88184 Federal Register / Vol. 88, No. 243 / Wednesday, December 20, 2023 / Notices 

26 15 U.S.C. 78s(b)(3)(A). 

27 17 CFR 240.19b–4(f). 28 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

this market may impose any burden on 

competition is extremely limited. As 

discussed above, the Exchange’s 

historical Short Volume Reports offering 

is subject to direct competition from 

several other options exchanges that 

offer similar data products. Moreover, 

purchase of historical Short Volume 

Reports is optional. It is designed to 

help investors understand underlying 

market trends to improve the quality of 

investment decisions, but is not 

necessary to execute a trade. 

The proposed rule changes are 

grounded in the Exchange’s efforts to 

compete more effectively. In this 

competitive environment, potential 

purchasers are free to choose which, if 

any, similar product to purchase to 

satisfy their need for market 

information. As a result, the Exchange 

believes this proposed rule change 

permits fair competition among national 

securities exchanges. Further, the 

Exchange believes that these changes 

will not cause any unnecessary or 

inappropriate burden on intermarket 

competition, as the proposed incentive 

program applies uniformly to any 

purchaser of historical Short Volume 

Reports. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

The Exchange neither solicited nor 

received comments on the proposed 

rule change. 

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) 

of the Act 26 and paragraph (f) of Rule 

19b–4 27 thereunder. At any time within 

60 days of the filing of the proposed rule 

change, the Commission summarily may 

temporarily suspend such rule change if 

it appears to the Commission that such 

action is 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 will institute proceedings 

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 (https://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include file number SR– 

CboeEDGX–2023–072 on the subject 

line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street NE, 

Washington, DC 20549–1090. 

All submissions should refer to file 

number SR–CboeEDGX–2023–072. This 

file number should be included on the 

subject line if email is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

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

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule change between the 

Commission and any person, other than 

those that may be withheld from the 

public in accordance with the 

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

available for website viewing and 

printing in the Commission’s Public 

Reference Room, 100 F Street NE, 

Washington, DC 20549, on official 

business days between the hours of 10 

a.m. and 3 p.m. Copies of the filing also 

will be available for inspection and 

copying at the principal office of the 

Exchange. Do not include personal 

identifiable information in submissions; 

you should submit only information 

that you wish to make available 

publicly. We may redact in part or 

withhold entirely from publication 

submitted material that is obscene or 

subject to copyright protection. All 

submissions should refer to file number 

SR–CboeEDGX–2023–072 and should be 

submitted on or before January 10, 2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.28

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2023–27926 Filed 12–19–23; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–99176; File No. SR– 

NASDAQ–2023–053] 

Self-Regulatory Organizations; The 

Nasdaq Stock Market LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Amend 

Equity 7, Section 114(f) 

December 14, 2023. 

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

Securities Exchange Act of 1934 

(‘‘Act’’),1 and Rule 19b–4 thereunder,2

notice is hereby given that on December 

1, 2023, The Nasdaq Stock Market LLC 

(‘‘Nasdaq’’ 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 proposes to amend the 

Exchange’s schedule of rebates at Equity 

7, Section 114(f) as described further 

below. The text of the proposed rule 

change is available on the Exchange’s 

website at https://istingcenter.

nasdaq.com/rulebook/nasdaq/rules, at 

the principal office of the Exchange, and 

at the Commission’s Public Reference 

Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

Exchange included statements 

concerning the purpose of and basis for 

the proposed rule change and discussed 

any comments it received on the 

proposed rule change. The text of these 

statements may be examined at the 

places specified in Item IV below. The 

Exchange has prepared summaries, set 

forth in sections A, B, and C below, of 

the most significant aspects of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The purpose of the proposed rule 

change is to amend the Exchange’s 

schedule of credits at Equity 7, Section 


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Federal Register / Vol. 88, No. 243 / Wednesday, December 20, 2023 / Notices 88185 

3 Equity 7, Section 114(f)(2) defines a ‘‘Designated 

Liquidity Provider’’ or ‘‘DLP’’ as a registered 

Nasdaq market maker for a Qualified Security that 

has committed to maintain minimum performance 

standards. A DLP shall be selected by Nasdaq based 

on factors including, but not limited to, experience 

with making markets in exchange-traded products, 

adequacy of capital, willingness to promote Nasdaq 

as a marketplace, issuer preference, operational 

capacity, support personnel, and history of 

adherence to Nasdaq rules and securities laws. 

