Federal Register / Vol. 89, No. 186 / Wednesday, September 25, 2024 / Notices 78397 

44 15 U.S.C. 78s(b)(3)(A). 

45 17 CFR 240.19b–4(f)(2). 

46 15 U.S.C. 78s(b)(2)(B). 47 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. 

Specifically, the Exchange believes 

that the proposed fees do not impose a 

burden on competition or on other 

exchanges that is not necessary or 

appropriate because of the availability 

of substitute partial depth of book 

market data products. Many other 

exchanges offer proprietary data feeds 

like the NYSE Agg Lite data feed, 

supplying partial depth of book order 

data, security status updates, stock 

summary messages, and the exchange’s 

best bid and offer at any given time, on 

a real-time basis. Because market data 

users can find suitable substitute feeds, 

an exchange that overprices its market 

data products stands a high risk that 

users may purchase another market’s 

market data product. These competitive 

pressures ensure that no one exchange’s 

market data fees can impose an 

unnecessary burden on competition, 

and the Exchange’s proposed fees do not 

do so here. 

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 is effective 

upon filing pursuant to Section 

19(b)(3)(A) 44 of the Act and 

subparagraph (f)(2) of Rule 19b–4 45

thereunder, because it establishes a due, 

fee, or other charge imposed by the 

Exchange. 

At any time within 60 days of the 

filing of such 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) 46 of the Act 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– 

NYSE–2024–54 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–2024–54. 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–2024–54 and should be 

submitted on or before October 16, 

2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.47

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–21878 Filed 9–24–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101111; File No. SR–NYSE– 

2024–59] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Amend Its 

Price List 

September 19, 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 

September 13, 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 and II 

below, which Items have been prepared 

by the self-regulatory 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) eliminate the current 

Step Up Tier 3 Adding Credit, and (2) 

adopt a new pricing tier for 

Supplemental Liquidity Providers 

(‘‘SLP’’) based on Step Up Tier 3 that 

offers incremental tiered credits for SLP 

orders providing displayed liquidity in 

Tapes A, B and C Securities that set the 

National Best Bid and Offer (‘‘NBBO’’) 

or BBO. The Exchange proposes to 

implement the fee changes effective 

September 13, 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 

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, 


ddrumheller on DSK120RN23PROD with NOTICES1
78398 Federal Register / Vol. 89, No. 186 / Wednesday, September 25, 2024 / Notices 

4The Exchange originally filed to amend the 

Price List on September 3, 2024 (SR–NYSE–2024– 

52). SR–NYSE–2024–52 was withdrawn on 

September 13, 2024 and replaced by this filing. 

5See Securities Exchange Act Release No. 51808 

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

(File No. S7–10–04) (Final Rule) (‘‘Regulation 

NMS’’). 

6See Securities Exchange Act Release No. 61358, 

75 FR 3594, 3597 (January 21, 2010) (File No. S7– 

02–10) (Concept Release on Equity Market 

Structure). 

7See Cboe U.S. Equities Market Volume 

Summary, available at https://markets.cboe.com/us/ 

equities/market_share. See generally https://

www.sec.gov/fast-answers/divisionsmarketregmr

exchangesshtml.html. 

8See FINRA ATS Transparency Data, available at 

https://otctransparency.finra.org/otctransparency/ 

AtsIssueData. A list of alternative trading systems 

registered with the Commission is available at 

https://www.sec.gov/foia/docs/atslist.htm. 

9See Cboe Global Markets U.S. Equities Market 

Volume Summary, available at https://

markets.cboe.com/us/equities/market_share/. 

10See id. 

11The Exchange proposes to relocate the 

definition of MPID from the Step Up Tier 3 Adding 

Credit to the current Step Up Tier 5 Adding Credit. 

12See Rule 1.1(q) (defining ‘‘NBBO’’ to mean the 

national best bid or offer). 

13See Rule 1.1(c) (defining ‘‘BBO’’ to mean the 

best bid or offer on the Exchange). 

14The terms ‘‘ADV’’ and ‘‘CADV’’ are defined in 

footnote * of the Price List. 

