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
78402 Federal Register / Vol. 89, No. 186 / Wednesday, September 25, 2024 / Notices 

3The previously introduced fee proposal was 

initially filed on July 1, 2024, as SR–Phlx–2024–31. 

On July 15, 2024, that filing was withdrawn and 

refiled as SR–Phlx–2024–35. On July 29, 2024, that 

filing was withdrawn and refiled as SR–Phlx–2024– 

38. On August 12, 2024, that proposal was 

withdrawn and replaced with SR–Phlx–2024–41 to 

incorporate those fees into a filing that codifies the 

definition of PHLX Options Trade Outline. On 

August 23, 2024, SR–Phlx–2024–41 was withdrawn 

and replaced with SR–Phlx–2024–44 to provide 

additional information. On September 6, 2024, SR– 

Phlx–2024–44 was withdrawn and replaced with 

the instant filing to provide further information. 

4See Securities Exchange Act Release No. 62887 

(September 10, 2010), 75 FR 57092 (September 17, 

2010) (SR–Phlx–2010–121) (establishing fees for the 

PHOTO intra-day and end of day products); 

Securities Exchange Act Release No. 63351 

(November 19, 2010), 75 FR 73140 (November 29, 

2010) (SR–Phlx–2010–154) (establishing fees for 

PHOTO historical data); Securities Exchange Act 

Release No. 93293 (October 12, 2021), 86 FR 57716 

(October 18, 2021) (SR–Phlx–2021–58) (changing 

fees and introducing discount for historical data 

and license for the external distribution of Derived 

Data). 

5Every options series trades as a distinct symbol; 

the terms ‘‘series’’ and ‘‘symbol’’ are therefore 

synonyms. 

6PHOTO provides information on electronic 

trades, but excludes trades made on the PHLX floor. 

7PHOTO provides subscribers with the aggregate 

number of ‘‘opening purchase transactions.’’ The 

term ‘‘opening purchase transaction’’ means an 

exchange options transaction in which the 

purchaser’s intention is to create or increase a long 

position in the series of options involved in such 

transaction. See Options 1, Section 1(b)(34). 

PHOTO will also provide subscribers with the 

aggregate number of ‘‘opening writing 

transactions.’’ The term ‘‘opening writing 

transaction’’ means an Exchange options 

transaction in which the seller’s (writer’s) intention 

is to create or increase a short position in the series 

of options involved in such transaction. See 

Options 1, Section 1(b)(35). 

8The term ‘‘Customer’’ applies to any transaction 

that is identified by a member or member 

organization for clearing in the Customer range at 

The Options Clearing Corporation (‘‘OCC’’) which 

is not for the account of a broker or dealer or for 

the account of a ‘‘Professional’’ (as that term is 

defined in Options 1, Section 1(b)(45)). Options 7, 

Section 1(c). 

9The term ‘‘Broker-Dealer’’ applies to any 

transaction which is not subject to any of the other 

transaction fees applicable within a particular 

category. Options 7, Section 1(c). 

10The term ‘‘Market Maker’’ is defined in Options 

1, Section 1(b)(28) as a member of the Exchange 

who is registered as an options Market Maker 

pursuant to Options 2, Section 12(a). A Market 

Maker includes SQTs and RSQTs as well as Floor 

Market Makers. Options 7, Section 1(c). This 

includes specialists, Registered Options Traders 

(‘‘ROTs’’), Streaming Quote Traders (‘‘SQTs’’) and 

Remote Streaming Quote Traders (‘‘RSQTs’’). A 

‘‘Streaming Quote Trader’’ or ‘‘SQT’’ means a 

Market Maker who has received permission from 

the Exchange to generate and submit option 

quotations electronically in options to which such 

SQT is assigned. An SQT may only submit such 

quotations while such SQT is physically present on 

the trading floor of the Exchange. An SQT may only 

submit quotes in classes of options in which the 

SQT is assigned. See Options 1, Section 1(b)(54). A 

‘‘Remote Streaming Quote Trader’’ or ‘‘RSQT’’ 

