13386 Federal Register / Vol. 89, No. 36 / Thursday, February 22, 2024 / Notices 

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

2 17 CFR 240.19b–4. 

3The term ‘‘Member’’ means an individual or 

organization approved to exercise the trading rights 

associated with a Trading Permit. Members are 

deemed ‘‘members’’ under the Exchange Act. See 

Exchange Rule 100. 

4Commission staff and FINRA have stated in 

guidance that inspections must include a physical, 

on-site review component. See SEC National 

Examination Risk Alert, Volume I, Issue 2 

(November 30, 2011) and FINRA Regulatory Notice 

11–54 (November 2011) (joint SEC and FINRA 

guidance stating, a ‘‘broker-dealer must conduct 

onsite inspections of each of its office locations; 

[OSJs] and non-OSJ branches that supervise nonbranch locations at least annually, all nonsupervising branch offices at least every three years; 

and non-branch offices periodically.’’) (footnote 

defining an OSJ omitted). See also SEC Division of 

Market Regulation, Staff Legal Bulletin No. 17: 

Remote Office Supervision (March 19, 2004) 

(stating, in part, that broker-dealers that conduct 

business through geographically dispersed offices 

have not adequately discharged their supervisory 

obligations where there are no on-site routine or 

‘‘for cause’’ inspections of those offices). 

5See Securities Exchange Act Release Nos. 97398 

(April 28, 2023), 88 FR 28620 (May 4, 2023) 

(‘‘FINRA Pilot Program Proposal’’); 98982 

(November 17, 2023), 88 FR 82464 (November 24, 

2023) (‘‘FINRA Pilot Program Approval Order’’) 

(SR–FINRA–2023–007). 

6See FINRA Regulatory Notice 24–02 (‘‘FINRA 

Pilot Program Notice’’), https://www.finra.org/rulesguidance/notices/24-02. See supra note 5. 

7See Securities Exchange Act Release Nos. 90937 

(January 15, 2021), 86 FR 6944 (January 25, 2021) 

(SR–MIAX–2021–01) (Notice of Filing and 

Immediate Effectiveness of a Proposed Rule Change 

To Amend Exchange Rule 1308, Supervision of 

Accounts, To Adopt Temporary Rules To Extend 

the Time by Which Members Must Complete Their 

Branch Office Inspections for the Calendar Year 

2020 and To Provide Temporary Remote Inspection 

Relief for Their Office Inspections for Calendar 

Years 2020 and 2021); 94251 (February 15, 2022), 

87 FR 9764 (February 22, 2022) (SR–MIAX–2022– 

09) (Notice of Filing and Immediate Effectiveness of 

a Proposed Rule Change by Miami International 

Securities Exchange, LLC To Amend Exchange Rule 

1308, Supervision of Accounts); and 96867 

(February 9, 2023), 88 FR 9919 (February 15, 2023) 

(SR–MIAX–2022–04) (Notice of Filing and 

Immediate Effectiveness of a Proposed Rule Change 

To Amend Exchange Rule 1308, Supervision of 

Accounts). 

8See supra note 5. 

9 Id. 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–99548; File No. SR–MIAX– 

2024–10] 

Self-Regulatory Organizations; Miami 

International Securities Exchange, 

LLC; Notice of Filing and Immediate 

Effectiveness of Proposed Rule 

Change To Amend Exchange Rule 

1308 To Extend the Temporary Remote 

Inspection Relief for Members Through 

June 30, 2024 

February 15, 2024. 

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

Securities Exchange Act of 1934 

(‘‘Exchange act’’ or ‘‘Act’’) 1 and Rule 

19b–4 thereunder,2 notice is hereby 

given that on February 6, 2024, Miami 

International Securities Exchange, LLC 

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

U.S. Securities and Exchange 

Commission (‘‘Commission’’ or ‘‘SEC’’) 

a proposed rule change as described in 

Items I and II, below, which Items have 

been prepared by the Exchange. The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange is filing a proposal to 

amend Exchange Rule 1308, 

Supervision of Accounts, to extend the 

temporary remote inspection relief for 

Members 3 through June 30, 2024. 

