3464 Federal Register / Vol. 89, No. 12 / Thursday, January 18, 2024 / Notices 

15See supra note 10. 

16See Securities Exchange Act Release No. 51808 

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

17NetCoalition v. SEC, 615 F.3d 525, 539 (D.C. 

Cir. 2010) (quoting Securities Exchange Act Release 

No. 59039 (December 2, 2008), 73 FR 74770, 74782– 

83 (December 9, 2008) (SR–NYSEArca-2006–21)). 

18 15 U.S.C. 78s(b)(3)(A). 

19 17 CFR 240.19b–4(f). 

20 17 CFR 200.30–3(a)(12). 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

of the overall market. Based on publicly 

available information, no single options 

exchange has more than 12% of the 

market share.15 Therefore, no exchange 

possesses significant pricing power in 

the execution of option order flow. 

Indeed, participants can readily choose 

to send their orders to other exchange 

and off-exchange venues if they deem 

fee levels at those other venues to be 

more favorable. Moreover, the 

Commission has repeatedly expressed 

its preference for competition over 

regulatory intervention in determining 

prices, products, and services in the 

securities markets. Specifically, in 

Regulation NMS, the Commission 

highlighted the importance of market 

forces in determining prices and SRO 

revenues and, also, recognized that 

current regulation of the market system 

‘‘has been remarkably successful in 

promoting market competition in its 

broader forms that are most important to 

investors and listed companies.’’ 16 The 

fact that this market is competitive has 

also long been recognized by the courts. 

In NetCoalition v. Securities and 

Exchange Commission, the D.C. Circuit 

stated as follows: ‘‘[n]o one disputes 

that competition for order flow is 

‘fierce.’ . . . As the SEC explained, ‘[i]n 

the U.S. national market system, buyers 

and sellers of securities, and the brokerdealers that act as their order-routing 

agents, have a wide range of choices of 

where to route orders for execution’; 

[and] ‘no exchange can afford to take its 

market share percentages for granted’ 

because ‘no exchange possesses a 

monopoly, regulatory or otherwise, in 

the execution of order flow from broker 

dealers’. . . .’’.17 Accordingly, the 

Exchange does not believe its proposed 

fee change imposes 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 

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 18 and paragraph (f) of Rule 

19b–4 19 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–2024–008 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–2024–008. 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–2024–008 and should be 

submitted on or before February 8, 2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.20

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–00850 Filed 1–17–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–99323; File No. SR–NYSE– 

2024–02] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Amend Its 

Price List 

January 11, 2024. 

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

Securities Exchange Act of 1934 

(‘‘Act’’) 2 and Rule 19b–4 thereunder,3

notice is hereby given that on January 2, 

2024, New York Stock Exchange LLC 

(‘‘NYSE’’ 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 selfregulatory organization. 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 its 

Price List to (1) extend a fee waiver for 

new firm application fees for applicants 

seeking only to obtain a bond trading 

license (‘‘BTL’’) for 2024; and (2) waive 

the BTL fee for 2024. The Exchange 

proposes to implement the fee changes 

effective January 2, 2024. The proposed 

rule change is available on the 

Exchange’s website at www.nyse.com, at 

the principal office of the Exchange, and 


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Federal Register / Vol. 89, No. 12 / Thursday, January 18, 2024 / Notices 3465 

4The Exchange initially filed to adopt the fee 

waiver and waive the BTL fee in 2015. See 

Securities Exchange Act Release No. 74031 (January 

12, 2015), 80 FR 2462 (January 16, 2015) (SR– 

NYSE–2014–78). The Exchange has filed to extend 

the fee waiver and waive the BTL fee for each 

calendar year since 2017. See Securities Exchange 

Act Release Nos. 79710 (December 29, 2016), 82 FR 

1395 (January 5, 2017) (SR–NYSE–2016–89); 82418 

(December 28, 2017), 83 FR 568 (January 4, 2018) 

(SR–NYSE–2017–70); 84899 (December 20, 2018), 

83 FR 67395 (December 28, 2018) (SR–NYSE–2018– 

65); 87952 (January 13, 2020), 85 FR 3089 (January 

17, 2020) (SR–NYSE–2019–73); 90891 (January 11, 

2021), 86 FR 4147 (January 15, 2021) (SR–NYSE– 

2021–03); 93992 (January 18, 2022), 87 FR 3635 

(January 24, 2022) (SR–NYSE–2022–01); and 96622 

(January 10, 2023), 88 FR 2697 (January 17, 2023) 

(SR–NYSE–2023–01). 

