3450 Federal Register / Vol. 89, No. 12 / Thursday, January 18, 2024 / Notices 

11See 15 U.S.C. 78f(b)(8). 

12 15 U.S.C. 78s(b)(3)(A)(ii). 

13 17 CFR 240.19b–4(f)(2). 

14 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

when a Non-FINRA ETP Holder uses the 

CRD system; accordingly, the fees 

collected for such use should, as 

proposed by the Exchange, mirror the 

fees assessed to FINRA members. In 

addition, as FINRA noted in amending 

its fees, it believes that its proposed 

pricing structure is reasonable and 

correlates fees with the components that 

drive its regulatory costs to the extent 

feasible. The Exchange further believes 

that the change is reasonable because it 

will provide greater specificity 

regarding the CRD system fees that are 

applicable to Non-FINRA ETP Holders. 

All similarly situated ETP Holders are 

subject to the same fee structure, and 

every ETP Holder must use the CRD 

system for registration and disclosure. 

Accordingly, the Exchange believes that 

the fees collected for such use should 

likewise increase in lockstep with the 

fees assessed to FINRA members, as 

proposed by the Exchange. 

The Exchange also believes that the 

proposed fee change provides for the 

equitable allocation of reasonable fees 

and other charges, and does not unfairly 

discriminate between customers, 

issuers, brokers, and dealers. The fee 

applies equally to all individuals and 

firms required to report information the 

CRD system, and the proposed change 

will result in the same regulatory fees 

being charged to all ETP Holders 

required to report information to CRD 

and for services performed by FINRA 

regardless of whether such ETP Holders 

are FINRA members. Accordingly, the 

Exchange believes that the fee collected 

for such use should increase in lockstep 

with the fee adopted by FINRA as of 

January 2024, as proposed by the 

Exchange. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

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

the Act,11 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. Specifically, 

the Exchange believes that the proposed 

change will reflect fees that will be 

assessed by FINRA as of January 2024 

and will thus result in the same 

regulatory fees being charged to all ETP 

Holders required to report information 

to the CRD system and for services 

performed by FINRA, regardless of 

whether or not such ETP Holders are 

FINRA members. 

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 12 and Rule 

19b–4(f)(2) 13 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 (http://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include file number SR– 

NYSEARCA–2023–87 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–NYSEARCA–2023–87. 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 (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 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–NYSEARCA–2023–87 and should be 

submitted on or before February 8, 2024. 

For the Commission, by the Division 

of Trading and Markets, pursuant to 

delegated authority.14

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–00853 Filed 1–17–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–99334; File No. SR– 

NYSEARCA–2023–88] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change To Amend its NYSE Arca 

Options Fees and Charges 

January 11, 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 

29, 2023, NYSE Arca, Inc. (‘‘NYSE 

Arca’’ 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. 


khammond on DSKJM1Z7X2PROD with NOTICES
Federal Register / Vol. 89, No. 12 / Thursday, January 18, 2024 / Notices 3451 

3CRD is the central licensing and registration 

system for the U.S. securities industry. The CRD 

system enables individuals and firms seeking 

registration with multiple states and self-regulatory 

organizations to do so by submitting a single form, 

fingerprint card, and a combined payment of fees 

to FINRA. Through the CRD system, FINRA 

maintains the qualification, employment, and 

disciplinary histories of registered associated 

persons of broker-dealers. 

4The Exchange originally adopted fees for use of 

the CRD system in 2005 and amended those fees in 

2013, 2022 and 2023. See Securities Exchange Act 

Release Nos. 51641 (May 2, 2005), 70 FR 24155 

(May 6, 2005) (SR–PCX–2005–49); 68590 (January 

4, 2013), 78 FR 2470 (January 11, 2013) (SR– 

NYSEArca–2012–145); 93899 (January 5, 2022), 87 

FR 1455 (January 11, 2022) (SR–NYSEArca–2021– 

106); and 96698 (January 18, 2023), 88 FR 4260 

(January 24, 2023) (SR–NYSEArca–2023–03). While 

the Exchange lists these fees in its Fee Schedule, 

it does not collect or retain these fees. 

