange proposes the following 

changes to the transaction fees and 

credits in the Price List that are 

applicable to Floor brokers: 

• Floor brokers are currently charged 

$0.0029 per-share for orders that are 

routed from the NYSE and executed in 

another market. Other member 

organizations are charged $0.0030 pershare for orders that are routed from the 


srobinson on DSK4SPTVN1PROD with NOTICES
16300 Federal Register / Vol. 77, No. 54 / Tuesday, March 20, 2012 / Notices 

14 DMMs and Supplemental Liquidity Providers 

(‘‘SLPs’’) are also charged a $0.0030 per-share 

routing fee. 

15 ‘‘More Active Securities’’ are those with an 

ADV in the previous month equal to or greater than 

one million shares. 

16A DMM meets the ‘‘More Active Securities 

Quoting Requirement’’ when a More Active 

Security has a stock price of $1.00 or more and the 

DMM quotes at the National Best Bid or Offer 

(‘‘NBBO’’) in the applicable security at least 10% 

of the time in the applicable month. 

17See footnote 7 within the Price List. A DMM 

meets the ‘‘More Active Securities Quoted Size 

Ratio Requirement’’ when the DMM Quoted Size for 

an applicable month is 15% of the NYSE Quoted 

Size. The Exchange proposes a technical change to 

specify that the DMM Quoted Size for the 

applicable month must be ‘‘at least’’ 15% of the 

NYSE Quoted Size. The ‘‘NYSE Quoted Size’’ is 

calculated by multiplying the average number of 

shares quoted on the NYSE at the NBBO by the 

percentage of time the NYSE had a quote posted at 

the NBBO. The ‘‘DMM Quoted Size’’ is calculated 

by multiplying the average number of shares of the 

applicable security quoted at the NBBO by the 

DMM by the percentage of time during which the 

DMM quoted at the NBBO. 

18The NYSE total intraday adding liquidity is 

totaled monthly and includes all NYSE adding 

liquidity, excluding NYSE open and NYSE close 

volume, by all NYSE participants, including SLPs, 

customers, Floor brokers and DMMs. 

19The Exchange proposes to remove duplicative 

language describing ‘‘NYSE total intraday adding 

liquidity.’’ The Exchange also proposes to make 

certain non-substantive changes to renumber the 

existing $0.0030 and $0.0026 rebates as ‘‘(b)’’ and 

‘‘(c),’’ respectively. 

20The Exchange notes that the proposed $0.0029 

per-share rebate would be applicable to all of the 

member organization’s adding liquidity in each 

such security for that month, not just the 

incremental liquidity that is more than 20% of the 

NYSE’s total intraday adding liquidity. 

21SLP credits are not applicable to executions of 

securities with a per-share price of $1.00 or more 

at the close. 

22The rate applicable to executions of securities 

with a per-share price of less than $1.00 is $0.0005. 

23For example, if an SLP’s executions fall within 

tier 3, then the existing $0.0020 tier 3 rate would 

remain applicable to the SLP’s executions that add 

liquidity other than executions of Non-Displayed 

Reserve Orders, for which a rate of $0.0015 would 

apply. 

24Consistent with the proposed differentiation 

between executions of Non-Displayed Reserve 

Orders and other executions, the Exchange 

proposes that the tier 1 SLP credit for executions 

of Non-Displayed Reserve Orders that add liquidity 

be $0.0019 per-share per-transaction. To qualify for 

tier 1, an SLP must (i) meet or exceed the 10% 

quoting requirement in an assigned security 

pursuant to NYSE Rule 107B, and (ii) add liquidity 

of an ADV of more than 10 million shares for all 

assigned SLP securities in the aggregate and, for 

each assigned SLP security, add liquidity of more 

than 2.5% of NYSE CADV for that assigned SLP 

security in the applicable month. 

25See NYSE Rules 900–907. 

26 15 U.S.C. 78f(b). 

27 15 U.S.C. 78f(b)(4). 

NYSE and executed in another market.14

The Exchange proposes to charge Floor 

brokers the same $0.0030 rate as other 

member organizations. Accordingly, the 

Exchange proposes to remove from the 

Price List the text that differentiates 

between the routing fees for Floor 

brokers and other member 

organizations. 

• Floor brokers are currently charged 

$0.0023 for all other transactions that 

are not otherwise specified in the Price 

List (i.e., when taking liquidity from the 

NYSE). As referenced above, the 

Exchange proposes to decrease this fee 

to $0.0022 for all other Floor broker 

transactions. 

DMMs 

The Exchange proposes the following 

changes to the transaction fees and 

credits in the Price List that are 

applicable to DMMs: 

• Except for executions at the 

opening, which are free, DMMs are 

currently charged $0.0015 per-share pertransaction that removes liquidity from 

the Exchange. The Exchange proposes to 

increase this fee to $0.0023 per-share 

per-transaction. 