Nasdaq may limit the number of DLPs in a security, 

or modify a previously established limit, upon prior 

written notice to members. 

4 Equity 7, Section 114(f)(4) provides that, if there 

are two DLP assignments for a Nasdaq-listed ETP, 

the Secondary DLP will be determined by using the 

factors in Section 114(f)(2). Such factors include 

experience with making markets in exchange-traded 

products, adequacy of capital, willingness to 

promote Nasdaq as a marketplace, issuer 

preference, operational capacity, support personnel, 

and history of adherence to Nasdaq rules and 

securities laws. 

5 15 U.S.C. 78f(b). 

6 15 U.S.C. 78f(b)(4) and (5). 

114(f) applicable to the Designated 

Liquidity Provider (‘‘DLP’’) 3 Program. 

Specifically, the Exchange proposes to 

amend the Additional Tape C ETP 

Incentives at Equity 7, Section 114(f). 

Currently, the Additional Tape C ETP 

Incentives in Equity 7, Section 

114(f)(5)(B) are provided to an eligible 

member for each displayed share that 

adds liquidity in a Tape C ETP that 

meets the criteria of Equity 7, Section 

114(f)(1)(A) and only apply to the MPID 

where a member is a DLP. In addition, 

Equity 7, Section 114(f)(4) provides 

monthly performance criteria related to 

Additional Tape C ETP Incentives, 

which requires that the average time the 

DLP is at the NBBO for each assigned 

ETP averages at least 20%, and the 

average liquidity provided by the DLP 

for each assigned ETP average at least 

5% of the liquidity provided on the 

Exchange in the respective ETP. 

As set forth in in Equity 7, Section 

114(f)(5)(B), the Exchange provides an 

Incremental Tape C ETP Rebate for Tier 

1 (applicable to members with a 

minimum monthly average of 10 

assigned ETPs as a DLP) of $0.0002 per 

executed share. The Exchange provides 

an Incremental Tape C ETP Rebate for 

Tier 2 (applicable to members with a 

minimum monthly average of 25 

assigned ETPs as a DLP) of $0.0003 per 

executed share. The Exchange provides 

an Incremental Tape C ETP Rebate for 

Tier 3 (applicable to members with a 

minimum monthly average of 50 

assigned ETPs as a DLP) of $0.0004 per 

executed share. Finally, the Exchange 

provides an Incremental Tape C ETP 

Rebate for Tier 4 (applicable to members 

with a minimum monthly average of 

100 assigned ETPs as a DLP) of $0.0005 

per executed share. 

The Exchange proposes to limit the 

category of DLPs that may qualify for 

the Additional Tape C ETP Incentives to 

Primary DLPs. Under the proposed rule 

change, Secondary DLPs 4 would not be 

eligible for Additional Tape C ETP 

Incentives. 

In order to effectuate this proposed 

modification, the Exchange proposes to 

modify Equity 7, Section 114(f)(4) to 

indicate that the Additional Tape C ETP 

Incentives are for Primary DLPs and 

relatedly, update the performance 

criteria related to such rebates by adding 

‘‘Primary’’ where DLP is referenced. In 

addition, the Exchange proposes to 

modify Equity 7, Section 114(f)(5) to 

specify, in both the introductory 

language as well as in Section 

114(f)(5)(B), that the DLP must be a 

Primary DLP to qualify for the 

Additional Tape C ETP Incentives. 