The text of the proposed rule change 

is available on the Exchange’s website at 

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

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

MIAX’s principal office, and at the 

Commission’s Public Reference Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

Exchange included statements 

concerning the purpose of and basis for 

the proposed rule change and discussed 

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 

Exchange Rule 1308, Supervision of 

Accounts, to extend the temporary 

remote inspection relief for Members 

through June 30, 2024. The Exchange 

makes this proposal to provide its 

Members continuity related to 

conducting inspections as part of 

satisfying the obligations of Exchange 

Rule 1308, Supervision of Accounts, at 

offices and locations requiring 

inspection during the first half of 

calendar year 2024.4 The Exchange 

believes that the proposed extension is 

necessary to provide firms the time to 

prepare for the implementation of the 

FINRA pilot program on remote 

inspections (‘‘FINRA Pilot Program’’). 

The U.S. Securities and Exchange 

Commission (‘‘Commission’’ or ‘‘SEC’’) 

approved the FINRA Pilot Program on 

November 17, 2023,5 and on January 23, 

2024, FINRA announced the 

implementation date of July 1, 2024.6

The Exchange plans to make a rule 

filing to incorporate the FINRA Pilot 

Program into Exchange Rule 1308, 

Supervision of Accounts, prior to the 

FINRA Pilot Program implementation 

date. 

The COVID–19 pandemic has caused 

a host of operational disruptions to the 

securities industry and impacted 

Members, regulators, investors, and 

other stakeholders. In response to the 

pandemic, the Exchange began 

providing temporary relief to Members 

from specified Exchange Rules and 

requirements, including Exchange Rule 

1308(d), Annual Branch Office 

Inspections, for calendar years 2020, 

2021, 2022, and 2023, subject to 

specified conditions,7 due to the 

logistical challenges of going on-site 

while public health and safety concerns 

related to COVID–19 persisted. The 

temporary relief provided in Exchange 

Rule 1308(d), Annual Branch Office 

Inspection, lapsed on December 31, 

2023. 

The pandemic accelerated the 

industry’s adoption of a broad remote 

work environment and the Exchange 

recognizes that the pandemic has 

profoundly changed attitudes on where 

work can occur. As a result of this 

change many firms have adopted, in 

varying scale, hybrid work models 

involving personnel who are working at 

least part time from alternative work 

locations (e.g., private residences). As 

part of an effort to modernize its rules 

to reflect evolving technologies and 

business models, in April 2023, FINRA 

filed the FINRA Pilot Program with the 

Commission.8 The FINRA Pilot Program 

provides for a voluntary, three-year 

remote inspection pilot program to 

allow broker-dealers to elect to fulfill 

their obligation under FINRA Rule 

3110(c), Internal Inspections, by 

conducting inspections of some or all 

branch offices and non-branch locations 

remotely without an on-site visit to such 

office or location, subject to specified 

terms. On November 17, 2023, the 

Commission approved the FINRA Pilot 

Program.9 The FINRA Pilot Program is 

designed to allow both FINRA and the 

firms that are planning to participate in 

the FINRA Pilot Program additional 

time to develop the technology and 

processes that will be essential to 

operationalize compliance with the 

FINRA Pilot Program’s requirements. 

For example, firms will need to conduct 

an eligibility review, and conduct and 


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Federal Register / Vol. 89, No. 36 / Thursday, February 22, 2024 / Notices 13387 

10See supra note 4. 

11While the World Health Organization declared 

an end to COVID–19 as a public health emergency, 

COVID–19 remains an ongoing public health 

problem. See WHO Director-General, Statement on 

the fifteenth meeting of the IHR (2005) Emergency 

Committee on the COVID–19 pandemic (May 5, 

2023) (stating, in part, that the ‘‘[w]hile the global 

risk assessment remains high, there is evidence of 

reducing risks to human health. . .’’), available at 

https://www.who.int/news/item/05-05-2023- 

statement-on-the-fifteenth-meeting-of-theinternational-health-regulations-(2005)-emergencycommittee-regarding-the-coronavirus-disease- 