5See Securities Exchange Act Release No. 90176 

(October 14, 2020), 85 FR 66592 (October 20, 2020) 

(SR–FINRA–2020–032). 

6The Exchange notes that it has only adopted the 

CRD system fees charged by FINRA to Non-FINRA 

OTP Holders when such fees are applicable. In this 

regard, certain FINRA CRD system fees and 

requirements are specific to FINRA members, but 

do not apply to NYSE Arca-only OTP Holders. NonFINRA OTP Holders have been charged CRD system 

fees since 2005. See note 4, supra. OTP Holders that 

are also FINRA members are charged CRD system 

fees according to Section 4 of Schedule A to the 

FINRA By-Laws. 

7See Section (4)(b)(7) of Schedule A to the FINRA 

By-laws. 

8 15 U.S.C. 78f(b). 

9 15 U.S.C. 78f(b)(4). 

10 15 U.S.C. 78f(b)(5). 11See 15 U.S.C. 78f(b)(8). 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to amend its 

NYSE Arca Options Fees and Charges 

(the ‘‘Fee Schedule’’) with respect to the 

system processing fee for the Central 

Registration Depository (‘‘CRD’’ or ‘‘CRD 

system’’) collected by the Financial 

Industry Regulatory Authority, Inc. 

(‘‘FINRA’’). The Exchange proposes to 

implement the fee change on 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 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 Exchange proposes to amend the 

Fee Schedule with respect to the system 

processing fee for use of CRD collected 

by collected by FINRA.3 The Exchange 

proposes to implement the fee changes 

effective January 2, 2024. 

FINRA collects and retains certain 

regulatory fees via CRD for the 

registration of associated persons of 

Exchange OTP Holders and OTP Firms 

that are not FINRA members (‘‘NonFINRA OTP Holders’’).4 CRD fees are 

user-based, and there is no distinction 

in the cost incurred by FINRA if the 

user is a FINRA member or a NonFINRA OTP Holder. 

In 2020, FINRA amended certain fees 

assessed for use of the CRD system for 

implementation between 2022 and 

2024.5 The Exchange accordingly 

proposes to amend the Fee Schedule to 

mirror the system processing fee 

assessed by FINRA, which will be 

implemented concurrently with the 

amended FINRA fee as of January 2024.6

Specifically, the Exchange proposes to 

amend the Fee Schedule to modify the 

system processing fee charged to NonFINRA OTP Holders for each registered 

representative and principal from $45 to 

$70.7

The Exchange notes that the proposed 

change is not otherwise intended to 

address any other issues surrounding 

regulatory fees, and the Exchange is not 

aware of any problems that OTP Holders 

would have in complying with the 

proposed change. 

1. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

Section 6(b) of the Act,8 in general, and 

furthers the objectives of Section 

6(b)(4) 9 of the Act, in particular, in that 

it is designed to provide for the 

equitable allocation of reasonable dues, 

fees, and other charges. The Exchange 

also believes that the proposed rule 

change is consistent with Section 6(b)(5) 

of the Act,10 in that it is designed to 

promote just and equitable principles of 

trade, to foster cooperation and 

coordination with persons engaged in 

regulating, clearing, settling, processing 

information with respect to, and 

facilitating transactions in securities, to 

remove impediments to and perfect the 

mechanism of a free and open market 

and a national market system, and, in 

general, to protect investors and the 

public interest and is not designed to 

permit unfair discrimination between 

customers, issuers, brokers, or dealers. 

The Exchange believes that the 

proposed fee change is reasonable 

because the fee will be identical to that 

adopted by FINRA for use of the CRD 

system to submit an initial or amended 

Form U4, Form U5 or Form BD that 

includes the initial reporting, 

amendment, or certification of one or 

more disclosure events or proceedings 

and the posting to CRD each set of 

fingerprints submitted electronically to 

FINRA. The costs of operating and 

improving the CRD system are similarly 

borne by FINRA when a Non-FINRA 

OTP Holder uses the CRD system; 

accordingly, the fees collected for such 

use should, as proposed by the 

Exchange, mirror the fees assessed to 

FINRA members. In addition, as FINRA 

noted in amending its fees, it believes 

that its proposed pricing structure is 

reasonable and correlates fees with the 

components that drive its regulatory 

costs to the extent feasible. The 

Exchange further believes that the 

change is reasonable because it will 

provide greater specificity regarding the 

CRD system fees that are applicable to 

Non-FINRA OTP Holders. All similarly 

situated OTP Holders are subject to the 

same fee structure, and every OTP 

Holder must use the CRD system for 

registration and disclosure. 