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) eliminate the current 

Step Up Tier 3 Adding Credit, and (2) 

adopt a new pricing tier for SLPs based 

on Step Up Tier 3 that offers 

incremental tiered credits for SLP orders 

providing displayed liquidity in Tapes 

A, B and C Securities that set the NBBO 

or BBO. 

The proposed changes respond to the 

current competitive environment where 

order flow providers have a choice of 

where to direct liquidity-providing 

orders by offering further incentives for 

member organizations to send 

additional liquidity to the Exchange, 

especially aggressively priced orders 

that improve the market by setting the 

NBBO or BBO on the Exchange. 

The Exchange proposes to implement 

the fee changes effective September 13, 

2024.4

Background 

Current Market and Competitive 

Environment 

The Exchange operates in a highly 

competitive market. The Commission 

has repeatedly expressed its preference 

for competition over regulatory 

intervention in determining prices, 

products, and services in the securities 

markets. 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.’’ 5

While Regulation NMS has enhanced 

competition, it has also fostered a 

‘‘fragmented’’ market structure where 

trading in a single stock can occur 

across multiple trading centers. When 

multiple trading centers compete for 

order flow in the same stock, the 

Commission has recognized that ‘‘such 

competition can lead to the 

fragmentation of order flow in that 

stock.’’ 6 Indeed, cash equity trading is 

currently dispersed across 16 

exchanges,7 numerous alternative 

trading systems,8 and broker-dealer 

internalizers and wholesalers, all 

competing for order flow. Based on 

publicly-available information, no 

single exchange currently has more than 

20% market share.9 Therefore, no 

exchange possesses significant pricing 

power in the execution of cash equity 

order flow. More specifically, the 

Exchange’s share of executed volume of 

equity trades in Tapes A, B and C 

securities is less than 12%.10

The Exchange believes that the evershifting market share among the 

exchanges from month to month 

demonstrates that market participants 

can move order flow, or discontinue or 

reduce use of certain categories of 

products. While it is not possible to 

know a firm’s reason for shifting order 

flow, the Exchange believes that one 

such reason is because of fee changes at 

any of the registered exchanges or nonexchange venues to which the firm 

routes order flow. Accordingly, 

competitive forces compel the Exchange 

to use exchange transaction fees and 

credits because market participants can 

readily trade on competing venues if 

they deem pricing levels at those other 

venues to be more favorable. 

In response to this competitive 

environment, the Exchange has 

established incentives for its member 

organizations who submit orders that 

provide liquidity on the Exchange. The 

proposed change is designed to 

continue to attract additional order flow 

to the Exchange by further incentivizing 

member organizations that are SLPs to 

submit additional displayed liquidity to, 

and quote aggressively in support of the 

price discovery process on, the 

Exchange. 

Proposed Rule Change 

The Exchange proposes to eliminate 

and remove the Step Up Tier 3 Adding 

Credit from the Price List and adopt 

tiered incremental credits for SLPs 

based on the Step Up Tier 3 Adding 

Credit that reflect streamlined 

requirements and higher credits. 

Currently, the Exchange provides an 

incremental $0.0006 credit in Tapes A, 

B and C securities for all orders from a 

qualifying member organization market 

participant identifier (‘‘MPID’’) 11 or 

mnemonic that sets the NBBO 12 or a 

new BBO 13 if the MPID or mnemonic: 

• has adding average daily volume 

(‘‘ADV’’) in Tapes A, B and C Securities 

as a percentage of Tapes A, B and C 

CADV,14 excluding any liquidity added 

by a DMM, that is at least 50% more 

than the MPID’s or mnemonic’s Adding 

ADV in Tapes A, B and C securities in 

June 2020 as a percentage of Tapes A, 

B and C CADV, and 

• is affiliated with an SLP that has an 

Adding ADV in Tape A securities at 

least 0.10% of NYSE CADV, and 

• has Adding ADV in Tape A 

securities as a percentage of NYSE 

CADV, excluding any liquidity added 

by a DMM, that is at least 0.20% 

The credit is in addition to the MPID’s 

or mnemonic’s current credit for adding 

liquidity and does not count toward the 

combined limit on SLP credits of 

$0.0032 per share provided for in the 

incremental credit per share for 

affiliated SLPs whereby SLPs can 

qualify for incremental credits of 

$0.0001, $0.0002 or $0.0003. 

