Federal Register / Vol. 77, No. 70 / Wednesday, April 11, 2012 / Notices 21823 

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

2 17 CFR 240.19b–4. 

3The Commission has recently expressed its 

concern that a significant percentage of the orders 

of individual investors are executed at over the 

counter (‘‘OTC’’) markets, that is, at off-exchange 

markets; and that a significant percentage of the 

orders of institutional investors are executed in 

dark pools. Securities Exchange Act Release No. 

61358 (January 14, 2010), 75 FR 3594 (January 21, 

2010) (Concept Release on Equity Market Structure, 

‘‘Concept Release’’). In the Concept Release, the 

Commission has recognized the strong policy 

preference under the Act in favor of price 

transparency and displayed markets. The 

Commission published the Concept Release to 

invite public comment on a wide range of market 

structure issues, including high frequency trading 

and un-displayed, or ‘‘dark,’’ liquidity. See also 

Mary L. Schapiro, Strengthening Our Equity Market 

Structure (Speech at the Economic Club of New 

York, Sept. 7, 2010) (‘‘Schapiro Speech,’’ available 

on the Commission Web site) (comments of 

Commission Chairman on what she viewed as a 

troubling trend of reduced participation in the 

equity markets by individual investors, and that 

nearly 30 percent of volume in U.S.-listed equities 

is executed in venues that do not display their 

liquidity or make it generally available to the 

public). 

4Securities Exchange Act Release No. 63270 

(November 8, 2010), 75 FR 69489 (November 12, 

2010) (NASDAQ–2010–141) (notice of filing and 

immediate effectiveness). 

5Securities Exchange Act Release No. 66544 

(March 8, 2012), 77 FR 15163 (March 14, 2012) (SR– 

NASDAQ–2012–032). 

6 ‘‘Participation Ratio’’ is defined as follows: 

‘‘[F]or a given member in a given month, the ratio 

of (A) the number of shares of liquidity provided 

in orders entered by the member through any of its 

Nasdaq ports and executed in the Nasdaq Market 

Center during such month to (B) the Consolidated 

Volume.’’ ‘‘Consolidated Volume’’ is defined as 

follows: ‘‘[F]or a given member in a given month, 

the consolidated volume of shares of System 

Securities in executed orders reported to all 

consolidated transaction reporting plans by all 

exchanges and trade reporting facilities during such 

month.’’ ‘‘System Securities’’ means all securities 

listed on NASDAQ and all securities subject to the 

Consolidated Tape Association Plan and the 

Consolidated Quotation Plan. 

7 ‘‘Baseline Participation Ratio’’ is defined as 

follows: ‘‘[W]ith respect to a member, the lower of 

Continued 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–66747; File No. SR– 

NASDAQ–2012–047] 

Self-Regulatory Organizations; The 

NASDAQ Stock Market LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Modify the 

Investor Support Program and the 

Extended Hours Investor Program 

Under Rule 7014 and To Amend the 

Liquidity Provider Rebate Schedule 

Under Rule 7018 

April 5, 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 30, 

2012, The NASDAQ Stock Market LLC 

(‘‘NASDAQ’’ or the ‘‘Exchange’’) filed 

with the Securities and Exchange 

Commission (‘‘Commission’’) a 

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 

NASDAQ proposes (i) to modify the 

Investor Support Program and the 

Extended Hours Investor Program under 

Rule 7014, and (ii) to amend NASDAQ’s 

liquidity provider rebate schedule under 

Rule 7018. NASDAQ will implement 

the proposed change on April 2, 2012. 