means a Market Maker that is a member affiliated 

with a Remote Streaming Quote Trader 

Organization with no physical trading floor 

presence who has received permission from the 

Exchange to generate and submit option quotations 

electronically in options to which such RSQT has 

been assigned. A qualified RSQT may function as 

a Remote Lead Market Maker upon Exchange 

approval. An RSQT is also known as a Remote 

Market Maker (‘‘RMM’’) pursuant to Options 2, 

Section 11. A Remote Streaming Quote 

Organization (‘‘RSQTO’’) or Remote Market Maker 

Organization (‘‘RMO’’) are Exchange member 

organizations that have qualified pursuant to 

Options 2, Section 1. See Options 1, Section 

1(b)(49). 11The term ‘‘Firm’’ applies to any transaction that 

is identified by a member or member organization 

for clearing in the Firm range at OCC. Options 7, 

Section 1(c). 

12The term ‘‘Professional’’ applies to transactions 

for the accounts of Professionals, as defined in 

Options 1, Section 1(b)(45) means any person or 

entity that (i) is not a broker or dealer in securities, 

and (ii) places more than 390 orders in listed 

options per day on average during a calendar month 

for its own beneficial account(s). Options 7, Section 

1(c). 

13PHOTO provides subscribers with the aggregate 

number of ‘‘closing purchase transactions’’ in the 

affected series. A ‘‘closing purchase transaction’’ 

means an Exchange options transaction in which 

the purchaser’s intention is to reduce or eliminate 

a short position in the series of options involved in 

such transaction. See Options 1, Section 1(b)(11). 

PHOTO will also provide subscribers with the 

aggregate number of ‘‘closing sale transactions.’’ A 

‘‘closing sale transaction’’ means an Exchange 

options transaction in which the seller’s intention 

is to reduce or eliminate a long position in the 

series of options involved in such transaction. See 

Options 1, Section 1(b)(12). 

14The End of Day report includes a field that 

presents Total Industry Volume for the Series. 

15See Securities Exchange Act Release 63351 

(November 19, 2010), 75 FR 73140 (November 29, 

2010) (SR–Phlx–2010–154). 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The purpose of the proposed rule 

change is to 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.3

PHLX Options Trade Outline 

(‘‘PHOTO’’) 

PHOTO 4 provides aggregate quantity 

and volume information for trades on 

the Exchange for all series 5 during a 

trading session.6 Information is 

provided in the following categories: (i) 

total exchange volume for Intra-Day 

information and total exchange and 

industry volume for End of Day 

information for each reported series; (ii) 

open interest for the series; (iii) 

aggregate quantity of trades and 

aggregate trade volume effected to open 

a position,7 characterized by origin type 

(Customer,8 Broker-Dealer,9 Market 

Maker,10 Firm 11 and Professional 12), 

and for Customers and Professionals, 

further subdivided by trade size 

buckets; and (iv) aggregate quantity of 

trades and aggregate trade volume 

effected to close a position,13

characterized by origin type, (Customer, 

Broker-Dealer, Market Maker, Firm and 

Professional), and for Customers and 

Professionals, further subdivided by 

trade size buckets. 

PHLX Options Trade Outline End of 

Day will also provide opening buy, 

closing buy, opening sell and closing 

sell information, which shall include 

option first trade price, option high 

trade price, option low trade price, and 

option last trade price. 

End of Day information is available 

the next business day. Intra-Day 

information is updated at 10-minute 

intervals over the course of the trading 

day. Historical information is available 

upon request. 

PHOTO provides proprietary 

Exchange trade data and does not 

include any intraday trade data from 

any other exchange.14 The information 

provided, both in End of Day and 

Intraday formats, is not a real-time data 

feed. 

PHOTO is a completely voluntary 

product in that the Exchange is not 

required by any rule or regulation to 

make this data available and potential 

subscribers may purchase it only if they 

voluntarily choose to do so. 

This information is available to all 

market participants, including both 

members and non-members, for all 

series and symbols in End of Day, IntraDay, and historical files (upon request). 

The End of Day file is updated during 

an overnight process with the additional 

fields described above and is available 

the following morning. The monthly 

subscriber fee for the End of Day 

product is currently $750. 

The Intra-Day product is captured in 

‘‘snapshots’’ taken every 10 minutes 

throughout the trading day, available to 

subscribers within 2 minutes of the 

conclusion of each period. Subscribers 

receive the first calculation at 9:42 a.m. 