• DMMs currently receive a rebate of 

$0.0005 per-share for executions at the 

close. The Exchange proposes to modify 

this rate so that DMM executions at the 

close are free. 

• DMMs are currently eligible for 

rebates of $0.0025 per-share when 

adding liquidity in More Active 

Securities 15 if the DMM meets the More 

Active Securities Quoting 

Requirement.16 DMMs are also eligible 

for rebates of $0.0030 per-share when 

adding liquidity in More Active 

Securities when the DMM meets both (i) 

the More Active Securities Quoting 

Requirement and (ii) the More Active 

Securities Quoted Size Ratio 

Requirement 17 when providing 

liquidity that is 20% or less of the 

NYSE’s total intraday adding liquidity 

in each such security for that month.18

DMMs are eligible for a rebate of 

$0.0026 per-share for added incremental 

liquidity over 20% of the NYSE’s total 

intraday adding liquidity in each such 

security for that month. 

The Exchange proposes a new rebate 

of $0.0026 per-share when adding 

liquidity in More Active Securities if (i) 

the DMM meets both the More Active 

Securities Quoting Requirement and the 

More Active Securities Quoted Size 

Ratio Requirement and (ii) the DMM’s 

providing liquidity is 10% or less of the 

NYSE’s total intraday adding liquidity 

in each such security for that month.19

The current $0.0030 per-share rebate 

would be applicable for securities in 

which the DMM’s providing liquidity is 

more than 10% but less than or equal 

to 20% of the NYSE’s total intraday 

adding liquidity in each such security 

for that month. Additionally, the 

Exchange proposes to increase the 

existing $0.0026 per-share rebate to 

$0.0029 and that this rebate be 

applicable for securities in which the 

DMM’s providing liquidity is more than 

20% of the NYSE’s total intraday adding 

liquidity in each such security for that 

month.20

SLPs 

The Exchange proposes the following 

changes to the transaction fees and 

credits in the Price List that are 

applicable to SLPs: 

• SLPs are eligible for credits when 

adding liquidity to the NYSE.21 The 

amount of the credit is determined by 

the ‘‘tier’’ that the SLP qualifies for, 

which is based on the SLP’s level of 

quoting and the ADV of liquidity added 

by the SLP in assigned securities. The 

credits currently range from $0.0015 

per-share per-transaction for the lowest 

tier (tier 4) to $0.0022 per-share pertransaction for the highest tier (tier 1).22

The Exchange proposes to apply a credit 

within each tier for executions of NonDisplayed Reserve Orders that would be 

$0.0005 less than the current credit, 

which, going forward, would be 

applicable to the SLP’s other executions 

that add liquidity to the NYSE.23

• The Exchange proposes that the 

existing tier 1 credit, which is currently 

$0.0022 per-share per-transaction, be 

increased to $0.0024 per-share pertransaction.24

Crossing Session II 

Crossing Session II (‘‘CSII’’) runs on 

the Exchange from 4 p.m. to 6:30 p.m. 

Eastern Time and handles member 

organization crosses of a basket of 

securities of aggregate-priced buy and 

sell orders.25 A fee of $0.0001 per-share 

currently applies to both sides of a CSII 

execution, and a cap of $50,000 permonth in CSII execution fees is 

applicable per-member organization. 

The Exchange proposes to increase the 

CSII fee to $0.0002 per-share for each 

side of the transaction and increase the 

monthly cap on CSII fees to $100,000. 

General 

The Exchange proposes to include a 

reference within the Price List to the last 

date on which the Price List was 

amended. 

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’’),26 in general, 

and furthers the objectives of Section 

6(b)(4) of the Act,27 in particular, 

because it provides for the equitable 

allocation of reasonable dues, fees, and 

other charges among its members, 


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28See, e.g., the ‘‘Step Up Tiers’’ within the NYSE 

Arca Equities, Inc. Fee Schedule. 

29For example, the proposed rate of $0.0002 

would continue to be substantially less than the rate 

for executions of MOC and LOC Orders, which is 

currently $0.00055 or $0.00085 per transaction, 

with the latter rate proposed to be $0.00095. 

30For example, except for transactions that are 

free, both the current and proposed CSII rate of 

$0.0001 and $0.0002, respectively, are substantially 

less than the next lowest fee within the Price List 

(i.e., the $0.0005 rate for transactions at the 

opening). 

31The Exchange notes that securities for which 

the average closing price reported on the 

consolidated tape is less than $1.00 over a 

consecutive 30 trading-day period are subject to 

being delisted from the Exchange. See Section 

802.01C (Price Criteria for Capital or Common 

Stock) of the NYSE Listed Company Manual. 