The text of the proposed rule change is 

available at nasdaq.cchwallstreet.com, 

at NASDAQ’s principal office, 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 

Investor Support Program 

NASDAQ is proposing to make a 

minor modification to the Investor 

Support Program (the ‘‘ISP’’) under Rule 

7014. The ISP enables NASDAQ 

members to earn a monthly fee credit for 

providing additional liquidity to 

NASDAQ and increasing the NASDAQtraded volume of what are generally 

considered to be retail and institutional 

investor orders in exchange-traded 

securities (‘‘targeted liquidity’’). The 

goal of the ISP is to incentivize members 

to provide such targeted liquidity to the 

NASDAQ Market Center.3 The Exchange 

noted in its original filing to institute 

the ISP 4 that maintaining and 

increasing the proportion of orders in 

exchange-listed securities executed on a 

registered exchange (rather than relying 

on any of the available off-exchange 

execution methods) would help raise 

investors’ confidence in the fairness of 

their transactions and would benefit all 

investors by deepening NASDAQ’s 

liquidity pool, supporting the quality of 

price discovery, promoting market 

transparency and improving investor 

protection. 

On March 1, 2012, the Exchange 

added an additional method for 

members to qualify for an ISP rebate 

that included a criterion focused on 

liquidity provision through Public 

Customer Orders in the NASDAQ 

Options Market.5 The Exchange is now 

proposing a minor modification to this 

recently introduced aspect of the ISP 

(the ‘‘Options Tier’’). 

The Options Tier recognized the 

extent to which members that represent 

retail and/or institutional investors are 

active in trading both cash equities and 

options on behalf of such customers. In 

fact, to an increasing extent the 

customers that such members represent 

simultaneously trade different asset 

classes within a single investment 

strategy. NASDAQ also notes that cash 

equities and options markets are linked, 

with liquidity and trading patterns on 

one market affecting those on the other. 

Accordingly, pricing incentives that 

encourage market participant activity in 

both markets recognize that activity in 

the options markets also supports price 

discovery and liquidity provision in the 

NASDAQ Market Center. The NASDAQ 

Market Center fee schedule for order 

execution and routing in Rule 7018 also 

recognizes the convergence between 

cash equities and options trading 

through liquidity provider rebate tiers 

available to members active in both the 

NASDAQ Market Center and the 

NASDAQ Options Market. 

Participants in the ISP are required to 

designate specific NASDAQ order entry 

ports for use under the ISP and to meet 

specified criteria focused on market 

participation, liquidity provision, and 

high rates of order execution. For 

members qualifying for the Options 

Tier, NASDAQ pays a credit of $0.0003 

per share with respect to shares of 

displayed liquidity executed at a price 

of $1 or more and entered through ISPdesignated ports, and $0.0001 per share 

with respect to all other shares of 

displayed liquidity executed at a price 

of $1 or more. The specific criteria for 

the Options Tier are as follows: 

(1) The member’s Participation Ratio 6

for the month exceeds its Baseline 

Participation Ratio 7 by at least 0.30%. 


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21824 Federal Register / Vol. 77, No. 70 / Wednesday, April 11, 2012 / Notices 

such member’s Participation Ratio for the month of 

August 2010 or the month of August 2011, provided 

that in calculating such Participation Ratios, the 

numerator shall be increased by the amount (if any) 

of the member’s Indirect Order Flow for such 

month, and provided further that if the result is 

zero for either month, the Baseline Participation 

Ratio shall be deemed to be 0.485% (when rounded 

to three decimal places).’’ ‘‘Indirect Order Flow’’ is 

defined as follows: ‘‘[F]or a given member in a 

given month, the number of shares of liquidity 

provided in orders entered into the Nasdaq Market 

Center at the member’s direction by another 

member with minimal substantive intermediation 

by such other member and executed in the Nasdaq 

Market Center during such month.’’ 

8These terms have the meanings assigned to them 

in Rule 4751. MIOC and SIOC orders are forms of 

‘‘immediate or cancel’’ orders and therefore cannot 

be liquidity-providing orders. 9See supra n.8. 

In general terms, the Baseline 

Participation Ratio is the ratio of shares 

of liquidity provided by the member in 

NASDAQ for the month of August 2010 

or August 2011 (whichever is lower) to 

the total consolidated volume for that 

month. To the extent that a member’s 

participation in NASDAQ equals or 

exceeds its Baseline Participation Ratio 

(i.e., to the extent that the member at 

least matches its participation in 

NASDAQ during the lower of August 

2010 or August 2011), the member may 

be eligible for the program. Exceeding 

the Baseline Participation Ratio by 

specified amounts may qualify the 

member for higher credits under the 

ISP. The requirement reflects the 

expectation that a member participating 

in the program must maintain or 

increase its participation in NASDAQ as 

compared with an historical baseline. 