(covid-19)-pandemic?_sm_au_

=iVVWFFPz51g33QZrctQ2NK76F2NJ1 (last visited 

January 10, 2024); see also Benjamin J. Silk, et al., 

COVID–19 Surveillance After Expiration of the 

Public Health Emergency Declaration—United 

States, May 11, 2023 (stating, among other things, 

that ‘‘[a]lthough COVID–19 no longer poses the 

societal emergency that it did when it first emerged 

in late 2019, COVID–19 remains an ongoing public 

health challenge. By April 26, 2023, more than 104 

million U.S. COVID–19 cases, 6 million related 

hospitalizations, and 1.1 million COVID–19– 

associated deaths were reported to CDC[.]’’), 72 

MMWR Morb Mortal Wkly Rep, 523–528 (2023), 

https://www.cdc.gov/mmwr/volumes/72/wr/pdfs/ 

mm7219e1-H.pdf (last visited January 10, 2024). 

Recent data on hospitalizations from the CDC 

indicate that the number of hospitalizations is up 

20.4% in the most recent week (as of December 24 

to December 30, 2023). See Centers for Disease 

Control and Prevents (‘‘CDC’’), COVID Data Tracker, 

Data Update for the United States, https://

covid.cdc.gov/covid-data-tracker/#datatrackerhome (last visited January 10, 2024). 

12Those standards provide, in part, that based on 

the factors set forth under that supplementary 

material, members ‘‘may need to provide for more 

frequent review of certain locations.’’ 

13See Securities Exchange Act Release No. 99383 

(Jan.17, 2024), 89 FR 4355 (Jan. 23, 2024) (SR–IEX– 

2024–02). 

14 15 U.S.C. 78f(b). 

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

16 Id. 

document a risk assessment for each 

office and location that they elect to 

inspect remotely, and implement 

technology to collect and report the 

required data and information to 

FINRA. Firms that do not elect to 

participate or would be excluded from 

participating in the FINRA Pilot 

Program will also be impacted and 

would need additional time to staff, 

schedule, and resume on-site 

inspections of offices or locations 10

within the context of some lingering 

health concerns and fluid work 

locations.11

In sum, as calendar year 2024 begins, 

the proposed extension of Exchange 

Rule 1308(d) would provide firms 

continuity in meeting their inspection 

obligations and would allow FINRA 

time to operationalize the FINRA Pilot 

Program. Relatedly, the proposed 

extension would give time for: (1) firms 

that are planning to participate in the 

FINRA Pilot Program to implement the 

processes needed to comply with the 

proposed terms therein; and (2) firms 

that are not planning to participate or 

are excluded from participating in the 

FINRA Pilot Program, to prepare to 

resume conducting on-site inspections 

of their offices and locations as part of 

satisfying the obligations of Exchange 

Rule 1308(d). 

The Exchange is not proposing to 

amend the other conditions of Exchange 

Rule 1308. The current conditions of the 

rule for firms that elect to conduct 

remote inspections would remain 

unchanged: such firms must amend or 

supplement their written supervisory 

procedures for remote inspections, use 

remote inspections as part of an 

effective supervisory system, and 

maintain the required documentation. 

The Exchange continues to believe this 

temporary remote inspection option is a 

reasonable alternative for firms to fulfill 

their Exchange Rule 1308 obligations 

under the current circumstances 

described above. This proposed 

extension is designed to maintain the 

investor protection objectives of the 

inspection requirements under these 

circumstances. As part of those 

objectives, firms should consider 

whether, under their particular 

operating conditions, continued reliance 

on Exchange Rule 1308(d) to conduct 

remote inspections would be reasonable 

under the circumstances. For example, 

firms with offices that are open to the 

public or that are otherwise doing 

business as usual should consider 

whether some in-person inspections 

would be feasible and add value to the 

firms’ supervisory program. The 

Exchange emphasizes that the 

inspection requirement is one aspect of 

a firm’s overall supervisory system, and 

that the inspection, whether done 

remotely under Exchange Rule 1308 or 

in accordance with the proposed FINRA 

Pilot Program, or on-site, would be held 

to the existing standards of review 

under Exchange Rule 1308.12

The Exchange notes that the proposed 

rule change is substantively identical to 

the proposed rule changes recently filed 

the Investors Exchange LLC (‘‘IEX’’).13

The Exchange notes that MIAX Chapter 

XIII is incorporated by reference into the 

rulebooks of the Exchange’s affiliates, 

MIAX PEARL, LLC (‘‘MIAX Pearl’’) and 

MIAX Emerald, LLC (‘‘MIAX Emerald’’). 