5The Exchange initially filed to adopt the fee 

waiver and waive the BTL fee in 2015. See 

Securities Exchange Act Release No. 74031 (January 

12, 2015), 80 FR 2462 (January 16, 2015) (SR– 

NYSE–2014–78). The Exchange has filed to extend 

the fee waiver and waive the BTL fee for each 

calendar year since 2017. See Securities Exchange 

Act Release Nos. 79710 (December 29, 2016), 82 FR 

1395 (January 5, 2017) (SR–NYSE–2016–89); 82418 

(December 28, 2017), 83 FR 568 (January 4, 2018) 

(SR–NYSE–2017–70); 84899 (December 20, 2018), 

83 FR 67395 (December 28, 2018) (SR–NYSE–2018– 

65); 87952 (January 13, 2020), 85 FR 3089 (January 

17, 2020) (SR–NYSE–2019–73); 90891 (January 11, 

2021), 86 FR 4147 (January 15, 2021) (SR–NYSE– 

2021–03); 93992 (January 18, 2022), 87 FR 3635 

(January 24, 2022) (SR–NYSE–2022–01); and 96622 

(January 10, 2023), 88 FR 2697 (January 17, 2023) 

(SR–NYSE–2023–01). 6 15 U.S.C. 78f(b)(8). 

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 

The Exchange proposes to amend its 

Price List to (1) extend a fee waiver for 

new firm application fees for applicants 

seeking only to obtain a BTL for 2024; 

and (2) waive the BTL fee for 2024.4 The 

Exchange proposes to implement the fee 

changes effective January 2, 2024. 

The Exchange currently charges a 

New Firm Fee ranging from $2,000 to 

$4,000, depending on the type of firm, 

which is charged per application for any 

broker-dealer that applies to be 

approved as an Exchange member 

organization. The Exchange proposes to 

amend the Price List to waive the New 

Firm Fee for 2024 for new member 

organization applicants that are seeking 

only to obtain a BTL and not trade 

equities at the Exchange. The proposed 

waiver of the New Firm Fee would be 

available only to applicants seeking 

approval as a new member organization, 

including carrying firms, introducing 

firms, or non-public organizations, 

which would be seeking to obtain a BTL 

at the Exchange and not trade equities. 

Further, if a new firm that is approved 

as a member organization and has had 

the New Firm Fee waived converts a 

BTL to a full trading license within one 

year of approval, the New Firm Fee 

would be charged in full retroactively. 

The Exchange believes that charging the 

New Firm Fee retroactively within a 

year of approval is appropriate because 

it would discourage applicants to claim 

that they are applying for a BTL solely 

to avoid New Firm Fees. 

Additionally, the Exchange currently 

charges a BTL fee of $1,000 per year. 

The Exchange proposes to amend the 

Price List to waive the BTL fee for 2024 

for all member organizations. 

The Exchange believes that the 

proposed fee changes would provide 

increased incentives for bond trading 

firms that are not currently Exchange 

member organizations to apply for 

Exchange membership and a BTL. The 

Exchange believes that having more 

member organizations trading on the 

Exchange’s bond platform would benefit 

investors through the additional display 

of liquidity and increased execution 

opportunities in Exchange-traded bonds 

at the Exchange. 

2. Statutory Basis 

The Exchange proposes to amend its 

Price List to (1) extend a fee waiver for 

new firm application fees for applicants 

seeking only to obtain a BTL for 2024; 

and (2) waive the BTL fee for 2024.5 The 

Exchange proposes to implement the fee 

changes effective January 2, 2024. 

The Exchange currently charges a 

New Firm Fee ranging from $2,000 to 

$4,000, depending on the type of firm, 

which is charged per application for any 

broker-dealer that applies to be 

approved as an Exchange member 

organization. The Exchange proposes to 

amend the Price List to waive the New 

Firm Fee for 2024 for new member 

organization applicants that are seeking 

only to obtain a BTL and not trade 

equities at the Exchange. The proposed 

waiver of the New Firm Fee would be 

available only to applicants seeking 

approval as a new member organization, 

including carrying firms, introducing 

firms, or non-public organizations, 

which would be seeking to obtain a BTL 

at the Exchange and not trade equities. 