ET, representing data captured from 

9:30 a.m. to 9:39 a.m., and the second 

calculation at 9:52 a.m., representing 

data from both the most recent snapshot 

and previous snapshots, continuing over 

the course of the trading day. The 

monthly subscriber fee for the Intra-Day 

product is currently $2,500. 

PHOTO historical data provides 

information about the past activity of all 

option series traded on the Exchange for 

each trading session conducted during a 

prior calendar month selected by the 

subscriber.15 This data is intended to 

enhance a purchaser’s ability to analyze 

option trade and volume data, evaluate 

historical trends in the trading activity 


ddrumheller on DSK120RN23PROD with NOTICES1
Federal Register / Vol. 89, No. 186 / Wednesday, September 25, 2024 / Notices 78403 

16See Nasdaq Stock Market Rules, Options 7, 

Section 4 (Nasdaq Options Market Data Distributor 

Fees). 

17See Nasdaq ISE Rules, Options 7, Section 10(A) 

and (B) (Nasdaq ISE Open/Close Trade Profile End 

of Day; Nasdaq ISE Open/Close Trade Profile Intraday). 

18See Nasdaq GEMX Rules, Options 7, Sections 

7(D) (Nasdaq GEMX Open/Close End of Day Trade 

Profile) and 7(E) (Nasdaq GEMX Open/Close Intraday Trade Profile). 

19See, e.g., Securities Exchange Act Release No. 

94913 (May 13, 2022), 87 FR 30534 (May 19, 2022) 

(SR–Cboe–2022–023) (describing End of Day and 

Intra-day Open-Close Data as a summary of trading 

activity on the exchange at the option level by 

origin, side of the market, price and transaction 

type). 

20See, e.g., Securities Exchange Act Release No. 

93803 (December 16, 2021), 86 FR 72647 (December 

22, 2021) (SR–NYSEAMER–2021–46) (describing 

the NYSE Options Open-Close Volume Summary as 

a volume summary of trading activity on the 

exchange at the option level by origin, side of the 

market, contract volume and transaction type). 

21See, e.g., Securities Exchange Act Release No. 

93132 (September 27, 2021), 86 FR 54499 (October 

1, 2021) (SR–NYSEArca–2021–82) (describing the 

NYSE Options Open-Close Volume Summary as a 

volume summary of trading activity on the 

exchange at the option level by origin, side of the 

market, contract volume and transaction type). 

22See, e.g., Securities Exchange Act Release No. 

97174 (March 21, 2023), 88 FR 18201 (March 27, 

2023) (SR–BOX–2023–09) (describing the BOX 

exchange Open-Close Data report as providing 

volume by origin, buying/selling, and opening/ 

closing criteria). 

23See, e.g., Securities Exchange Act Release No. 

91964 (May 21, 2021), 86 FR 28667 (May 27, 2021) 

(SR–PEARL–2021–24) (introducing the Open-Close 

Report). 

24 15 U.S.C. 78f(b). 

25 15 U.S.C. 78f(b)(5). 

26 15 U.S.C. 78f(b). 

27 15 U.S.C. 78f(b)(4) and (5). 

of a particular option series, and create 

and test trading models and analytical 

strategies. Historical files provide the 

same fields of information as the End of 

Day and Intraday files, respectively. 

Historical data is available starting in 

January 2009. 

Products similar to Trade Outline 

have been available on multiple 

exchanges for many years and are wellestablished in the market. Such 

products are available from Nasdaq 

Options Market (‘‘NOM’’),16 Nasdaq ISE 

LLC (‘‘ISE’’),17 Nasdaq GEMX LLC 

(‘‘GEMX’’),18 Cboe Options Exchange 

(‘‘Cboe’’),19 NYSE American Options 

(‘‘NYSE American’’),20 NYSE Arca 

Options (‘‘NYSE Arca’’),21 BOX Options 

Market LLC (‘‘BOX’’),22 MIAX Pearl 

Options Exchange (‘‘Pearl’’),23 and 

others. In general, the relative value of 

these products depends on the volume 

of transactions included; the greater the 

volume of transactions, the greater the 

value of the data. The current 

purchasers of Trade Outline are 

investment banks, market makers, asset 

managers and other buy-side investors. 