As such, the amendments to MIAX 

Chapter XIII proposed herein will also 

apply to MIAX Pearl and MIAX Emerald 

Chapters XIII. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

the Act and the rules and regulations 

thereunder applicable to the Exchange 

and, in particular, the requirements of 

Section 6(b) of the Act.14 Specifically, 

the Exchange believes that the proposed 

rule change is consistent with the 

Section 6(b)(5) 15 requirements that the 

rules of an exchange be designed to 

prevent fraudulent and manipulative 

acts and practices, 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. 

Additionally, the Exchange believes that 

the proposed rule change is consistent 

with the Section 6(b)(5) 16 requirement 

that the rules of an exchange not be 

designed to permit unfair 

discrimination between customers, 

issuers, brokers, or dealers. The 

Exchange’s rule proposal is intended to 

harmonize the Exchange’s supervision 

rules, specifically with respect to the 

requirements for inspections of 

Members’ branch offices and other 

locations, with those of FINRA, on 

which they are based. Consequently, the 

proposed change will conform the 

Exchange’s rules to changes made to 

corresponding FINRA rules, thus 

promoting application of consistent 

regulatory standards with respect to 

rules that FINRA enforces pursuant to 

its regulatory services agreement with 

the Exchange. The proposed rule change 

would also avoid a potential lapse in the 

temporary relief while FINRA prepares 

for the implementation of its recently 

approved FINRA Pilot Program, and 

allow firms time to adapt to the pilot 

program, and prepare for conducting onsite inspections, as applicable, while 

continuing to serve and promote the 

protection of investors and the public 

interest. 

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. The 

proposed rule change is not designed to 

address any competitive issue but to 

align the Exchange’s rules with those of 

FINRA, which will assist FINRA in its 

oversight work done pursuant to a 

regulatory services agreement with the 

Exchange. The proposed rule change 

will also provide for consistent 

application of the Exchange’s 

supervision rules with those of FINRA, 

on which they are based. Consequently, 


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13388 Federal Register / Vol. 89, No. 36 / Thursday, February 22, 2024 / Notices 

17 15 U.S.C. 78s(b)(3)(A). 

18 17 CFR 240.19b–4(f)(6). 

19 17 CFR 240.19b–4(f)(6)(iii). 

20See supra note 13. 

21 17 CFR 240.19b–4(f)(6). 

22 17 CFR 240.19b–4(f)(6)(iii). 

23For purposes only of waiving the 30-day 

operative delay, the Commission has considered the 

proposed rule change’s impact on efficiency, 

competition, and capital formation. See 15 U.S.C. 

78c(f). 

24 15 U.S.C. 78s(b)(2)(B). 

the Exchange does not believe that the 

proposed change implicates competition 

at all. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

Written comments were neither 

solicited nor received. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The Exchange has designated this rule 

filing as non-controversial under 

Section 19(b)(3)(A) of the Act 17 and 

Rule 19b–4(f)(6) 18 thereunder. Because 

the proposed rule change does not: (i) 

significantly affect the protection of 

investors or the public interest; (ii) 

impose any significant burden on 

competition; and (iii) become operative 

for 30 days after the date of the filing, 

or such shorter time as the Commission 

may designate, it has become effective 

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

Act and Rule 19b–4(f)(6) thereunder. In 

addition, the Exchange provided the 

Commission with written notice of its 

intent to file the proposed rule change, 

along with a brief description and text 

of the proposed rule change, at least five 

business days prior to the date of 

filing.19

The Exchange believes that this filing 

is non-controversial because it raises no 

novel issues and is consistent with 

FINRA rules previously approved by or 

filed with the Commission. In 

particular, the purpose of the proposed 

rule change is to harmonize with and 

conform to FINRA rules. The Exchange 

believes that the proposal promotes the 

protection of investors as it will 

harmonize the Exchange’s supervision 

rules with those of FINRA, which will 

simplify the oversight process 

conducted by FINRA pursuant to a 

regulatory services agreement with the 

Exchange. Moreover, the Exchange does 

not believe that the proposed rule 

change implicates competition at all 

because the proposed change aligns the 

Exchange’s rules with those of FINRA, 

which will assist it in its oversight work 

done pursuant to such regulatory 

services agreement. The proposed rule 

change is based on the recent changes 

by IEX,20 and therefore, does not present 

any new or novel issues not already 

considered by the Commission. 

