5052 Federal Register / Vol. 89, No. 17 / Thursday, January 25, 2024 / Notices 

35The Exchange proposes to update a citation in 

Options 4, Section 4(g)(1) from ‘‘Options 4, Section 

3(h)(A)(i)’’ to ‘‘Options 4, Section 3(h)(i)’’ The 

Exchange also proposes to update a citation in 

Options 4, Section 4(g)(2) from ‘‘Options 4, Section 

3(h)(A)(ii)’’ to ‘‘Options 4, Section 3(h)(ii).’’ 

36 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)(ii). 

4 17 CFR 240.19b–4(f)(2). 

citations in Options 4, Section 4(g) 35

does not impose an undue burden on 

competition as these amendments are 

intended to update incorrect citations. 

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 

Within 45 days of the date of 

publication of this notice in the Federal 

Register or within such longer period 

up to 90 days (i) as the Commission may 

designate if it finds such longer period 

to be appropriate and publishes its 

reasons for so finding or (ii) as to which 

the Exchange consents, the Commission 

will: 

A. by order approve or disapprove 

such proposed rule change, or 

B. institute proceedings to determine 

whether the proposed rule change 

should be 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, as modified by Amendment No. 

1, 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– 

ISE–2024–03 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–ISE–2024–03. 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–ISE–2024–03 and should be 

submitted on or before February 15, 

2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.36

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–01389 Filed 1–24–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–99400; File No. SR–BOX– 

2024–04] 

Self-Regulatory Organizations; BOX 

Exchange LLC; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Amend the Fee 

Schedule for Trading on the BOX 

Options Market LLC Facility To 

Decrease Certain Electronic NonAuction Transaction Fees 

January 19, 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 

12, 2024, BOX Exchange LLC 

(‘‘Exchange’’) 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 

Exchange filed the proposed rule change 

pursuant to Section 19(b)(3)(A)(ii) of the 

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

which renders the proposal effective 

upon filing with the Commission. 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 the Substance 

of the Proposed Rule Change 

The Exchange is filing with the 

Securities and Exchange Commission 

(‘‘Commission’’) a proposed rule change 

to amend the Fee Schedule on the BOX 

Options Market LLC (‘‘BOX’’) options 

facility. The text of the proposed rule 

change is available from the principal 

office of the Exchange, at the 

Commission’s Public Reference Room 

and also on the Exchange’s internet 

website at https://rules.boxexchange.

com/rulefilings. 

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 

Section IV.A (Non-Auction 

Transactions) of the BOX Fee Schedule. 

The Exchange proposes to decrease 

Professional Customer and Broker 

Dealer maker fees on transactions in 

Penny Interval Classes and SPY where 

the contra party is a Public Customer. 

In Section IV.A of the BOX Fee 

Schedule, fees and credits for electronic 

Non-Auction Transactions are assessed 

depending on three factors: (i) the 

account type of the Participant 

submitting the order; (ii) whether the 

Participant is a liquidity provider or 

liquidity taker; and (iii) the account type 

of the contra party. Currently, when a 

Professional Customer or Broker Dealer 


khammond on DSKJM1Z7X2PROD with NOTICES
Federal Register / Vol. 89, No. 17 / Thursday, January 25, 2024 / Notices 5053 

5See e.g., NYSE American LLC Options Fee 

Schedule, Section I (‘‘Options Transaction Fees and 

Credits’’ applicable to Penny for Broker-Dealer and 

Professional Customer of $0.50); Cboe EDGX 

Exchange, Inc. Fee Schedule (‘‘Transaction Fees’’ 

applicable to Penny Program Securities for Away 

Market Maker, Broker Dealer, and Professional of 

$0.48); Miami International Securities Exchange, 

LLC Fee Schedule (‘‘Transaction Fees’’ applicable 

to Penny Classes for Public Customer that is Not a 

Priority Customer, Non-MIAX Market Maker, and 

Non-Member Broker-Dealer of $0.47). 

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

7See Cboe Global Markets U.S. Options Market 

Month-to-Date Volume Summary (December 13, 

2023), available at https://markets.cboe.com/us/ 

options/market_statistics/. 

8See Securities Exchange Act Release No. 51808 

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

(‘‘Regulation NMS Adopting Release’’). 

9See supra note 5. 

10 Id. 

Penny Interval Class or SPY order is a 

liquidity maker contra to a Public 

Customer, the Professional Customer or 

Broker Dealer is assessed a fee of $0.60. 