(2) The member’s ‘‘ISP Execution 

Ratio’’ for the month must be less than 

10. The ISP Execution Ratio is defined 

as ‘‘the ratio of (A) the total number of 

liquidity-providing orders entered by a 

member through its ISP-designated 

ports during the specified time period to 

(B) the number of liquidity-providing 

orders entered by such member through 

its ISP-designated ports and executed 

(in full or partially) in the Nasdaq 

Market Center during such time period; 

provided that: (i) No order shall be 

counted as executed more than once; 

and (ii) no Pegged Orders, odd-lot 

orders, or MIOC or SIOC orders shall be 

included in the tabulation.’’ 8 Thus, the 

definition requires a ratio between the 

total number of orders that post to the 

NASDAQ book and the number of such 

orders that actually execute that is low, 

a characteristic that NASDAQ believes 

to be reflective of retail and institutional 

order flow. 

(3) The shares of liquidity provided 

through ISP-designated ports during the 

month are equal to or greater than 0.2% 

of Consolidated Volume during the 

month, reflecting the ISP goals of 

encouraging higher levels of liquidity 

provision. 

(4) At least 80% of the liquidity 

provided by the member during the 

month is provided through ISPdesignated ports. This requirement is 

designed to mitigate ‘‘gaming’’ of the 

program by firms that do not generally 

represent retail or institutional order 

flow but that nevertheless are able to 

channel a portion of their orders that 

they intend to execute through ISPdesignated ports and thereby receive a 

credit with respect to those orders. 

(5) The member has an average daily 

volume during the month of 100,000 or 

more contracts of liquidity provided 

through one or more of its Nasdaq 

Option Market market participant 

identifiers (‘‘MPIDs’’), provided that 

such liquidity is provided through 

Public Customer Orders, as defined in 

Chapter I, Section 1 of the Nasdaq 

Options Market Rules. That rule defines 

Public Customer Order as an order for 

the account of a person that is not a 

broker or a dealer. Thus, in keeping 

with the goal of the ISP to encourage 

participation by retail and institutional 

investors and the members that 

represent them in exchange markets, the 

criterion focused on options requires a 

specified level of liquidity provision 

through orders that are directly 

identified under Nasdaq Options Market 

rules as having characteristics 

consistent with this goal. 

(6) The member’s ratio between shares 

of liquidity provided through ISPdesignated ports and total shares 

accessed, provided, or routed through 

ISP-designated ports during the month 

is at least 0.80. This additional criterion 

reflects a goal of ensuring that the 

qualifying member is using its ISPdesignated ports substantially for 

liquidity provision, in keeping with the 

ISP’s overall goal of drawing liquidityproviding orders to exchange markets. 

In this proposed rule change, NASDAQ 

is proposing to reduce the required ratio 

to 0.70. NASDAQ believes that the 

change will encourage more members to 

seek to qualify for the Options Tier. 

Therefore, even though the change will 

reduce the liquidity requirement for 

qualifying members, NASDAQ believes 

that the change is still consistent with 

the Exchange’s goal of drawing 

liquidity-providing orders to exchange 

markets. 

Extended Hours Investor Program 

NASDAQ is also proposing to make a 

similar change to its Extended Hours 

Investor Program (the ‘‘EHIP’’). The 

EHIP is designed to encourage greater 

use of NASDAQ’s facilities for trading 

before the market open at 9:30 a.m., 

after the market close at 4 p.m., and 

throughout the trading day. The goal of 

the program is to encourage the 

development of a deeper, more liquid 

trading book during pre-market and 

post-market hours, while also 

recognizing the correlation observed by 

NASDAQ between levels of liquidity 

provided during these trading sessions 

and levels provided during regular 

trading hours. 

