972 Federal Register / Vol. 89, No. 5 / Monday, January 8, 2024 / Notices 

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

2 17 CFR 240.19b–4. 

Other matters relating to examinations 

and enforcement proceedings. 

At times, changes in Commission 

priorities require alterations in the 

scheduling of meeting agenda items that 

may consist of adjudicatory, 

examination, litigation, or regulatory 

matters. 

CONTACT PERSON FOR MORE INFORMATION: 

For further information; please contact 

Vanessa A. Countryman from the Office 

of the Secretary at (202) 551–5400. 

(Authority: 5 U.S.C. 552b.) 

Dated: January 4, 2024. 

Vanessa A. Countryman, 

Secretary. 

[FR Doc. 2024–00246 Filed 1–4–24; 4:15 pm] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–139, OMB Control No. 

3235–0128] 

Submission for OMB Review; 

Comment Request; Extension: Rule 

12f–1 

Upon Written Request, Copies Available 

From: Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE, Washington, DC 

20549–2736 

Notice is hereby given that, pursuant 

to the Paperwork Reduction Act of 1995 

(‘‘PRA’’) (44 U.S.C. 3501 et seq.), the 

Securities and Exchange Commission 

(‘‘Commission’’) has submitted to the 

Office of Management and Budget 

(‘‘OMB’’) a request for approval of 

extension of the previously approved 

collection of information provided for in 

Rule 12f–1 (17 CFR 240.12f–1) under 

the Securities Exchange Act of 1934 

(‘‘Act’’) (15 U.S.C. 78a et seq.). 

Rule 12f–1 (‘‘Rule’’), originally 

adopted in 1979 pursuant to Sections 

12(f) and 23(a) of the Act, and as further 

modified in 1995 and 2005, sets forth 

the requirements for filing an exchange 

application to reinstate unlisted trading 

privileges (‘‘UTP’’) in a security in 

which UTP has been suspended by the 

Commission pursuant to Section 

12(f)(2)(A) of the Act. Under Rule 12f– 

1, an exchange must submit one copy of 

an application for reinstatement of UTP 

to the Commission that contains 

specified information, as set forth in the 

Rule. The application for reinstatement, 

pursuant to the Rule, must provide the 

name of the issuer, the title of the 

security, the name of each national 

securities exchange, if any, on which 

the security is listed or admitted to 

unlisted trading privileges, whether 

transaction information concerning the 

security is reported pursuant to an 

effective transaction reporting plan 

contemplated by Rule 601 of Regulation 

NMS, the date of the Commission’s 

suspension of unlisted trading 

privileges in the security on the 

exchange, and any other pertinent 

information related to whether the 

reinstatement of UTP in the subject 

security is consistent with the 

maintenance of fair and orderly markets 

and the protection of investors. Rule 

12f–1 further requires a national 

securities exchange seeking to reinstate 

its ability to extend unlisted trading 

privileges in a security to indicate that 

it has provided a copy of such 

application to the issuer of the security, 

as well as to any other national 

securities exchange on which the 

security is listed or admitted to unlisted 

trading privileges. 

The information required by Rule 

12f–1 enables the Commission to make 

the necessary findings under the Act 

prior to granting applications to 

reinstate unlisted trading privileges. 

This information is also made available 

to members of the public who may wish 

to comment upon the applications. 

Without the Rule, the Commission 

would be unable to fulfill these 

statutory responsibilities. 

There are currently 24 national 

securities exchanges subject to Rule 

12f–1. The burden of complying with 

Rule 12f–1 arises when a potential 

respondent seeks to reinstate its ability 

to extend unlisted trading privileges to 

any security for which unlisted trading 

privileges have been suspended by the 

Commission, pursuant to Section 

12(f)(2)(A) of the Act. The staff estimates 

that each application would require 

approximately one hour to complete. 

Thus, each potential respondent would 

incur on average one burden hour in 

complying with the Rule. 

The Commission staff estimates that 

there could be as many as 24 responses 

annually for an aggregate annual hour 

burden for all respondents of 

approximately 24 hours (24 responses × 

1 hour per response). Each respondent’s 

related internal cost of compliance for 

Rule 12f–1 would be approximately 

$242.00 (the cost of one hour of 

professional work of a paralegal needed 

to complete the application). The total 

annual cost of compliance for all 

potential respondents, therefore, is 

approximately $5,808 (24 responses × 

$242.00 per response). 