A proposed rule change filed under 

Rule 19b–4(f)(6) 21 normally does not 

become operative prior to 30 days after 

the date of the filing. However, pursuant 

to Rule 19b–4(f)(6)(iii),22 the 

Commission may designate a shorter 

time if such action is consistent with the 

protection of investors and public 

interest. The Exchange has asked the 

Commission to waive the 30-day 

operative delay to permit the Exchange 

to harmonize its rules with FINRA, as 

described herein, upon effectiveness of 

the proposed rule filing. 

Since the proposed rule change would 

address Members’ ability to conduct 

remote inspections for any inspections 

to be conducted through June 30, 2024, 

waiving the 30-day operative delay 

would help ensure that Members could 

plan their 2024 inspection program and 

conduct remote inspections under a 

harmonized rule set, while at the same 

time helping ensure that its Members 

continue to perform their supervisory 

obligations. The Exchange stated that 

the proposed rule change does not 

present any new or novel issues because 

the Exchange is harmonizing its 

supervision rules with those of FINRA, 

on which they are based. The Exchange 

further stated that the proposed rule 

change would provide only temporary 

relief during the period in which the 

Exchange harmonizes its supervision 

rules with FINRA. For these reasons, the 

Commission believes that waiver of the 

30-day operative delay for this proposed 

rule change is consistent with the 

protection of investors and the public 

interest. Accordingly, the Commission 

waives the 30-day operative delay and 

designates the proposed rule change 

operative upon filing.23

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 

under Section 19(b)(2)(B) 24 of the Act to 

determine whether the proposed rule 

should be approved or disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s internet 

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

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include file number SR– 

MIAX–2024–10 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–MIAX–2024–10. 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–MIAX–2024–10 and should be 

submitted on or before March 14, 2024. 


lotter on DSK11XQN23PROD with NOTICES1
Federal Register / Vol. 89, No. 36 / Thursday, February 22, 2024 / Notices 13389 

25 17 CFR 200.30–3(a)(12). 

1The Participants are: Cboe BYX Exchange, Inc., 

Cboe BZX Exchange, Inc., Cboe EDGA Exchange, 

Inc., Cboe EDGX Exchange, Inc., The Financial 

Industry Regulatory Authority, Inc., Investors 

Exchange LLC, Long-Term Stock Exchange, Inc., 

MEMX LLC, MIAX Pearl, LLC, NASDAQ BX, Inc., 

NASDAQ PHLX LLC, The NASDAQ Stock Market 

LLC, New York Stock Exchange LLC, NYSE 

American LLC, NYSE Arca, Inc., NYSE Chicago, 

Inc., and NYSE National, Inc. (collectively, 

‘‘Participants’’). 

2On May 31, 2012, the Commission approved the 

Plan, as modified by Amendment No. 1. See 

Securities Exchange Act Release No. 67091, 77 FR 

33498 (June 6, 2012) (File No. 4–631) (‘‘Approval 

Order’’). On February 20, 2013, the Commission 

noticed for immediate effectiveness the Second 

Amendment to the Plan. See Securities Exchange 

Act Release No. 68953, 78 FR 13113 (February 26, 

2013). On April 3, 2013, the Commission approved 

the Third Amendment to the Plan. See Securities 

Exchange Act Release No. 69287, 78 FR 21483 

(April 10, 2013). On August 27, 2013, the 

Commission noticed for immediate effectiveness 

the Fourth Amendment to the Plan. See Securities 

Exchange Act Release No. 70273, 78 FR 54321 

(September 3, 2013). On September 26, 2013, the 

Commission approved the Fifth Amendment to the 

Plan. See Securities Exchange Act Release No. 