Under the program, a member is 

required to designate one or more 

MPIDs for use under the program. The 

member then qualifies for an extra 

rebate of $0.0002 per share executed 

with respect to all displayed liquidity 

provided through a designated MPID 

that executes at a price of $1 or more 

during the month if the following 

conditions are met: 

(1) the MPID’s ‘‘EHIP Execution 

Ratio’’ for the month is less than 10. The 

EHIP Execution Ratio is defined as ‘‘the 

ratio of (A) the total number of liquidityproviding orders entered by a member 

through an EHIP-designated MPID 

during the specified time period to (B) 

the number of liquidity-providing 

orders entered by such member through 

such EHIP-designated MPID and 

executed (in full or partially) in the 

Nasdaq Market Center during such time 

period; provided that: (i) no order shall 

be counted as executed more than once; 

and (ii) no Pegged Orders, odd-lot 

orders, or MIOC or SIOC orders 9 shall 

be included in the tabulation.’’ Thus, 

the requirement stipulates that a high 

proportion of potentially liquidityproviding orders entered through the 

MPID actually execute and provide 

liquidity. This requirement is designed 

to focus the availability of the program 

on members representing retail and 

institutional customers. 

(2) The member must provide (i) an 

average daily volume of 2 million or 

more shares of liquidity during the 

month using orders that are entered 

through its designated MPID and 

executed prior to NASDAQ’s Opening 

Cross, or (ii) an average daily volume of 

3 million or more shares of liquidity 

during the month using orders that are 

entered through its designated MPID 

and executed prior to the Nasdaq 

Opening Cross and/or after the Nasdaq 

Closing Cross. NASDAQ has observed 

that members that provide higher 

volumes of liquidity-providing orders 

during the pre-market or post-market 

hours generally do so throughout the 

rest of the trading day. Accordingly, the 

program pays a credit with respect to all 

liquidity-providing orders, but only in 

the event that comparatively large 


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Federal Register / Vol. 77, No. 70 / Wednesday, April 11, 2012 / Notices 21825 

10Rule 7018(a) governs executions of securities 

priced at $1 or more. Fees and rebates applicable 

to securities priced under $1 are unchanged. 

11 ‘‘Consolidated Volume’’ is defined as ‘‘the total 

consolidated volume reported to all transaction 

reporting plans by all exchanges and trade reporting 

facilities.’’ 

12 15 U.S.C. 78f. 

13 15 U.S.C. 78f(b)(4) and (5). 

volumes of such orders execute outside 

of regular market hours. 

(3) The ratio between shares of 

liquidity provided through the MPID 

and total shares accessed, provided, or 

routed through the MPID during the 

month is at least 0.80. This requirement 

reflects the program’s goal of 

encouraging members that provide high 

levels of liquidity in the pre-market 

and/or after-hours trading sessions to 

also do so during the rest of the trading 

day. In this proposed rule change, 

NASDAQ proposes to reduce the 

required ratio to 0.70. NASDAQ believes 

that the change will encourage more 

members to seek to qualify for the EHIP. 

Therefore, even though the change will 

reduce the liquidity requirement for 

qualifying members, NASDAQ believes 

that the change is still consistent with 

the Exchange’s goal of using the EHIP to 

encourage high levels of liquidity 

provision throughout the trading day. 

Rebate Schedule 

Finally, NASDAQ is amending Rule 

7018(a) to make a minor modification to 

two of its liquidity-provider rebate 

tiers.10 Currently, NASDAQ pays a 

rebate of $0.0010 per share executed for 

non-displayed quotes/orders, and 

$0.0025 per share executed for other 

quotes/orders, if a member satisfies the 

following criteria: (i) the member 

provides shares of liquidity in all 

securities during the month 

representing more than 0.10% of 

Consolidated Volume 11 during the 

month, through one or more of its 

NASDAQ Market Center MPIDs, and (ii) 

the member has an average daily 

volume during the month of more than 

115,000 contracts of liquidity accessed 

or provided through one or more of its 

NASDAQ Options Market MPIDs. 