As noted above, the Exchange 

proposes to eliminate this credit and 

related requirements in their entirety 

and adopt a more streamlined SLP 

incremental credit that would be set 

forth in the section of the Price List 

titled ‘‘Credit Applicable to 

Supplemental Liquidity Providers 

(‘‘SLPs’’)’’ under the new proposed 

heading titled ‘‘SLP Incremental 

Credit.’’ 

As proposed, there would be two SLP 

setter tiers. Under proposed SLP Setter 

Tier 1, an SLP that has 

• Adding ADV in Tape A securities of 

at least 0.08% of NYSE CADV, and 

• Adding ADV setting the NBBO or 

BBO as a percentage of Tape A, B and 

C CADV combined of at least 0.35% 

would be eligible to receive an 

incremental credit of $0.0008 per share 

for adding orders that set the NBBO or 

BBO in Tape A securities and an 

incremental credit of $0.0006 per share 


ddrumheller on DSK120RN23PROD with NOTICES1
Federal Register / Vol. 89, No. 186 / Wednesday, September 25, 2024 / Notices 78399 

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

16 15 U.S.C. 78f(b)(4) & (5). 

17See Securities Exchange Act Release No. 51808 

(June 9, 2005), 70 FR 37495, 37499 (June 29, 2005) 

(S7–10–04) (Final Rule) (‘‘Regulation NMS’’). 

18See Securities Exchange Act Release No. 61358, 

75 FR 3594, 3597 (January 21, 2010) (File No. S7– 

02–10) (Concept Release on Equity Market 

Structure). 

for adding orders that set the NBBO or 

BBO in Tape B and C Securities. 

Under proposed SLP Setter Tier 2, an 

SLP that has Adding ADV in Tape A 

securities of at least 0.08% of NYSE 

CADV would receive an incremental 

credit of $0.0007 per share for adding 

orders that set the NBBO or BBO in 

Tape A securities and an incremental 

credit of $0.0006 per share for adding 

orders that set the NBBO or BBO in 

Tape B and C Securities. 

Like the Step Up Tier 3 Adding Credit 

the Exchange would eliminate, the 

proposed incremental credits do not 

count toward the combined limit on 

SLP credits of $0.0032 per share 

provided for in the SLP Adding Tiers 

whereby SLPs can qualify for 

incremental credits of $0.0001, $0.0002 

or $0.0003. 

The purpose of this proposed change 

is to incentivize member organizations 

that are SLPs to increase aggressively 

priced liquidity-providing orders that 

improve the market by setting the NBBO 

or BBO. The proposed SLP Incremental 

Credit is thus intended to encourage 

higher levels of liquidity, which would 

support the quality of price discovery 

on the Exchange and is consistent with 

the overall goals of enhancing market 

quality. As noted above, the Exchange 

operates in a competitive environment, 

particularly as it relates to attracting 

non-marketable orders, which add 

liquidity to the Exchange. Because the 

proposed tier enables an SLP to receive 

an per share credit if the SLP meets 

certain trading qualifications and 

establishes the NBBO or BBO on the 

Exchange, the Exchange believes that 

the proposed credit would provide an 

incentive for SLPs and their affiliates to 

send additional liquidity to the 

Exchange to set the NBBO or BBO in 

order to qualify for it. 

The Exchange does not know how 

much order flow member organizations 

choose to route to other exchanges or to 

off-exchange venues. Since the 

proposed SLP incremental credit is new, 

the Exchange does not know how many 

SLPs could qualify for the proposed 

tiered credits based on their current 

trading profile on the Exchange. 

Without having a view of member 

organization’s activity on other 

exchanges and off-exchange venues, the 

Exchange has no way of knowing 

whether this proposed rule change 

would result in any SLP directing orders 

to the Exchange in order to qualify for 

the new setting tier. 