Compliance with Rule 12f–1 is 

mandatory. Rule 12f–1 does not have a 

record retention requirement per se. 

However, responses made pursuant to 

Rule 12f–1 are subject to the 

recordkeeping requirements of Rules 

17a–3 and 17a–4 of the Act. Information 

received in response to Rule 12f–1 shall 

not be kept confidential; the information 

collected is public information. 

An agency may not conduct or 

sponsor, and a person is not required to 

respond to, a collection of information 

under the PRA unless it displays a 

currently valid OMB control number. 

The public may view background 

documentation for this information 

collection at the following website: 

www.reginfo.gov. Find this particular 

information collection by selecting 

‘‘Currently under 30-day Review—Open 

for Public Comments’’ or by using the 

search function. Written comments and 

recommendations for the proposed 

information collection should be sent by 

February 7, 2024 to (i) www.reginfo.gov/ 

public/do/PRAMain and (ii) David 

Bottom, Director/Chief Information 

Officer, Securities and Exchange 

Commission, c/o John Pezzullo, 100 F 

Street NE, Washington, DC 20549, or by 

sending an email to: PRA_Mailbox@

sec.gov. 

Dated: January 3, 2024. 

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–00120 Filed 1–5–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–99261; File No. SR–MEMX– 

2023–42] 

Self-Regulatory Organizations; MEMX 

LLC; Notice of Filing and Immediate 

Effectiveness of a Proposed Rule 

Change To Amend the Exchange’s Fee 

Schedule To Extend the Membership 

Fee Waiver 

January 2, 2024. 

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

Securities Exchange Act of 1934 (the 

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

notice is hereby given that on December 

28, 2023, MEMX LLC (‘‘MEMX’’ or the 

‘‘Exchange’’) filed with the Securities 

and Exchange Commission (the 

‘‘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. 


ddrumheller on DSK120RN23PROD with NOTICES1
Federal Register / Vol. 89, No. 5 / Monday, January 8, 2024 / Notices 973 

3See Exchange Rule 1.5(p). 

4See Securities Exchange Act Release No. 98648 

(September 29, 2023), 88 FR 68762 (October 4, 

2023) (SR–MEMX–2023–26). 

5 15 U.S.C. 78f. 

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

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange is filing with the 

Commission a proposed rule change to 

amend the Exchange’s fee schedule (the 

‘‘Fee Schedule’’) pursuant to Exchange 

Rules 15.1(a) and (c). The Exchange 

proposes to extend the waiver (the 

‘‘Membership Fee Waiver’’) of 

membership fees (‘‘Membership Fees’’) 

which is currently in place for all new 

Members 3 of the Exchange, for an 

additional month beyond the program’s 

current expiration on December 31, 

2023. The Exchange will continue to 

waive Membership Fees for new 

Members who join the Exchange 

through January 31, 2024. The text of 

the proposed rule change is provided in 

Exhibit 5. 

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 Exchange proposes to extend the 

time period for the waiver of 

Membership Fees until January 31, 

2024. The Exchange will continue to 

implement the Membership Fee Waiver 

(as defined above) for all new Members 

who join the Exchange prior to and 

including January 31, 2024. The 

Exchange notes that the proposed 

change does not amend any existing fee 

or rebate for equities transactions, 

market data or connectivity fees. The 

sole change proposed herein is to 

extend the timeframe during which the 

Exchange will waive Membership Fees 

for new Members of the Exchange. 

Currently, MEMX applies a 

Membership Fee Waiver to all new 

Members of the Exchange which is set 

to expire on December 31, 2023. Under 

the current Membership Fee Waiver, 

new Members who join the Exchange 

after December 31, 2023, would be 

assessed Membership Fees of $200 per 

month to maintain active membership, 

and new Members whose Membership 

Fees were waived during the Waiver 

Period would be assessed Membership 

Fees of $200 per month beginning 

January 1, 2024. In addition, in 

September of 2023 the Exchange 

adopted specific fees applicable to 

participation on the Exchange’s 

platform for trading equity options 

(‘‘MEMX Options’’).4 The current 

Membership Fee Waiver has also been 

applied to new Members of MEMX 

Options, and thus such fees have not 

been imposed on such Members to date. 