The Exchange believes it is 

appropriate to update the Tape C ETP 

Incentives to apply solely to Primary 

DLPs because Primary DLPs bear the 

majority of the responsibility for 

providing high quality markets in the 

ETPs, whereas Secondary DLPs provide 

additional support. In return for serving 

as Primary DLPs, the Exchange believes 

it is appropriate to compensate Primary 

DLPs with incentives reserved for 

Primary DLPs. The Exchange has 

limited resources to devote to incentive 

programs, and it is appropriate for the 

Exchange to reallocate these incentives 

periodically in a manner that best 

achieves the Exchange’s overall mix of 

objectives, including by maximizing the 

net impact of such incentives on the 

Exchange, market quality, and 

participants. 

2. Statutory Basis 

The Exchange believes that its 

proposal is consistent with Section 6(b) 

of the Act,5 in general, and furthers the 

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

of the Act,6 in particular, in that it 

provides for the equitable allocation of 

reasonable dues, fees and other charges 

among members and issuers and other 

persons using any facility, and is not 

designed to permit unfair 

discrimination between customers, 

issuers, brokers, or dealers. The 

Exchange also notes that its ETP listing 

business operates in a highly 

competitive market in which market 

participants, which include both DLPs 

and ETP issuers, can readily transfer 

their listings or opt not to participate, 

respectively, if they deem fee levels, 

liquidity incentive programs, or any 

other factor at a particular venue to be 

insufficient or excessive. The DLP 

Program, including the proposed rule 

change, reflects a competitive pricing 

structure designed to incentivize issuers 

to list new products and transfer 

existing products to the Exchange and 

market participants to enroll and 

participate as DLPs on the Exchange. 

The Exchange believes it is 

reasonable, equitable, and not unfairly 

discriminatory to limit the category of 

DLPs that may qualify for the 

Additional Tape C ETP Incentives to 

Primary DLPs. The Exchange believes it 

is appropriate to update the Tape C ETP 

Incentives to apply solely to Primary 

DLPs because Primary DLPs bear the 

majority of the responsibility for 

providing high quality markets in the 

ETPs, whereas the Secondary DLPs 

provide additional support. The 

Exchange has limited resources to 

devote to incentive programs, and it is 

appropriate for the Exchange to 

reallocate these incentives periodically 

in a manner that best achieves the 

Exchange’s overall mix of objectives. In 

return for serving as Primary DLPs, the 

Exchange believes it is appropriate to 

compensate Primary DLPs with 

incentives reserved exclusively for 

Primary DLPs. The Exchange believes 

that the proposed revisions to the 

Additional Tape C ETP Incentives are 

an equitable allocation and are not 

unfairly discriminatory because the 

Exchange will apply the same criteria 

for the Additional Tape C ETP 

Incentives to all Primary DLPs. The 

Exchange also believes that amending 

the DLP Program as proposed is an 

equitable allocation of rebates and is not 

unfairly discriminatory because it will 

allocate its rebates fairly among its 

market participants (i.e., the Exchange 

will offer more rebates to Primary DLPs 

that are responsible for providing high 

quality markets in the ETPs). 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed rule change will impose 

any burden on competition not 

necessary or appropriate in furtherance 

of the purposes of the Act. The 

Exchange notes that it operates in a 

highly competitive market in which 

market participants can readily favor 

competing venues if they deem rebates 

or 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 

rebates and 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. Because competitors are free 

to modify their own rebates and fees in 


ddrumheller on DSK120RN23PROD with NOTICES1
88186 Federal Register / Vol. 88, No. 243 / Wednesday, December 20, 2023 / Notices 

7 15 U.S.C. 78s(b)(3)(A)(ii). 

8 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

response, and because market 

participants may readily adjust their 

order routing practices, the Exchange 

believes that the degree to which rebate 

and fee changes in this market may 

impose any burden on competition is 

extremely limited. 