Finally, the Exchange would relocate 

the cap for the maximum average 

number of shares per day for the billing 

month in calculating the average 

monthly CADV for purposes of the Step 

Up Adding Tier 3 to the General section 

at the end of the SLP section of the Price 

List without substantive change. 

The proposed changes are not 

otherwise intended to address other 

issues, and the Exchange is not aware of 

any significant problems that market 

participants would have in complying 

with the proposed changes. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

Section 6(b) of the Act,15 in general, and 

furthers the objectives of Sections 

6(b)(4) and (5) of the Act,16 in particular, 

because it provides for the equitable 

allocation of reasonable dues, fees, and 

other charges among its members, 

issuers and other persons using its 

facilities and does not unfairly 

discriminate between customers, 

issuers, brokers or dealers. 

As discussed above, the Exchange 

operates in a highly competitive market. 

The Commission has repeatedly 

expressed its preference for competition 

over regulatory intervention in 

determining prices, products, and 

services in the securities markets. 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.’’ 17

While Regulation NMS has enhanced 

competition, it has also fostered a 

‘‘fragmented’’ market structure where 

trading in a single stock can occur 

across multiple trading centers. When 

multiple trading centers compete for 

order flow in the same stock, the 

Commission has recognized that ‘‘such 

competition can lead to the 

fragmentation of order flow in that 

stock.’’ 18

The Proposed Change Is Reasonable 

The Exchange believes that a new SLP 

Incremental Credit is reasonable. 

Specifically, the Exchange believes that 

the proposed incremental credits offer 

streamlined requirements and higher 

credits than the current Step Up Tier 3 

Adding Credit, and thus would provide 

an additional incentive for more SLPs to 

receive an incremental per share credit 

if the SLP sets the NBBO or BBO on the 

Exchange and meet certain Adding ADV 

requirements. The proposed 

incremental credit would thus provide 

incentives to member organizations that 

are SLPs to provide aggressively priced 

orders that improve the market by 

setting the NBBO or BBO on the 

Exchange and to send additional 

liquidity providing orders to the 

Exchange in Tape A, B and C securities. 

To the extent that the proposed change 

leads to an increase in overall liquidity 

activity on the Exchange and more 

competitive pricing, this will improve 

the quality of the Exchange’s market, 

improve quote spreads and increase its 

attractiveness to existing and 

prospective participants. 

As noted above, the Exchange 

operates in a highly competitive 

environment, particularly for attracting 

non-marketable order flow that provides 

liquidity on a public exchange. The 

Exchange believes it is reasonable to 

provide higher credits for orders that 

provide additional liquidity. Moreover, 

the Exchange believes that providing an 

incrementally higher credit for adding 

orders that set the NBBO or the BBO is 

reasonable because it would encourage 

additional aggressively priced displayed 

liquidity on the Exchange and because 

market participants benefit from the 

greater amounts of liquidity and 

narrower spreads present on the 

Exchange. Further, the Exchange 

believes that requiring member 

organizations to meet specific Adding 

ADV requirements as an SLP in order to 

qualify for the incremental credit is also 

reasonable because it would encourage 

additional displayed liquidity on the 

Exchange and because market 

participants benefit from the greater 

amounts of liquidity and narrower 

spreads present on the Exchange. 

Since the proposed SLP Incremental 

Credit would be new, no member 

organization currently qualifies for the 

proposed pricing tiers. As previously 

noted, without a view of member 

organization activity on other exchanges 

and off-exchange venues, the Exchange 

has no way of knowing whether the 

proposed rule change would result in 

any SLP qualifying for the tiers. The 

Exchange believes the proposed credit is 

reasonable as it would provide an 

additional incentive for SLPs to direct 

their order flow to the Exchange and 

provide meaningful added levels of 

liquidity in order to qualify for the 

higher incremental credits, thereby 

contributing to depth and market 

quality on the Exchange. Finally, the 

Exchange believes that excluding the 


ddrumheller on DSK120RN23PROD with NOTICES1
78400 Federal Register / Vol. 89, No. 186 / Wednesday, September 25, 2024 / Notices 

19 15 U.S.C. 78f(b)(8). 