32The Exchange notes that, depending on the 

value of the transaction, this change could result in 

either an increase or decrease in the rate pertransaction. 

33 17 CFR 242.610(c). 

issuers and other persons using its 

facilities. The proposed rule change is 

equitably allocated and not unfairly 

discriminatory because it applies 

uniformly to all similarly situated 

member organizations. 

Specifically, the Exchange believes 

that the proposed rule change is 

reasonable, equitable and not unfairly 

discriminatory because it is intended to 

incentivize member organizations to 

submit additional amounts of displayed 

liquidity to the Exchange during the 

trading day. For example, the proposed 

higher credits applicable to member 

organization executions other than NonDisplayed Reserve Orders would 

incentivize member organizations to 

instead provide displayed liquidity on 

the Exchange. This would similarly be 

true with respect to providing a larger 

credit to SLP executions other than 

executions of Non-Displayed Reserve 

Orders. 

The Exchange further believes that the 

proposed rule change is reasonable, 

equitable and not unfairly 

discriminatory because it is intended to 

incentivize member organizations to 

submit additional liquidity to the 

Exchange during the trading day, 

regardless of whether such liquidity is 

displayed or non-displayed. For 

example, the proposal to increase the 

credit provided for tier 1 SLP 

transactions would incentivize SLPs to 

provide greater liquidity on NYSE in 

their assigned securities. Similarly, the 

proposed lower fee for removing 

liquidity for member organizations that 

‘‘step-up’’ is intended to incentivize 

member organizations to submit 

specified amounts of liquidity to the 

Exchange during the trading day above 

their normal amounts submitted to the 

Exchange. The Exchange further 

believes that the proposed step-up 

concept is reasonable, equitable and not 

unfairly discriminatory because it is 

substantially similar to the manner in 

which other exchanges apply more 

favorable transaction rates for members 

that increase the amount of liquidity 

their transactions provide on those 

exchanges.28 The Exchange notes that 

non-Floor brokers would be required to 

step-up to qualify for the lower rate, 

whereas the lower rate would apply to 

Floor broker transactions without the 

attendant step-up requirement. The 

Exchange believes that this is 

reasonable, equitable and not unfairly 

discriminatory because Floor brokers 

generally submit orders to the Exchange 

in an agency capacity, while other 

member organizations can choose to 

submit orders in an agency or principal 

capacity, or both. Floor brokers 

therefore have less flexibility with 

respect to actively determining to add 

increased amounts of liquidity on the 

Exchange. 

Increasing the current fee for MOC 

and LOC Orders with a per-share price 

of $1.00 or more is also reasonable, 

equitable and not unfairly 

discriminatory because these fees would 

be less than the fees charged by the 

Exchange’s primary competitors. Also, 

changing the rate for DMM executions at 

the close, from a $0.0005 rebate to free, 

is reasonable, equitable and not unfairly 

discriminatory because it would further 

align the DMM closing rate with the rate 

applicable to other member 

organizations. The Exchange believes 

that increasing the cap for transactions 

at the opening is reasonable, equitable 

and not unfairly discriminatory because 

a member organization that reaches the 

cap would continue to be charged a 

marginal rate for its transactions at the 

opening that is lower than the $0.0005 

rate that would be applicable without 

the cap (i.e., once a member 

organization reaches the cap, its pertransaction rate thereafter will be zero 

and its marginal rate will decrease for 

each additional transaction at the open 

thereafter). The Exchange also believes 

that increasing the fee for CSII 

transactions and the monthly cap that is 

currently applicable thereto is 

reasonable, equitable and not unfairly 

discriminatory because the rate would 

continue to be less than the rate 

applicable to executions of MOC and 

LOC Orders and,29 generally, because it 

would more closely align the CSII rate 

with the other rates within the Price 

List,30 while maintaining a cap for 

member organizations that are 

particularly active during CSII. The 

Exchange further believes that the 

aspects of the proposed rule change that 

encourage liquidity on the Exchange are 

reasonable, equitable and not unfairly 

discriminatory because they would 

apply uniformly to all similarly situated 

member organizations and because they 

would contribute to price discovery on 

the Exchange and benefit investors 

generally. 

The proposed change to the Floor 

broker charge for routing orders to away 

markets and the Floor broker charge for 

all other transactions not otherwise 

specified in the Price List (i.e., when 

taking liquidity from the NYSE) is 

reasonable, equitable and not unfairly 

discriminatory because, taken together, 

they are not expected to materially 

increase or decrease the net fees charged 

to Floor brokers in the aggregate. 