The Exchange believes that the 

existing Membership Fee Waiver has 

been effective in incentivizing options 

market participants to join MEMX 

Options. MEMX Options launched in 

September of 2023, and has been 

conducting a staged rollout of options 

available for trading on the Exchange 

since that time. The Exchange believes 

that its rollout will be complete in 

January of 2024 and would like to 

extend the Membership Fee Waiver 

until after its rollout is complete in the 

event there are options firms that are 

waiting to join the Exchange until after 

such rollout is complete. In addition, 

the Exchange believes the Membership 

Fee Waiver is a proper incentive for new 

participants on MEMX Options to 

continue to increase their participation 

as they become accustomed to the new 

trading platform. 

Accordingly, the Exchange proposes 

to extend the time period of the 

Membership Fee Waiver to expire on 

January 31, 2024. The Exchange 

proposes to continue to waive 

Membership Fees for all new Members 

who join the exchange on or before 

January 31, 2024. Under the proposed 

Membership Fee Waiver, new Members 

who join the Exchange after January 31, 

2024, will be assessed Membership Fees 

to maintain active membership and if 

applicable, Members who participate on 

MEMX Options will be assessed the 

specific Additional Fees applicable to 

such participation. Similarly, new 

Members whose Membership Fees have 

been waived since joining the Exchange 

will be assessed Membership Fees, 

including Additional Fees applicable to 

participation on MEMX Options, if 

applicable, beginning February 1, 2024. 

In addition, new Members of MEMX 

Options who join after January 31, 2024, 

will be assessed Membership Fees of 

$200 per month to maintain active 

membership, and new Members whose 

Membership Fees were waived will be 

assessed Membership Fees of $200 per 

month beginning February 1, 2024. 

Specifically, the Exchange is proposing 

to amend the description under 

‘‘Membership’’ in the Exchange’s Fee 

Schedule, noting that Membership Fees 

will be waived for new Members of the 

Exchange until February 1, 2024. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

the provisions of Section 6 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 its 

facilities and does not unfairly 

discriminate between customers, 

issuers, brokers or dealers. 

The Exchange believes it is reasonable 

to extend the timeframe of the 

Membership Fee Waiver for new 

Members of the Exchange, primarily to 

continue to provide an incentive for 

options trading firms to continue to 

apply for Exchange membership during 

the current phase of the rollout of 

MEMX Options. The options markets 

are quote-driven markets and are 

dependent on liquidity providers for 

liquidity and price discovery. Extending 

the timeframe of the Membership Fee 

Waiver will continue to encourage 

additional liquidity providers to become 

members of the Exchange, which may 

result in more trading opportunities, 

enhanced competition, and improved 

overall market quality on the Exchange. 

Although the proposed extension of the 

Membership Fee Waiver timeframe is 

intended primarily to encourage new 

participants to join the Exchange in 

order to participate on the MEMX 

Options market and the Exchange 

believes the participants that will 

benefit from this waiver are firms that 

will do so, the Exchange also believes 

that it is reasonable to continue 

applying the Membership Fee Waiver 

broadly to all new participants on the 

Exchange during the timeframe 

extension, including firms that would 

trade only on the Exchange’s market for 

equity securities or on both the 

Exchange’s market for equity securities 

and MEMX Options. 

In addition, the Exchange believes 

that the proposed extension of the 

Membership Fee Waiver is equitable 

and not unfairly discriminatory in that 

it will apply uniformly to all new 


ddrumheller on DSK120RN23PROD with NOTICES1
974 Federal Register / Vol. 89, No. 5 / Monday, January 8, 2024 / Notices 

7Securities Exchange Act Release No. 51808 

(June 9, 2005), 70 FR 37496, 37499 (June 29, 2005) 

(‘‘Regulation NMS Adopting Release’’). 

8 15 U.S.C. 78s(b)(3)(A)(ii). 

9 17 CFR 240.19b–4(f)(2). 

Members of the Exchange. Further, the 

Exchange believes that the proposed 

extension of the waiver is reasonable, 

equitable and not unfairly 

discriminatory to current Members of 

the Exchange because the majority of 

the Exchange’s existing Members joined 

at a time when the Exchange did not 

impose membership fees (also to 

incentivize such participants to join), 

and thus have already received this 

benefit. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange 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. Instead, as 

discussed above, the Exchange believes 

that the proposed change would 

encourage market participants who have 

not already done so to join the 

Exchange. As a result, if such 

participants do join the Exchange and 

route their orders to the Exchange or 

support other Members that route orders 

(i.e., clearing firms) the Exchange 

believes the proposal would further 

enhance its competitiveness as a market. 