Proposed Changes 

Definition of PHOTO 

The Exchange proposes to codify the 

definition of PHOTO. Nothing in this 

codification is intended to change the 

product in any way, but rather is 

intended to describe the product exactly 

as it exists. Specifically, the Exchange 

proposes the following definition: 

PHLX Options Trade Outline provides 

aggregate quantity and volume information 

for trades on the Exchange for all series 

during a trading session. Information is 

provided in the following categories: (i) total 

exchange volume for Intra-Day information 

and total exchange and industry volume for 

End of Day information for each reported 

series; (ii) open interest for the series; (iii) 

aggregate quantity of trades and aggregate 

trade volume effected to open a position, 

characterized by origin type (Customer, 

Broker-Dealer, Market Maker, Firm, and 

Professional), and for Customers and 

Professionals, further subdivided by trade 

size buckets; and (iv) aggregate quantity of 

trades and aggregate trade volume effected to 

close a position, characterized by origin type 

(Customer, Broker-Dealer, Market Maker, 

Firm, and Professional), and for Customers 

and Professionals, further subdivided by 

trade size buckets. 

PHLX Options Trade Outline End of Day 

will also provide opening buy, closing buy, 

opening sell and closing sell information, 

which shall include option first trade price, 

option high trade price, option low trade 

price, and option last trade price. 

End of Day information will be available 

the next business day. Intra-Day information 

is updated at 10-minute intervals over the 

course of the trading day. Historical 

information will be available upon request. 

Previously Introduced Fee Changes 

The Exchange previously proposed to 

increase the fee for the End of Day 

product from $750 to $850 per month, 

and the Intra-Day Product from $2,500 

to $3,000 per month. 

The Exchange also proposes to clarify 

that ad hoc requests for historical data 

are $500 per month for End of Day data 

and $1,000 per month for Intra-Day 

data, and that historical data will be 

available starting in January 2009. These 

rates will apply to any request for 

historical data that does not fall within 

the existing discounts for the most 

recent 36 months of information for 

Current Distributors. The proposed 

language is intended to avoid confusion 

over fees for historical data, and to 

specify the availability of such data, but 

will not change any applicable fees. 

In addition, the Exchange proposes to 

insert a comma after the phrase ‘‘or the 

Intra-Day Product for the current 

month’’ into the definition of Current 

Distributor. The revised sentence will 

read as follows: 

A ‘‘Current Distributor’’ is any firm that 

purchases either the End of Day Product for 

the current month, or the Intra-Day Product 

for the current month, in the same month 

that the 36 months of historical End of Day 

or Intra-Day data is ordered. 

The change is designed to clarify that 

the phrase ‘‘the same month that the 36 

months of historical End of Day or IntraDay data is ordered’’ applies to both 

firms that purchase End of Day data in 

the current month and firms that 

purchase Intra-Day data for the current 

month. The clarification will not change 

how the fee is charged. 

2. Statutory Basis 

The Exchange believes that its 

proposal to codify the definition of 

PHOTO is consistent with Section 6(b) 

of the Act,24 in general, and furthers the 

objectives of Section 6(b)(5) of the Act,25

in particular, in that it is designed to 

promote just and equitable principles of 

trade, 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. 

Adding the definition of PHOTO will 

provide additional clarity and 

specificity to the Phlx rulebook. Nothing 

in this codification is intended to 

change the product or the way it 

functions, but rather is intended to 

describe the product exactly as it exists 

today. Providing additional clarity about 

an exchange product will help investors 

make better informed decisions about 

PHOTO, and therefore will help protect 

investors and promote the public 

interest. 

Similarly, adding language regarding 

fees for ad hoc requests for historical 

data that do not fall within existing 

discounts for historical data will also 

provide additional clarity and 

specificity to the rulebook. Nothing in 

this codification is intended to change 

the product or the way it functions, but 

rather is intended to describe the 

product as it exists today. 

The same holds true for the 

clarification of the definition of Current 

Distributor, which is also designed to 

add clarity and specificity to the 

rulebook without changing the 

underlying fees. This additional clarity 

will help investors make better 

informed decisions about PHOTO, and 

thereby help protect investors and 

promote the public interest. 