20See Regulation NMS, 70 FR at 37498–99. 

proposed incremental credits for NBBO 

and BBO setting adding volume from 

the $0.0032 limit for SLP credits will 

continue to incentivize improved 

quoting and tighter spreads. The 

Exchange notes that all other adding 

orders from those qualifying SLPs will 

continue to subject to the $0.0032 limit. 

The Proposal is an Equitable Allocation 

of Fees 

The Exchange believes the proposal 

equitably allocates fees and credits 

among market participants because all 

member organizations that participate 

on the Exchange may qualify for the 

proposed credits and fees on an equal 

basis. The Exchange believes its 

proposal equitably allocates its fees and 

credits among its market participants by 

fostering liquidity provision and 

stability in the marketplace. 

The Exchange believes that by 

streamlining the requirements, the 

proposed SLP Incremental Credit will 

better allocate the proposed credits 

fairly among market participants and 

will incentivize more member 

organizations to send adding SLP 

liquidity to the Exchange, which in turn 

supports the quality of price discovery 

on the Exchange. The proposed tier will 

allow SLPs to qualify for a credit by 

adding liquidity and setting the NBBO 

or BBO at the stated levels in the 

requirements. The Exchange believes 

the proposed rule change would 

improve market quality for all market 

participants on the Exchange and, as a 

consequence, attract more liquidity to 

the Exchange, thereby improving 

market-wide quality and price 

discovery. It is equitable for the 

Exchange to add additional incentives 

for member organizations to receive a 

credit when their orders add liquidity to 

the Exchange as a means of 

incentivizing increased liquidity adding 

activity. An increase in overall liquidity 

on the Exchange will improve the 

quality of the Exchange’s market and 

increase its attractiveness to existing 

and prospective participants. 

The Exchange believes that requiring 

a member organization’s SLP to have 

specific Adding and Setting ADV 

requirements in order to qualify for the 

proposed credits would also encourage 

additional displayed liquidity on the 

Exchange. Since the proposed SLP 

Incentive Tier would be new, no SLP 

currently qualifies for it. As noted, 

without a view of member organization 

activity on other exchanges and offexchange venues, the Exchange has no 

way of knowing whether this proposed 

rule change would result in any SLP 

qualifying for the tiers. All member 

organizations that are SLPs or apply to 

be SLPs would be eligible to qualify for 

the proposed incremental credits if their 

SLP liquidity meets the Adding ADV 

requirements in Tapes A, B and C 

securities. Any market participant that 

is dissatisfied with the proposed new 

credit is free to shift order flow to 

competing venues that provide more 

favorable pricing or less stringent 

qualifying criteria. All such member 

organizations would continue to be 

subject to the same fee structure, and 

access to the Exchange’s market would 

continue to be offered on fair and 

nondiscriminatory terms. 

The Exchange believes that offering 

an incremental credit for setting the 

NBBO or BBO will encourage higher 

levels of liquidity provision in the price 

discovery process and is consistent with 

the overall goals of enhancing market 

quality, thereby providing additional 

price improvement opportunities on the 

Exchange and benefiting investors 

generally. As to those market 

participants that do not presently 

qualify for the adding liquidity credits, 

the proposal will not adversely impact 

their existing pricing or their ability to 

qualify for other credits provided by the 

Exchange. 

The Proposal is Not Unfairly 

Discriminatory 

The Exchange believes that the 

proposal is not unfairly discriminatory. 

In the prevailing competitive 

environment, member organizations are 

free to disfavor the Exchange’s pricing if 

they believe that alternatives offer them 

better value. 

The Exchange believes it is not 

unfairly discriminatory to provide 

additional per share credits for activity 

that encourages the setting of the NBBO 

or BBO on the Exchange as the proposed 

credits would be provided on an equal 

basis to all member organizations that 

are SLPs or that choose to become SLPs 

and that add liquidity by meeting the 

new proposed requirements, who would 

all be eligible for the same credits on an 

equal and non-discriminatory basis. 