Encouraging additional participants to 

join the Exchange will enable a greater 

number of participants to participate on 

MEMX Options during the continued 

rollout of the platform. Further, the 

Exchange believes that by continuing to 

make the Membership Fee Waiver 

applicable to both the Exchange’s 

options platform and the Exchange’s 

equity platform for an extended time 

period, the proposal will enhance the 

competitiveness of both platforms. 

Attracting a greater number of 

participants will foster greater 

competition on the Exchange, 

particularly in the case of MEMX 

Options which is a quote-driven market. 

For these reasons, the Exchange believes 

that the proposal furthers the 

Commission’s goal in adopting 

Regulation NMS of fostering 

competition among orders, which 

promotes ‘‘more efficient pricing of 

individual stocks for all types of orders, 

large and small.’’ 7

Intramarket Competition 

As discussed above, the Exchange 

believes that the proposal would 

encourage new participants to apply for 

Exchange membership, thereby 

enhancing liquidity and market quality 

on the Exchange, as well as enhancing 

the attractiveness of the Exchange as a 

trading venue, which the Exchange 

believes, in turn, would continue to 

encourage market participants to direct 

additional order flow to the Exchange. 

The Exchange does not believe that 

the proposed changes would impose 

any burden on intramarket competition 

because such changes will incentivize 

new participants to join the Exchange 

and the majority of the Exchange’s 

current members joined at a time when 

the Exchange did not impose 

membership fees (also to incentivize 

such participants to join), and thus have 

already received this benefit. The 

options markets are quote-driven 

markets and are dependent on liquidity 

providers for liquidity and price 

discovery. The proposal will be of 

particular importance in encouraging 

additional liquidity providers to become 

members of the Exchange, which may 

result in more trading opportunities, 

enhanced competition, and improved 

overall market quality on the Exchange. 

For the foregoing reasons, the Exchange 

believes the proposed changes would 

not impose any burden on intramarket 

competition that is not necessary or 

appropriate in furtherance of the 

purposes of the Act. 

Intermarket Competition 

As described above, the proposed 

extension of the Membership Fee 

Waiver timeframe will incent market 

participants to join the Exchange during 

the extended Membership Fee Waiver 

period. Accordingly, the Exchange 

believes the proposal would not burden, 

but rather promote, intermarket 

competition by enabling it to better 

compete with other options exchanges 

during the continued rollout of MEMX 

Options. In addition, as noted above, the 

Exchange has intentionally proposed to 

apply the waiver broadly so that it 

continues to be applicable to new 

Members that will participate on the 

Exchange’s market for equity securities 

or that will participate on such market 

as well as MEMX Options, and thus, the 

proposal may also better enable the 

Exchange to compete with other options 

exchanges and equities exchanges. 

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)(ii) of the Act 8 and Rule 19b– 

4(f)(2) 9 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 shall 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– 

MEMX–2023–42 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–MEMX–2023–42. 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 


ddrumheller on DSK120RN23PROD with NOTICES1
Federal Register / Vol. 89, No. 5 / Monday, January 8, 2024 / Notices 975 

10 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

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

4 17 CFR 240.19b–4(f)(2). 

5Each capitalized term not otherwise defined 

herein has its respective meaning as set forth the 

Rules, By-Laws and Organization Certificate of DTC 

(the ‘‘Rules’’), available at www.dtcc.com/legal/ 

rules-and-procedures.aspx. 

6Available at www.dtcc.com/-/media/Files/ 

Downloads/legal/fee-guides/DTC-Fee-Schedule.pdf. 

7Pursuant to Rule 2, Section 1, each Participant 

shall pay to DTC the compensation due it for 

services rendered to the Participant based on DTC’s 

fee schedules. See Rule 2, supra note 5. 8See Fee Guide, supra note 6 at 20. 

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–MEMX–2023–42 and should be 

submitted on or before January 29, 2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.10

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–00079 Filed 1–5–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–99264; File No. SR–DTC– 

2023–014] 

Self-Regulatory Organizations; The 

Depository Trust Company; Notice of 

Filing and Immediate Effectiveness of 

a Proposed Rule Change to the DTC 

Fee Schedule To Revise Certain Fees 

Charged to Participants for (i) 

Participants Fund Maintenance; (ii) 

Underwriting Services; (iii) Asset 

Services; and (iv) Settlement Services 

January 2, 2024. 