The Exchange also believes that its 

proposal to change fees is consistent 

with Section 6(b) of the Act,26 in 

general, and furthers the objectives of 

Sections 6(b)(4) and 6(b)(5) of the Act,27

in particular, in that it provides for the 

equitable allocation of reasonable dues, 

fees and other charges among members 


ddrumheller on DSK120RN23PROD with NOTICES1
78404 Federal Register / Vol. 89, No. 186 / Wednesday, September 25, 2024 / Notices 

28See Securities Exchange Act Release No. 62887 

(September 10, 2010), 75 FR 57092 (September 17, 

2010) (SR–Phlx–2010–121) (introducing PHOTO on 

September 1, 2010). 

29See Nasdaq ISE Rules, Options 7, Section 10(A) 

and (B) (Nasdaq ISE Open/Close Trade Profile End 

of Day; Nasdaq ISE Open/Close Trade Profile Intraday). 

30See Nasdaq GEMX Rules, Options 7, Sections 

7(D) (Nasdaq GEMX Open/Close End of Day Trade 

Profile) and 7(E) (Nasdaq GEMX Open/Close Intraday Trade Profile). 

31See, e.g., Securities Exchange Act Release No. 

94913 (May 13, 2022), 87 FR 30534 (May 19, 2022) 

(SR–Cboe–2022–023) (describing End of Day and 

Intra-day Open-Close Data as a summary of trading 

activity on the exchange at the option level by 

origin, side of the market, price and transaction 

type). 

32See, e.g., Securities Exchange Act Release No. 

93803 (December 16, 2021), 86 FR 72647 (December 

22, 2021) (SR–NYSEAMER–2021–46) (describing 

the NYSE Options Open-Close Volume Summary as 

a volume summary of trading activity on the 

exchange at the option level by origin, side of the 

market, contract volume and transaction type). 

33See, e.g., Securities Exchange Act Release No. 

93132 (September 27, 2021), 86 FR 54499 (October 

1, 2021) (SR–NYSEArca–2021–82) (describing the 

NYSE Options Open-Close Volume Summary as a 

volume summary of trading activity on the 

exchange at the option level by origin, side of the 

market, contract volume and transaction type). 

34See, e.g., Securities Exchange Act Release No. 

97174 (March 21, 2023), 88 FR 18201 (March 27, 

2023) (SR–BOX–2023–09) (describing the BOX 

exchange Open-Close Data report as providing 

volume by origin, buying/selling, and opening/ 

closing criteria). 

35See, e.g., Securities Exchange Act Release No. 

91964 (May 21, 2021), 86 FR 28667 (May 27, 2021) 

(SR–PEARL–2021–24) (introducing the Open-Close 

Report). 

36The decision of the United States Court of 

Appeals for the District of Columbia Circuit in 

NetCoalition v. SEC, 615 F.3d 525 (D.C. Cir. 2010) 

upheld the Commission’s reliance upon 

competitive markets to set reasonable and equitably 

allocated fees for market data. ‘‘In fact, the 

legislative history indicates that the Congress 

intended that the market system evolve through the 

interplay of competitive forces as unnecessary 

regulatory restrictions are removed and that the SEC 

wield its regulatory power in those situations where 

competition may not be sufficient, such as in the 

creation of a consolidated transactional reporting 

system.’’ NetCoalition I at 535 (quoting H.R. Rep. 

No. 94–229, at 92 (1975), as reprinted in 1975 

U.S.C.C.A.N. 321, 323) (internal quotation marks 

omitted). The court agreed with the Commission’s 

conclusion that ‘‘Congress intended that 

competitive forces should dictate the services and 

practices that constitute the U.S. national market 

system for trading equity securities.’’ Id. (quoting 

Securities Exchange Act Release No. 59039 

(December 2, 2008), 73bFR 74770 (December 9, 

2008) (SR–NYSEArca–2006–21)). 

37See Securities Exchange Act Release No. 59039 

(December 2, 2008), 73 FR 74770 (December 9, 

2008) (SR–NYSEArca–2006–21). 

38See id. 

39See Securities Exchange Act Release No. 51808 

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

(‘‘Regulation NMS Adopting Release’’). 

40These substitute products include NOTO, ISE 

Trade Profile, GEMX Trade Profile data; open-close 

data from Cboe C1, C2, BZX, and EDGX; and Open 

Close Reports from MIAX Options, Pearl, and 

Emerald. 