Additionally, the Exchange believes that 

the proposed change to the rates for 

member organization executions with a 

per-share price of less than $1.00 is 

reasonable, equitable and not unfairly 

discriminatory because it would 

simplify the Price List. Due to the 

limited number of securities that trade 

on the Exchange at a price below $1.00 

and the resulting limited number of 

executions on the Exchange with a pershare price of less than $1.00,31 the 

Exchange does not anticipate that this 

change would have a more than 

negligible impact on transaction fees 

charged to member organizations.32

Furthermore, the Exchange notes that 

the rate of 0.3% of the total dollar value 

of the transaction would remain 

consistent with the pricing limitations 

for securities with a per-share price of 

less than $1.00 under Rule 610(c) under 

Regulation NMS.33

The Exchange believes that the 

proposed increase in the DMM rate for 

transactions that remove liquidity from 

the Exchange is reasonable, equitable 

and not unfairly discriminatory because 

it would align the DMM rate for 

removing liquidity with the rate 

applicable to certain other member 

organizations. 

The Exchange has also proposed a 

new rebate of $0.0026 per-share when 

adding liquidity in More Active 

Securities if the DMM meets both the 

More Active Securities Quoting 

Requirement and the More Active 

Securities Quoted Size Ratio 

Requirement when providing liquidity 

that is 10% or less of the NYSE’s total 

intraday adding liquidity in each such 

security for that month. Accordingly, 

the current $0.0030 per-share rebate 

would be applicable for securities in 

which the DMM’s providing liquidity is 

more than 10% but less than or equal 

to 20% of the NYSE’s total intraday 

adding liquidity in each such security 


srobinson on DSK4SPTVN1PROD with NOTICES
16302 Federal Register / Vol. 77, No. 54 / Tuesday, March 20, 2012 / Notices 

34 15 U.S.C. 78s(b)(3)(A). 

35 17 CFR 240.19b–4(f)(2). 

36 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

for that month. The Exchange 

recognizes that the rebate for a DMM 

whose providing liquidity is currently 

10% or less of the NYSE’s total intraday 

adding liquidity will decrease from 

$0.0030 to $0.0026. The Exchange 

believes that this change is reasonable, 

equitable and not unfairly 

discriminatory because it would result 

in rebates being applied that are more 

representative of the amount of liquidity 

added by the particular DMM. In this 

regard, the Exchange believes that a 

DMM that meets both the More Active 

Securities Quoting Requirement and the 

More Active Securities Quoted Size 

Ratio Requirement is likely to also be 

providing liquidity that is reasonably 

close to, but not greater than, 10% of the 

NYSE’s total intraday adding liquidity 

in each such security for that month. In 

contrast, the Exchange believes that a 

DMM whose providing liquidity is 

greater than 10% of the NYSE’s total 

intraday adding liquidity would be 

adding liquidity above the amount 

associated with meeting both the More 

Active Securities Quoting Requirement 

and the More Active Securities Quoted 

Size Ratio Requirement. Accordingly, 

the Exchange considers it reasonable, 

equitable and not unfairly 

discriminatory to provide a higher 

rebate for a DMM whose providing 

liquidity is greater than 10% of the 

NYSE’s total intraday adding liquidity 

in each such security for that month. 

The Exchange notes that the current 

$0.0026 per-share rebate would no 

longer be applicable only to the 

incremental liquidity that is more than 

20% of the NYSE’s total intraday adding 

liquidity in each such security for that 

month. In this regard, the Exchange 

believes that the proposal to increase 

the rebate to $0.0029 is reasonable, 

equitable and not unfairly 

discriminatory because it would balance 

the effect of the rate applying on a 

cumulative basis, as opposed to 

incrementally. 

The Exchange also believes that the 

technical amendments proposed herein 

would better assist member 

organizations and others that view the 

Price List in determining the fees and 

credits that are applicable on 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) 34 of the Act and 

subparagraph (f)(2) of Rule 19b–4 35

thereunder, because it establishes a due, 

fee, or other charge imposed by the 

NYSE. 

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 rulecomments@sec.gov. Please include File 

No. SR–NYSE–2012–07 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 No. 

SR–NYSE–2012–07. 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 

a.m. and 3 p.m. Copies of such 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 No. SR–NYSE– 

2012–07 and should be submitted on or 

before April 10, 2012. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.36

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2012–6709 Filed 3–19–12; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–66599; File No. SR– 

NYSEAmex–2012–17] 

Self-Regulatory Organizations; NYSE 

Amex LLC; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change Implementing Fee 

Changes Relating to Trading Nasdaq 

Securities Pursuant to Unlisted 

Trading Privileges 

March 14, 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 March 1, 

2012, NYSE Amex LLC (‘‘NYSE Amex’’ 

or ‘‘Exchange’’) filed with the Securities 

and Exchange Commission (‘‘SEC’’ or 

‘‘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 


srobinson on DSK4SPTVN1PROD with NOTICES