70530, 78 FR 60937 (October 2, 2013). On January 

7, 2014, the Commission noticed for immediate 

effectiveness the Sixth Amendment to the Plan. See 

Securities Exchange Act Release No. 71247, 79 FR 

2204 (January 13, 2014). On April 3, 2014, the 

Commission approved the Seventh Amendment to 

the Plan. See Securities Exchange Act Release No. 

71851, 79 FR 19687 (April 9, 2014). On February 

19, 2015, the Commission approved the Eight 

Amendment to the Plan. See Securities Exchange 

Act Release No. 74323, 80 FR 10169 (February 25, 

2015). On October 22, 2015, the Commission 

approved the Ninth Amendment to the Plan. See 

Securities Exchange Act Release No. 76244, 80 FR 

66099 (October 28, 2015). On April 21, 2016, the 

Commission approved the Tenth Amendment to the 

Plan. See Securities Exchange Act Release No. 

77679, 81 FR 24908 (April 27, 2016). On August 26, 

2016, the Commission noticed for immediate 

effectiveness the Eleventh Amendment to the Plan. 

See Securities Exchange Act Release No. 78703, 81 

FR 60397 (September 1, 2016). On January 19, 2017, 

the Commission approved the Twelfth Amendment 

to the Plan. See Securities Exchange Act Release 

No. 79845, 82 FR 8551 (January 26, 2017). On April 

13, 2017, the Commission approved the Thirteenth 

Amendment to the Plan. See Securities Exchange 

Act Release No. 80455, 82 FR 18519 (April 19, 

2017). On April 28, 2017, the Commission noticed 

for immediate effectiveness the Fourteenth 

Amendment to the Plan. See Securities Exchange 

Act Release No. 80549, 82 FR 20928 (May 4, 2017). 

On September 26, 2017, the Commission noticed for 

immediate effectiveness the Fifteenth Amendment 

to Plan. See Securities Exchange Act Release No. 

81720, 82 FR 45922 (October 2, 2017). On March 

15, 2018, the Commission noticed for immediate 

effectiveness the Sixteenth Amendment to the Plan. 

See Securities Exchange Act Release No. 82887, 83 

FR 12414 (March 21, 2018) (File No. 4–631). On 

April 12, 2018, the Commission approved the 

Seventeenth Amendment to the Plan. See Securities 

Exchange Act Release No. 83044, 83 FR 17205 

(April 18, 2018). On April 11, 2019, the 

Commission approved the Eighteenth Amendment 

to the Plan. See Securities Exchange Act Release 

No. 85623, 84 FR 16086 (April 17, 2019) 

(‘‘Amendment 18’’). On February 5, 2020, the 

Commission noticed for immediate effectiveness 

the Nineteenth Amendment to the Plan. See 

Securities Exchange Act Release No. 88122, 85 FR 

7805 (February 11, 2020) (File No. 4–631). On April 

21, 2020, the Commission approved the Twentieth 

Amendment to the Plan. See Securities Exchange 

Act Release No. 88704, 85 FR 23383 (April 27, 

2020). On July 29, 2020, the Commission noticed 

for immediate effectiveness the Twenty-First 

Amendment to the Plan. See Securities Exchange 

Act Release No. 89420, 85 FR 46762 (August 3, 

2020) (File No. 4–631). On October 1, 2020, the 

Commission noticed for immediate effectiveness 

the Twenty-Second Amendment to the Plan. See 

Securities Exchange Act Release No. 90068, 85 FR 

63322 (October 7, 2020) (File No. 4–631). 

3 15 U.S.C. 78k–1(a)(3). 

4 17 CFR 242.608. 

5See Securities Exchange Act Release No. 98928 

(November 14, 2023), 88 FR 81131 (‘‘Notice’’). 

Comments received in response to the Notice can 

be found on the Commission’s website at: https:// 

www.sec.gov/comments/4-631/4-631.htm. 

6 17 CFR 242.608(b)(2)(i). 

7On May 31, 2012, the Commission approved the 

Plan, as modified by Amendment No. 1. See 

Approval Order, supra note 2. 

8 17 CFR 242.600(b)(47). 