In this instance, the Exchange is 

proposing to limit the category of DLPs 

that may qualify for the Additional Tape 

C ETP Incentives in the DLP Program to 

Primary DLPs in an effort to exclusively 

reward Primary DLPs with such 

incentives. The proposal is reflective of 

the greater responsibility borne by 

Primary DLPs. 

The Exchange uses incentives, such as 

the rebates of the DLP program, to 

incentivize market participants to 

improve the market. The Exchange 

must, from time to time, assess the 

effectiveness of incentives and adjust 

them when they are not as effective as 

the Exchange believes they could be. 

Moreover, the Exchange is ultimately 

limited in the amount of rebates it may 

offer. The proposal is reflective of such 

an analysis. 

The Exchange notes that participation 

in the DLP program is entirely voluntary 

and, to the extent that registered market 

makers determine that the rebates are 

not in line with the level of marketimproving behavior the Exchange 

requires, a DLP may elect to deregister 

as such with no penalty. The Exchange 

does not believe that the proposed 

change places an unnecessary burden 

on competition and, in sum, if the 

changes proposed herein are 

unattractive to market makers, it is 

likely that the Exchange will lose 

participation in the DLP program as a 

result. Thus, the Exchange does not 

believe that the proposal represents a 

burden on competition among Exchange 

members, or that the proposal will 

impair the ability of members 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 either 

solicited or received. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change has become 

effective pursuant to Section 

19(b)(3)(A)(ii) of the Act.7

At any time within 60 days of the 

filing of the proposed rule change, the 

Commission summarily may 

temporarily suspend such rule change if 

it appears to the Commission that such 

action is: (i) necessary or appropriate in 

the public interest; (ii) for the protection 

of investors; or (iii) otherwise in 

furtherance of the purposes of the Act. 

If the Commission takes such action, the 

Commission shall institute proceedings 

to determine whether the proposed rule 

should be approved or disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s internet 

comment form (https://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include file number SR– 

NASDAQ–2023–053 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street NE, 

Washington, DC 20549–1090. 

All submissions should refer to file 

number SR–NASDAQ–2023–053. This 

file number should be included on the 

subject line if email is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

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

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule change between the 

Commission and any person, other than 

those that may be withheld from the 

public in accordance with the 

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

available for website viewing and 

printing in the Commission’s Public 

Reference Room, 100 F Street NE, 

Washington, DC 20549, on official 

business days between the hours of 10 

a.m. and 3 p.m. Copies of the filing also 

will be available for inspection and 

copying at the principal office of the 

Exchange. Do not include personal 

identifiable information in submissions; 

you should submit only information 

that you wish to make available 

publicly. We may redact in part or 

withhold entirely from publication 

submitted material that is obscene or 

subject to copyright protection. All 

submissions should refer to file number 

SR–NASDAQ–2023–053 and should be 

submitted on or before January 10, 2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.8

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2023–27918 Filed 12–19–23; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–99175; File No. SR– 

PEARL–2023–69] 

Self-Regulatory Organizations; MIAX 

PEARL, LLC; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Amend the MIAX Pearl 

Equities Fee Schedule 

December 14, 2023. 

Pursuant to the provisions of 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 December 12, 2023, MIAX PEARL, 

LLC (‘‘MIAX Pearl’’ or ‘‘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 

The Exchange is filing a proposal to 

amend the fee schedule (the ‘‘Fee 

Schedule’’) applicable to MIAX Pearl 

Equities, an equities trading facility of 

the Exchange. 

The text of the proposed rule change 

is available on the Exchange’s website at 

https://www.miaxglobal.com/markets/ 

us-options/pearl-options/rule-filings, at 

MIAX Pearl’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 

Exchange included statements 

concerning the purpose of and basis for 

the proposed rule change and discussed 


ddrumheller on DSK120RN23PROD with NOTICES1