41See NasdaqTrader.com, ‘‘Options Market 

Statistics,’’ available at https://

www.nasdaqtrader.com/Trader.aspx?id=

OptionsVolumeSummary. 

42See Cboe DataShop, ‘‘Cboe Open-Close Volume 

Summary,’’ available at https://datashop.cboe.com/ 

cboe-options-open-close-volume-summary. 

43 Id. 

44 Id. 

and issuers and other persons using any 

facility, and is not designed to permit 

unfair discrimination between 

customers, issuers, brokers, or dealers. 

Equitable Allocation of Reasonable 

Dues, Fees and Other Charges 

The proposed changes are an 

equitable allocation of reasonable dues, 

fees and other charges because: (i) the 

trade outline products offered by 

multiple exchanges are substitutes, and 

customers are free to choose which 

product they purchase; and (ii) the 

proposed fees are comparable to the fees 

charged by other exchanges, and 

customers are free to purchase other 

products if the Exchange has mistaken 

the value of its product. 

Substitution 

As noted above, products similar to 

Trade Outline have been available on 

multiple exchanges for many years and 

are well-established in the market. Such 

products are available from the Phlx,28

ISE,29 GEMX,30 Cboe,31 NYSE 

American,32 NYSE Arca,33 BOX,34

Pearl,35 and others. 

Trade outline products offer the same 

categories of data through end of day or 

intra-day reports. The information 

provided by one exchange is generally 

similar to that provided by other 

exchanges because order flow can move 

from one exchange to another, and 

market sentiment trends that appear on 

one exchange are likely to be similar to 

the sentiment trends on other 

exchanges. The key differentiator in the 

quality of the data depends on the 

volume of transactions on a given 

exchange; the greater the volume of 

transactions, the greater the value of the 

data. Customers can choose not to 

purchase the trade outline product of 

one exchange and substitute it for that 

of another exchange. 

Customers can also choose not to 

purchase a trade outline product at all. 

Trade outline products are designed to 

help investors understand underlying 

market trends to improve the quality of 

investment decisions, but are not 

necessary to execute a trade. Customers 

can, and do, choose to forego the 

information from Trade Outline or any 

of its competitor products when making 

a trade. 

Nasdaq and its affiliates have 

observed that customers purchase 

sufficient data to provide a view of the 

market, but not more, as the value of 

data from each additional exchange 

yields diminishing returns. As a result, 

all exchanges are limited in what they 

will be able to charge for trade outline. 

As the Commission and courts 36 have 

recognized, ‘‘[i]f competitive forces are 

operative, the self-interest of the 

exchanges themselves will work 

powerfully to constrain unreasonable or 

unfair behavior.’’ 37 Accordingly, ‘‘the 

existence of significant competition 

provides a substantial basis for finding 

that the terms of an exchange’s fee 

proposal are equitable, fair, reasonable, 

and not unreasonably or unfairly 

discriminatory.’’ 38 The Commission 

and the courts have repeatedly 

expressed their preference for 

competition over regulatory 

intervention in determining prices, 

products, and services in the securities 

markets. In Regulation NMS, while 

adopting a series of steps to improve the 

current market model, 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.’’ 39

Trade Outline is in direct competition 

with multiple exchanges that offer 

similar products in end of day and intraday formats.40

Comparability of Proposed Fees 

The proposed fees are comparable to 

the fees charged by similarly situated 

exchanges. 

As explained above, the value of 

Trade Outline is determined in part by 

the number of underlying transactions 

reflected in the data. The Phlx Exchange 

has a market share comparable to the 

Cboe C1 exchange, which has a market 

share of approximately 9%, while PHLX 

has a market share of approximately 

10% during the second quarter of 

2024.41 As the Cboe C1 exchange 

charges $3,000 for its intra-day 

product,42 the proposed fee of $3,000 for 

the PHLX Intra-day product is 

comparable. 

For the end of day trade outline 

product, Cboe C1 charges $600.43 The 

Exchange believes that a fee of $600 

understates the true value of the end of 

day product. The Intra-day to end of day 

price ratio for Cboe C1 is 5:1 ($3,000 v. 