9See Notice, 88 FR at 81144–45 (setting forth the 

defined terms as used under the Plan). For purposes 

of this order, all capitalized terms referenced, but 

not otherwise defined, herein shall have the 

meanings as defined under the Plan or as defined 

in the Notice. 

10See Notice, 88 FR at 81148 (Appendix A to the 

Plan). 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.25

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–03540 Filed 2–21–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–99545; File No. 4–631] 

Joint Industry Plan; Order Instituting 

Proceedings To Determine Whether To 

Approve or Disapprove the TwentyThird Amendment to the National 

Market System Plan To Address 

Extraordinary Market Volatility by Cboe 

BYX Exchange, Inc., Cboe BZX 

Exchange, Inc., Cboe EDGA Exchange, 

Inc., Cboe EDGX Exchange, Inc., The 

Financial Industry Regulatory 

Authority, Inc., Investors Exchange 

LLC, Long-Term Stock Exchange, Inc., 

MEMX LLC, MIAX Pearl, LLC, NASDAQ 

BX, Inc., NASDAQ PHLX LLC, The 

NASDAQ Stock Market LLC, New York 

Stock Exchange LLC, NYSE American 

LLC, NYSE Arca, Inc., NYSE Chicago, 

Inc., and NYSE National, Inc. 

February 15, 2024. 

I. Introduction 

On October 24, 2023, NYSE Group, 

Inc., on behalf of the Participants 1 to 

the National Market System Plan to 

Address Extraordinary Market Volatility 

(‘‘Plan’’),2 filed with the Securities and 

Exchange Commission (‘‘Commission’’), 

pursuant to section 11A(a)(3) of the 

Securities Exchange Act of 1934 (‘‘Act’’ 

or ‘‘Exchange Act’’) 3 and Rule 608 

thereunder,4 a proposal (‘‘Proposal’’ or 

‘‘Proposed Amendment’’) to amend 

Appendix A to the Plan to provide that 

all exchange-traded products (‘‘ETPs’’) 

will be assigned to Tier 1 of the Plan, 

except for single stock ETPs, which will 

be assigned to the same tier as their 

underlying stock, and in each case 

adjusted for any leverage factor. The 

Proposed Amendment was published 

for comment in the Federal Register on 

November 21, 2023.5

This order institutes proceedings 

under Rule 608(b)(2)(i) of Regulation 

NMS 6 to determine whether to approve 

or disapprove the Proposed Amendment 

or to approve the Proposed Amendment 

with any changes or subject to any 

conditions the Commission deems 

necessary or appropriate after 

considering public comment. 

II. Background 

The Participants filed the Plan with 

the Commission on April 5, 2011 7 to 

create a market-wide limit up-limit 

down mechanism intended to address 

extraordinary market volatility in NMS 

Stocks, as defined in Rule 600(b)(47) of 

Regulation NMS under the Exchange 

Act.8 The Plan sets forth procedures that 

provide for market-wide limit up-limit 

down requirements to prevent trades in 

individual NMS Stocks from occurring 

outside of the specified Price Bands.9

These limit up-limit down requirements 

are coupled with Trading Pauses, as 

defined in Section I(Y) of the Plan, to 

accommodate more fundamental price 

moves. In particular, the Participants 

adopted the Plan to address 

extraordinary volatility in the securities 

markets, i.e., significant fluctuations in 

individual securities’ prices over a short 

period of time, such as those 

experienced during the ‘‘Flash Crash’’ 

on the afternoon of May 6, 2010. 

As set forth in more detail in the Plan, 

the single plan processor (‘‘Processor’’ 

or ‘‘Processors’’), which is responsible 

for consolidation of information for an 

NMS Stock pursuant to Rule 603(b) of 

Regulation NMS under the Exchange 

Act, calculates and disseminates a lower 

Price Band and upper Price Band for 

each NMS Stock. As set forth in Section 

V of the Plan, the Price Bands are based 

on a Reference Price for each NMS 

Stock that equals the arithmetic mean 

price of Eligible Reported Transactions 

for the NMS Stock over the immediately 

preceding five-minute period. The Price 

Bands for an NMS Stock are calculated 

by applying the Percentage Parameters, 

as set out in Appendix A to the Plan,10

for such NMS Stock to the Reference 


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