NASDAQ is proposing to reduce the 

options contract requirement from 

115,000 to 100,000, to reflect lower 

overall trading volumes in options 

markets and thereby make the rebate tier 

available to a wider number of market 

participants. Similarly, NASDAQ pays a 

rebate of $0.0015 per share executed for 

non-displayed quotes/orders, and 

$0.0029 per share executed for other 

quotes/orders, if a member satisfies the 

following criteria: (i) the member 

provides shares of liquidity in all 

securities during the month 

representing more than 0.15% of 

Consolidated Volume during the month, 

through one or more of its Nasdaq 

Market Center MPIDs, and (ii) the 

member has an average daily volume 

during the month of more than 115,000 

contracts of liquidity accessed or 

provided through one or more of its 

Nasdaq Options Market MPIDs. 

NASDAQ is also proposing to reduce 

the options contract requirement of this 

tier from 115,000 to 100,000, for 

identical reasons. 

2. Statutory Basis 

NASDAQ believes that the proposed 

rule change is consistent with the 

provisions of Section 6 of the Act,12 in 

general, and with Sections 6(b)(4) and 

6(b)(5) of the Act,13 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 or 

system which NASDAQ operates or 

controls, and is not designed to permit 

unfair discrimination between 

customers, issuers, brokers, or dealers. 

The ISP encourages members to add 

targeted liquidity that is executed in the 

NASDAQ Market Center. Although the 

proposed change lowers the amount of 

liquidity that a member must provide 

through ISP-designated ports in order to 

qualify for the Options Tier, NASDAQ 

believes that the change may result in 

an even greater amount of targeted 

liquidity being provided to the 

NASDAQ Market Center and the 

NASDAQ Options Market, because more 

members will seek to qualify for the tier 

by routing targeted liquidity to 

NASDAQ rather than other trading 

venues. 

The rule change proposal, like the 

original ISP, is not designed to permit 

unfair discrimination, but rather is 

intended to promote submission of 

liquidity-providing orders to NASDAQ, 

which benefits all NASDAQ members 

and all investors. Thus, the modified 

Options Tier will make the incentive 

provided by the tier available to a wider 

range of market participants, and 

thereby seeks to benefit all market 

participants by encouraging more 

members to provide targeted liquidity to 

the Exchange. 

Likewise, the proposal, like the ISP, is 

consistent with the Act’s requirement 

for the equitable allocation of reasonable 

dues, fees, and other charges. Members 

who choose to significantly increase the 

volume of liquidity-providing orders 

that they submit in order to qualify for 

the modified Options Tier would be 

benefitting all investors, and therefore 

providing credits to them, as 

contemplated by the ISP, is equitable. 

Moreover, NASDAQ believes that the 

level of the credit available through the 

Options Tier—$0.0003 per share for 

displayed liquidity provided through 

ISP-designated ports and $0.0001 per 

share for other displayed liquidity—is 

reasonable, in that it is comparable to 

the added rebates of $0.0001, $0.0003, 

or $0.0004 per share executed provided 

under other ISP tiers, and does not 

reflect a disproportionate increase above 

the rebates provided to all members 

with respect to the provision of 

displayed liquidity under Rule 7018, 

which range from $0.0020 to $0.00295 

per share executed. NASDAQ further 

notes that by modifying the Options 

Tier, NASDAQ is effectively reducing 

fees for members qualifying for the 

modified tier without making any 

offsetting fee increases. 