Accordingly, the Exchange believes that 

the fees collected for such use should 

likewise increase in lockstep with the 

fees assessed to FINRA members, as 

proposed by the Exchange. 

The Exchange also believes that the 

proposed fee change provides for the 

equitable allocation of reasonable fees 

and other charges, and does not unfairly 

discriminate between customers, 

issuers, brokers, and dealers. The fee 

applies equally to all individuals and 

firms required to report information the 

CRD system, and the proposed change 

will result in the same regulatory fees 

being charged to all OTP Holders 

required to report information to CRD 

and for services performed by FINRA 

regardless of whether such OTP Holders 

are FINRA members. Accordingly, the 

Exchange believes that the fee collected 

for such use should increase in lockstep 

with the fee adopted by FINRA as of 

January 2024, as proposed by the 

Exchange. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

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

the Act,11 the Exchange believes that the 


khammond on DSKJM1Z7X2PROD with NOTICES
3452 Federal Register / Vol. 89, No. 12 / Thursday, January 18, 2024 / Notices 

12 15 U.S.C. 78s(b)(3)(A)(ii). 

13 17 CFR 240.19b–4(f)(2). 14 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 98888 

(November 8, 2023), 88 FR 78430 (November 15, 

2023) (‘‘Notice’’). 

4 15 U.S.C. 78s(b)(3)(A). A proposed rule change 

may take effect upon filing with the Commission if 

it is designated by the exchange as ‘‘establishing or 

changing a due, fee, or other charge imposed by the 

self-regulatory organization on any person, whether 

or not the person is a member of the self-regulatory 

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

5See Notice, supra note 3. 

6 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

proposed rule change would not impose 

any burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. Specifically, 

the Exchange believes that the proposed 

change will reflect fees that will be 

assessed by FINRA as of January 2024 

and will thus result in the same 

regulatory fees being charged to all OTP 

Holders required to report information 

to the CRD system and for services 

performed by FINRA, regardless of 

whether or not such OTP Holders are 

FINRA members. 

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 12 and Rule 

19b–4(f)(2) 13 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 (http://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include file number SR– 

NYSEARCA–2023–88 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–NYSEARCA–2023–88. 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 (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 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–NYSEARCA–2023–88 and should be 

submitted on or before February 8, 2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.14

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–00855 Filed 1–17–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–99333; File No. SR–MEMX– 

2023–29] 

Self-Regulatory Organizations; MEMX 

LLC; Notice of Withdrawal of a 

Proposed Rule Change To Amend the 

Exchange’s Fee Schedule To Adopt 

Connectivity and Application Session 

Fees for MEMX Options 

January 11, 2024. 

On October 24, 2023, MEMX LLC 

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

the Securities and Exchange 

Commission (the ‘‘Commission’’), 

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

Securities Exchange Act of 1934 (the 

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

proposed rule change (File No. SR– 

MEMX–2023–29) to adopt connectivity 

and application session fees for MEMX 

Options.3 The proposed rule change was 

immediately effective upon filing with 

the Commission pursuant to Section 

19(b)(3)(A) of the Act.4 The proposed 

rule change was published for comment 

in the Federal Register on November 15, 

2023.5 On December 21, 2023, the 

Exchange withdrew the proposed rule 

change (SR–MEMX–2023–29). 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.6

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–00854 Filed 1–17–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–99326; File No. SR–CBOE– 

2024–002] 

Self-Regulatory Organizations; Cboe 

Exchange, Inc.; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Amend Its Fee 

Schedule Related to Certain Data Fees 

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, Cboe Exchange, Inc. (the 

‘‘Exchange’’ or ‘‘Cboe Options’’) 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 Exchange. 

The Commission is publishing this 

notice to solicit comments on the 

proposed rule change from interested 

persons. 


khammond on DSKJM1Z7X2PROD with NOTICES