The Exchange now proposes to decrease 

Professional Customer and Broker 

Dealer maker fees on Penny Interval 

Classes and SPY electronic Non-Auction 

Transactions contra to a Public 

Customer. Accordingly, when a 

Professional Customer or Broker Dealer 

order in a Penny Interval Class or SPY 

is a liquidity maker contra to a Public 

Customer, the Professional Customer or 

Broker Dealer will be assessed a fee of 

$0.50. 

The Exchange notes that the proposed 

fees are comparable in amount with the 

fees at several other exchanges.5 The 

Exchange believes that the proposed 

changes are reasonable and competitive 

when compared to other exchanges and 

that the changes will attract order flow, 

thus improving the markets on BOX to 

the benefit of all Participants. 

2. Statutory Basis 

The Exchange believes that the 

proposal is consistent with the 

requirements of Section 6(b) of the Act, 

in general, and Section 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 BOX Participants and 

other persons using its facilities and 

does not unfairly discriminate between 

customers, issuers, brokers or dealers. 

The Exchange notes that it operates in 

a highly competitive environment. 

Indeed, there are currently 17 registered 

options exchanges that trade options. 

Based on publicly available information, 

no single options exchange has more 

than 17% of the market share and 

currently the Exchange represents only 

approximately 7% of the market share.7

The Commission has repeatedly 

expressed its preference for competition 

over regulatory intervention in 

determining prices, products, and 

services in the securities markets. 

Particularly, 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.’’ 8 As 

stated above, the Exchange operates in 

a highly competitive market in which 

market participants can readily direct 

order flow to competing venues if they 

deem fee levels at a particular venue to 

be excessive or incentives to be 

insufficient. The proposed fee changes 

reflect a competitive pricing structure 

designed to attract Professional 

Customer and Broker Dealer electronic 

non-auction order flow to BOX. 

The Exchange believes the proposed 

electronic Non-Auction Transaction fees 

for Professional Customer and Broker 

Dealer Penny Interval Class and SPY 

transactions contra to Public Customers 

are reasonable as the proposed fees are 

comparable to similar transaction fees 

assessed at other exchanges.9 The 

Exchange further believes that the 

proposed Professional Customer and 

Broker Dealer Penny Interval Class and 

SPY transaction fees will attract order 

flow because the reduced fees will be 

competitive with other exchanges. The 

Exchange notes that other exchanges 

assess fees between $0.47 and $0.50 for 

Professional Customer and Broker 

Dealer transactions in Penny Interval 

Classes, including SPY.10

The Exchange believes that assessing 

Professional Customers and Broker 

Dealers $0.50 for Penny Interval Class 

and SPY electronic Non-Auction 

Transactions contra to Public Customers 

is equitable and not unfairly 

discriminatory. The Exchange notes that 

Market Maker maker fees assessed for 

Penny Interval Classes contra to Public 

Customers for electronic Non-Auction 

Transactions are $0.50 and Market 

Maker maker fees assessed for SPY 

contra to Public Customers for 

electronic Non-Auction Transactions are 

$0.00. Thus, Professional Customer, 

Broker Dealer, and Market Maker maker 

fees in Penny Interval Classes contra to 

Public Customers for electronic NonAuction Transactions will be the same. 

The Exchange notes that Professional 

Customer and Broker Dealer maker fees 

for Penny Interval Classes and SPY 

contra to Public Customers for 

electronic Non-Auction Transactions 

will remain higher than Public 

Customer transactions where the contra 

party is another Public Customer. The 

securities markets generally, and BOX 

in particular, have historically aimed to 

improve markets for investors and 

develop various features within the 

market structure for Public Customer 

benefit. Accordingly, the Exchange 

believes that charging a lower fee for 

Public Customers compared to other 

account types on BOX is appropriate 

and not unfairly discriminatory. The 

Exchange believes that charging a lower 

fee for Public Customers will attract a 

high level of Public Customer order flow 

and create liquidity which will 

ultimately benefit all Participants 

trading on BOX. 

The Exchange believes that the evershifting market share among the 

exchanges from month to month 

demonstrates that market participants 

can shift order flow and discontinue or 

reduce use of certain categories of 

products in response to fee changes. 