The EHIP is not unfairly 

discriminatory because it is intended to 

promote submission of liquidityproviding orders to NASDAQ, which 

benefits all NASDAQ members and all 

investors. The proposed modifications 

to the program will make the EHIP 

incentive available to a wider range of 

market participants, and thereby seeks 

to benefit all market participants by 

encouraging more members to provide 

liquidity to the Exchange. Likewise, the 

EHIP, and the proposed modifications to 

the EHIP, are consistent with the Act’s 

requirement for the equitable allocation 

of reasonable dues, fees, and other 

charges. Members that choose to 

significantly increase the volume of 

EHIP-eligible liquidity-providing orders 

that they submit to NASDAQ would be 

benefitting all investors, and therefore 

providing credits to such members, as 

contemplated in the proposed modified 

program, is equitable. Although the 

liquidity-provision requirements of the 

program are being reduced, NASDAQ 

believes that the modification may 

increase the overall level of liquidity 

provision by encouraging more 

members to participate. Moreover, 

NASDAQ believes that the level of the 

credit—$0.0002 per share, in addition to 

credits ranging from $0.0020 to 

$0.00295 per share for displayed 

liquidity under NASDAQ’s regular 

transaction execution fee and rebate 

schedule—is reasonable. NASDAQ 

further notes that by modifying the 

EHIP, NASDAQ is effectively reducing 

fees for members qualifying for the 

modified tier without making any 

offsetting fee increases. 

With respect to the amendment to the 

rebate tiers in Rule 7018 for members 

active on both the NASDAQ Market 

Center and the NASDAQ Options 

Market, NASDAQ has noted in its prior 


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21826 Federal Register / Vol. 77, No. 70 / Wednesday, April 11, 2012 / Notices 

14Securities Exchange Act Release No. 64003 

(March 2, 2011), 76 FR 12784 (March 8, 2011) (SR– 

NASDAQ–2011–028); Securities Exchange Act 

Release No. 59879 (May 6, 2009), 74 FR 22619 (May 

13, 2009) (SR–NASDAQ–2009–041). 15 15 U.S.C. 78s(b)(3)(a)(ii). 16 17 CFR 200.30–3(a)(12). 

filings with regard to these tiers that 

they are responsive to the convergence 

of trading in which members 

simultaneously trade different asset 

classes within a single strategy.14

NASDAQ also notes that cash equities 

and options markets are linked, with 

liquidity and trading patterns on one 

market affecting those on the other. 

Accordingly, pricing incentives that 

encourage market participant activity in 

both markets recognize that activity in 

the options markets also supports price 

discovery and liquidity provision in the 

NASDAQ Market Center. 

NASDAQ believes that the 

modifications to the tiers are reasonable 

because by reducing the levels of 

Nasdaq Options Market activity 

required to qualify for the tiers, the 

change will ensure that the tiers remain 

accessible by a range of market 

participants, despite reduced trading 

volumes in options markets. NASDAQ 

further believes that the change is 

consistent with an equitable allocation 

of fees because it will provide for the 

continued availability of pricing 

incentives designed to benefit the 

market by encouraging liquidity 

provision. Finally, NASDAQ believes 

that the modified tiers are not 

unreasonably discriminatory, because 

the change provides for continued 

availability of the incentive offered 

through the tiers without modifying 

other rebate tiers that provide 

alternative means to achieve the same 

rebate levels but without use of the 

NASDAQ Options Market. 

Finally, NASDAQ 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, 

NASDAQ must continually adjust its 

fees to remain competitive with other 

exchanges and with alternative trading 

systems that have been exempted from 

compliance with the statutory standards 

applicable to exchanges. NASDAQ 

believes that the proposed rule change 

reflects this competitive environment 

because the changes are intended to 

increase the availability of rebates that 

are designed to attract liquidity and 

thereby enhance NASDAQ’s market 

quality. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

NASDAQ does not believe that the 

proposed rule change will result in any 

burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act, as amended. 

Because the market for order execution 

is extremely competitive, members may 

readily opt to disfavor NASDAQ’s 

execution services if they believe that 

alternatives offer them better value. For 

this reason and the reasons discussed in 

connection with the statutory basis for 

the proposed rule change, NASDAQ 

does not believe that the proposed 

changes will impair the ability of 

members or competing order execution 

venues to maintain their competitive 

standing in the financial markets. In 

fact, because the proposed changes 

increase the availability of rebates, 

NASDAQ believes that the changes will 

enhance the degree of competition 

between NASDAQ and other trading 

venues. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

Written comments were neither 

solicited nor 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.15 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 

Number SR–NASDAQ–2012–047 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–NASDAQ–2012–047. 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– 

NASDAQ–2012–047 and should be 

submitted on or before May 2, 2012. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.16

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2012–8712 Filed 4–10–12; 8:45 am] 

BILLING CODE 8011–01–P 


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