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 

21, 2023, The Depository Trust 

Company (‘‘DTC’’) filed with the 

Securities and Exchange Commission 

(‘‘Commission’’) the proposed rule 

change as described in Items I, II and III 

below, which Items have been prepared 

by the clearing agency. DTC filed the 

proposed rule change pursuant to 

Section 19(b)(3)(A) of the Act 3 and Rule 

19b–4(f)(2) thereunder.4 The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change from interested persons. 

I. Clearing Agency’s Statement of the 

Terms of Substance of the Proposed 

Rule Change 

The proposed rule change 5 would 

modify the DTC Fee Schedule 6 (‘‘Fee 

Guide’’) to revise certain fees charged to 

Participants for (i) Participants Fund 

Maintenance; (ii) Underwriting 

Services; 7 (iii) Asset Services; and (iv) 

Settlement Services, as described below. 

II. Clearing Agency’s Statement of the 

Purpose of, and Statutory Basis for, the 

Proposed Rule Change 

In its filing with the Commission, the 

clearing agency 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 

clearing agency has prepared 

summaries, set forth in sections A, B, 

and C below, of the most significant 

aspects of such statements. 

(A) Clearing Agency’s Statement of the 

Purpose of, and Statutory Basis for, the 

Proposed Rule Change 

Purpose 

The proposed rule change would 

modify the Fee Guide to revise certain 

fees charged to Participants for (i) 

Participants Fund Maintenance; (ii) 

Underwriting Services; (iii) Asset 

Services; and (iv) Settlement Services, 

as described below. 

Overview 

DTC operates a ‘‘low cost’’ pricing 

model and has in place procedures to 

control costs and to regularly review 

pricing levels against costs of operation. 

It reviews pricing levels against its costs 

of operation during the annual budget 

process. The budget is approved 

annually by the Board. DTC’s fees are 

cost-based plus a low-margin markup, 

as approved by the Board or 

management (pursuant to authority 

delegated by the Board), as applicable. 

The markup is applied to recover 

development costs and operating 

expenses, and to accumulate capital 

sufficient to meet regulatory and 

economic requirements. When 

estimating expected revenues and costs, 

DTC typically uses historical, current, 

and expected usage and market trends 

to determine revenue outlook and apply 

current budgeted assumptions on costs. 

In addition to assessing the overall 

impact of fee changes at DTC, the Board 

also considers impacts of fee changes 

from an individual product/service 

category (e.g., Underwriting, Asset 

Services, Participants Fund 

Maintenance) perspective, taking cost 

and capital considerations relating to a 

given category into account. After 

evaluation of DTC’s short-term and 

long-term financial position in 

consideration of expected Participant 

activity, revenues, cost of funding, 

market volatility, and the financial 

markets more broadly, DTC has 

determined that it should increase the 

overall amount it collects from 

Participants through fees. In this regard, 

the proposed rule change would 

increase certain fees relating to 

Participants Fund maintenance and 

Underwriting Services, and it would 

eliminate and consolidate other Asset 

Services fees included in the Fee Guide, 

to better align cost and revenue, as 

described below. 

Participant Fund Maintenance Fee 

Increase 

DTC maintains a pool of funds used 

for liquidity purposes consisting of 

mandatory and voluntary contributions 

by Participants (‘‘Participants Fund’’). 

The Participants Fund creates liquidity 

and collateral resources to support the 

business of DTC and to cover losses and 

liabilities incident to that business. For 

this purpose, every Participant has a 

Required Participants Fund Deposit 

based on the Participant’s activity at 

DTC. The Participants Fund is held in 

cash at DTC and is used in the event a 

Participant fails to settle. 

In support of maintaining the 

Participants Fund, DTC charges a 

Participants Fund Maintenance Fee, 

which is a monthly fee calculated, in 

arrears, as the product of (A) 0.25 

percent and (B) the average of each 

Participant’s Actual Participants Fund 

Deposit, as of the end of each day, for 

the month, multiplied by the number of 

days for that month and divided by 

360.8 DTC proposes to increase the rate 

used to calculate the Participants Fund 

Maintenance Fee by 10 basis points 

from 0.25 percent to 0.35 percent. DTC 

is proposing this increase in order to 

cover its costs for servicing the fund and 

to maintain the appropriate low-margin 

markup above costs. 

All 193 Participants are projected to 

incur a 40 percent increase to their 


ddrumheller on DSK120RN23PROD with NOTICES1