Accordingly, competitive forces 

constrain options exchange transaction 

fees. Stated differently, changes to 

exchange transaction fees can have a 

direct effect on the ability of an 

exchange to compete for order flow. The 

Exchange believes the proposed changes 

are a reasonable attempt to effectively 

compete for electronic non-auction 

Professional Customer and Broker 

Dealer orders. The Exchange believes 

that the proposed change may 

incentivize Professional Customer and 

Broker Dealer order flow and, in turn, 

may make BOX a more competitive 

venue for order execution to the benefit 

of all Participants. Finally, the Exchange 

believes the proposed changes are 

consistent with the Act because, to the 

extent the modifications permit the 

Exchange to continue to attract greater 

volume and liquidity, the proposed 

changes would improve BOX’s overall 

competitiveness and strengthen market 

quality for all market participants. 

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 believes the proposed 

changes to Professional Customer and 

Broker Dealer maker fees for Penny 

Interval Classes and SPY contra to 

Public Customers in the electronic NonAuction Transactions fee structure will 

not impose a burden on intramarket 

competition as BOX believes that the 

changes will result in Professional 

Customers and Broker Dealers being 

charged appropriately for their Penny 

Interval Class and SPY maker 


khammond on DSKJM1Z7X2PROD with NOTICES
5054 Federal Register / Vol. 89, No. 17 / Thursday, January 25, 2024 / Notices 

11The Exchange notes that Public Customer fees 

remain lower than Market Maker fees, with the 

exception of Market Maker maker fees contra to 

Non-Public Customers for electronic Non-Auction 

Transactions, as well as Market Maker maker fees 

contra to Public Customers assessed in SPY for 

electronic Non-Auction Transactions. Similar to 

Public Customers, Market Makers are assessed no 

fee for the above transactions. 

12See supra note 5. 

13 15 U.S.C. 78s(b)(3)(A)(ii). 

14 17 CFR 240.19b–4(f)(2). 

15 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

transactions contra to Public Customers. 

The proposed change would apply to all 

similarly situated market participants 

and, accordingly, the proposed change 

would not impose a disparate burden on 

competition among Participants on 

BOX. The proposed change is designed 

to compete with other options 

exchanges and to attract order flow. The 

Exchange notes that Public Customer 

fees remain lower than Professional 

Customer, Broker Dealer, and certain 

Market Maker fees because BOX has 

historically aimed to improve markets 

for investors and develop various 

features within the market structure for 

Public Customer benefit.11 The 

Exchange believes further the proposed 

changes to Professional Customer and 

Broker Dealer Penny Interval Class and 

SPY maker fees contra to Public 

Customers in the electronic NonAuction Transactions fee structure will 

not impose a burden on intermarket 

competition. The Exchange notes that 

the Non-Auction Transaction fee 

structure as a whole, including the 

proposed change, is designed to be 

competitive with other options 

exchanges and to attract order flow. The 

Exchange believes the electronic NonAuction Transactions fee structure, 

including the proposed change, will 

remain competitive with other options 

exchanges.12

Finally, the Exchange notes that it 

operates in a highly competitive market 

in which market participants can 

readily favor competing venues. In such 

an environment, the Exchange must 

continually review, and consider 

adjusting, its fees and rebates to remain 

competitive with other exchanges. 

Because competitors are free to modify 

their own fees and rebates in response, 

and because market participants may 

readily adjust their order routing 

practices, the Exchange believes that the 

degree to which fee or rebate changes in 

this market may impose any burden on 

competition is extremely limited. For 

the reasons described above, the 

Exchange believes that the proposed 

rule change will encourage intermarket 

competition. 

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 Exchange Act 13

and Rule 19b–4(f)(2) thereunder,14

because it establishes or changes a due, 

or fee. 

At any time within 60 days of the 

filing of the proposed rule change, the 

Commission summarily may 

temporarily suspend the rule change if 

it appears to the Commission that the 

action is necessary or appropriate in the 

public interest, for the protection of 

investors, or would otherwise further 

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 numberSR– 

BOX–2024–04 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–BOX–2024–04. 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–BOX–2024–04 and should be 

submitted on or before February 15, 

2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.15

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–01392 Filed 1–24–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–99401; File No. SR–BOX– 

2024–05] 

Self-Regulatory Organizations; BOX 

Exchange LLC; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Amend the Fee 

Schedule for Trading on the BOX 

Options Market LLC Facility To Modify 

Certain Electronic Non-Auction 

Transaction Fees 

January 19, 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 

12, 2024, BOX Exchange LLC 

(‘‘Exchange’’) 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 

Exchange filed the proposed rule change 

pursuant to Section 19(b)(3)(A)(ii) of the 


khammond on DSKJM1Z7X2PROD with NOTICES