Accordingly, no member organization 

already operating on the Exchange 

would be disadvantaged by the 

proposed allocation of fees. As noted, 

the Exchange intends for the proposal to 

improve market quality on the Exchange 

and by extension attract more liquidity 

to the market, thereby improving market 

wide quality and price discovery. The 

Exchange also believes that the 

proposed change is not unfairly 

discriminatory because it is reasonably 

related to the value to the Exchange’s 

market quality associated with higher 

volume. Further, as noted, the Exchange 

believes the proposal would provide an 

incentive for member organizations that 

are SLPs to continue to send orders that 

provide liquidity to the Exchange, to the 

benefit of all market participants. 

Further, it should be noted that the 

submission of orders to the Exchange is 

optional for member organizations in 

that they could choose whether to 

submit orders to the Exchange and, if 

they do, the extent of its activity in this 

regard. Finally, the Exchange believes 

that it is subject to significant 

competitive forces, as described below 

in the Exchange’s statement regarding 

the burden on competition. 

For the foregoing reasons, the 

Exchange believes that the proposal is 

consistent with the Act. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

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

the Act,19 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. Instead, as 

discussed above, the Exchange believes 

that the proposed changes would 

encourage the submission of additional 

liquidity to a public exchange, thereby 

promoting market depth, price 

discovery and transparency and 

enhancing order execution 

opportunities for member organizations. 

As a result, the Exchange believes that 

the proposed change furthers the 

Commission’s goal in adopting 

Regulation NMS of fostering integrated 

competition among orders, which 

promotes ‘‘more efficient pricing of 

individual stocks for all types of orders, 

large and small.’’ 20

Intramarket Competition. The 

proposed change is designed to attract 

additional order flow to the Exchange. 

The Exchange believes that the 

proposed changes would continue to 

incentivize market participants to direct 

order flow to the Exchange. Greater 

liquidity benefits all market participants 

on the Exchange by providing more 

trading opportunities and encourages 

member organizations to send orders, 

thereby contributing to robust levels of 

liquidity, which benefits all market 

participants on the Exchange. The 

proposed credits would be available to 

all similarly-situated market 

participants, and, as such, the proposed 

change would not impose a disparate 

burden on competition among market 

participants on the Exchange. As noted, 

the proposal would apply to all 

similarly situated member organizations 

on the same and equal terms, who 


ddrumheller on DSK120RN23PROD with NOTICES1
Federal Register / Vol. 89, No. 186 / Wednesday, September 25, 2024 / Notices 78401 

21 15 U.S.C. 78s(b)(3)(A). 22 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

would benefit from the changes on the 

same basis. Accordingly, the proposed 

change would not impose a disparate 

burden on competition among market 

participants on the Exchange. 

Intermarket Competition. The 

Exchange operates in a highly 

competitive market in which market 

participants can readily choose to send 

their orders to other exchange and offexchange venues if they deem fee levels 

at those other venues to be more 

favorable. In such an environment, the 

Exchange must continually adjust its 

fees and rebates to remain competitive 

with other exchanges and with offexchange venues. 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 

does not believe its proposed fee change 

can impose any burden on 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 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) 21 of the Act and paragraph 

(f)(2) of Rule 19b–4 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–2024–59 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–2024–59. 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–2024–59 and should be 

submitted on or before October 16, 

2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.22

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–21882 Filed 9–24–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101099; File No. SR–Phlx– 

2024–48] 

Self-Regulatory Organizations; Nasdaq 

PHLX LLC; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change To Codify the Definition 

of Phlx Options Trade Outline 

September 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 

September 6, 2024, Nasdaq PHLX LLC 

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

Securities and Exchange Commission 

(‘‘SEC’’ or ‘‘Commission’’) the 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 proposes to codify the 

definition of Phlx Options Trade 

Outline in the Phlx rulebook. This filing 

also incorporates a previous proposal to 

adjust fees for Phlx Options Trade 

Outline for both the End of Day and 

Intra-Day product. 

The text of the proposed rule change 

is available on the Exchange’s website at 

https://listingcenter.nasdaq.com/ 

rulebook/phlx/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. 


ddrumheller on DSK120RN23PROD with NOTICES1