Further, if a new firm that is approved 

as a member organization and has had 

the New Firm Fee waived converts a 

BTL to a full trading license within one 

year of approval, the New Firm Fee 

would be charged in full retroactively. 

The Exchange believes that charging the 

New Firm Fee retroactively within a 

year of approval is appropriate because 

it would discourage applicants to claim 

that they are applying for a BTL solely 

to avoid New Firm Fees. 

Additionally, the Exchange currently 

charges a BTL fee of $1,000 per year. 

The Exchange proposes to amend the 

Price List to waive the BTL fee for 2024 

for all member organizations. 

The Exchange believes that the 

proposed fee changes would provide 

increased incentives for bond trading 

firms that are not currently Exchange 

member organizations to apply for 

Exchange membership and a BTL. The 

Exchange believes that having more 

member organizations trading on the 

Exchange’s bond platform would benefit 

investors through the additional display 

of liquidity and increased execution 

opportunities in Exchange-traded bonds 

at the Exchange. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

In accordance with Section 6(b)(8) of 

the Act,6 the Exchange believes that the 

proposed rule change would not impose 

any burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. Debt 

securities typically trade in a 

decentralized over-the-counter (‘‘OTC’’) 

dealer market that is less liquid and 

transparent than the equities markets. 

The Exchange believes that the 

proposed change would increase 

competition with these OTC venues by 

reducing the cost of being approved as 

and operating as an Exchange member 

organization that solely trades bonds at 

the Exchange, which the Exchange 

believes will enhance market quality 

through the additional display of 

liquidity and increased execution 

opportunities in Exchange-traded bonds 

at the Exchange. 

The Exchange notes that it operates in 

a highly competitive market in which 

market participants can readily favor 

competing venues that are not 

transparent. In such an environment, 

the Exchange must continually review, 

and consider adjusting its fees and 


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3466 Federal Register / Vol. 89, No. 12 / Thursday, January 18, 2024 / Notices 

7 15 U.S.C. 78s(b)(3)(A). 8 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3See Exchange Act Release No. 56617 (Oct. 4, 

2007), 72 FR 58142 (Oct. 12, 2007) (SR–NASDAQ– 

2007–083). 

rebates to remain competitive with other 

exchanges as well as with alternative 

trading systems and other venues that 

are not required to comply with the 

statutory standards applicable to 

exchanges. Because competitors are free 

to modify their own fees and credits in 

response, and because market 

participants may readily adjust their 

order routing practices, the Exchange 

believes that the degree to which fee 

changes in this market may impose any 

burden on competition is extremely 

limited. As a result of all of these 

considerations, the Exchange does not 

believe that the proposed change will 

impair the ability of member 

organizations 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 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 has become 

effective upon filing pursuant to Section 

19(b)(3)(A) 7 of the Act and paragraph (f) 

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. 

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– 

NYSE–2024–02 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–NYSE–2024–02. 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–NYSE–2024–02 and should be 

submitted on or before February 8, 2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.8

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–00846 Filed 1–17–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–99329; File No. SR– 

NASDAQ–2024–002] 

Self-Regulatory Organizations; The 

Nasdaq Stock Market LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Amend the 

Exchange’s Membership Fee at Equity 

7, Section 10 

January 11, 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 January 2, 

2024, 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 Membership Fee at Equity 7, 

Section 10. 

The text of the proposed rule change 

is available on the Exchange’s website at 

https://listingcenter.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 

Membership Fee at Equity 7, Section 10. 

Specifically, the Exchange proposes to 

increase its annual membership fee 

(‘‘Annual Membership Fee’’) from 

$3,000 per year to $4,000 per year. This 

fee is assessed on all Nasdaq members 

on an annual basis. 

Nasdaq has not increased its Annual 

Membership Fee since 2007.3 The 

Exchange believes the proposed modest 

fee increase is warranted to ensure that 

its Annual Membership Fee better 

reflects the current value of being a 


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