$600). Most trade outline products have 

a lower ratio. EDGX, with an 8% market 

share, has a ratio of 2:1 ($1,000 for intraday data and $500 for end of day 

data).44 PHLX believes that the 

proposed end of day fee of $850 (with 

a ratio of 3.5:1) better reflects the 


ddrumheller on DSK120RN23PROD with NOTICES1
Federal Register / Vol. 89, No. 186 / Wednesday, September 25, 2024 / Notices 78405 

45 15 U.S.C. 78s(b)(3)(A). 

46 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– 

4(f)(6) requires a self-regulatory organization to give 

the Commission 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 

of the proposed rule change, or such shorter time 

as designated by the Commission. The Exchange 

has satisfied this requirement. 

47 17 CFR 240.19b–4(f)(6). 

48 17 CFR 240.19b–4(f)(6)(iii). 

49For purposes only of waiving the 30-day 

operative delay, the Commission has considered the 

proposed rule’s impact on efficiency, competition, 

and capital formation. See 15 U.S.C. 78c(f). 

relative value of the products, and 

therefore is proposing a fee of $850 for 

its end of day product. 

If the Exchange is incorrect in its 

assessment of the marketplace, current 

and prospective customers will elect not 

to purchase Trade Outline. 

As noted above, clarifying fees for ad 

hoc requests for historical data, and the 

definition of Current Distributor, will 

not change fees, and therefore will not 

impact the equitable allocation of 

reasonable dues, fees and other charges. 

The Proposal Does Not Permit Unfair 

Discrimination 

Nothing in the proposal treats any 

category of market participant any 

differently from any other category of 

market participant. Trade Outline is 

available to all market participants, 

including members and non-members, 

and all market participants receive the 

same information in the Trade Outline 

data feed. 

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. In terms of 

inter-market competition, the Exchange 

notes that it operates in a highly 

competitive market in which market 

participants can readily favor competing 

venues if they deem fee levels at a 

particular venue to be excessive, or 

rebate opportunities available at other 

venues to be more favorable. In such an 

environment, the Exchange must 

continually adjust its fees to remain 

competitive with other exchanges and 

with alternative trading systems that 

have been exempted from compliance 

with the statutory standards applicable 

to exchanges. Because competitors are 

free to modify their own fees in 

response, and because market 

participants may readily adjust their 

order routing practices, the Exchange 

believes that the degree to which fee 

changes in this market may impose any 

burden on competition is extremely 

limited. 

Adding the definition of PHOTO will 

promote competition by helping 

investors make better informed 

decisions about PHOTO. Nothing about 

the addition of a definition will impact 

inter-market competition or intra-market 

competition negatively. 

Intermarket Competition 

Nothing in the proposal burdens 

inter-market competition (the 

competition among self-regulatory 

organizations). 

As discussed above, Trade Outline is 

subject to direct competition from other 

options exchanges that offer substitutes. 

Nothing in the proposal would interfere 

with the ability of any exchange to 

change its fees. 

Intra-Market Competition 

Nothing in the proposal burdens 

intra-market competition (the 

competition among consumers of 

exchange data). Trade Outline is 

available to any customer under the 

same fee schedule as any other 

customer, and any market participant 

that wishes to purchase these products 

can do so on a non-discriminatory basis. 

Adding language to clarify fees for ad 

hoc requests for historical data, and to 

clarify the definition of Current 

Distributor, will not change fees, and 

will promote competition by better 

informing investors. 

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 

Because the foregoing 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 if consistent 

with the protection of investors and the 

public interest, it has become effective 

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

Act 45 and Rule 19b–4(f)(6) 46

thereunder. 

A proposed rule change filed under 

Rule 19b–4(f)(6) 47 normally does not 

become operative prior to 30 days after 

the date of the filing. However, pursuant 

to Rule 19b–4(f)(6)(iii),48 the 

Commission may designate a shorter 

time if such action is consistent with the 

protection of investors and the public 

interest. The Exchange has asked the 

Commission to waive the 30-day 

operative delay so that the proposed 

rule change may become operative upon 

filing. The Exchange states that adding 

the definition of PHOTO will provide 

additional clarity and specificity to the 

Phlx rulebook, and nothing in the 

clarification changes the product or the 

way it functions, but rather describes 

the product exactly as it exists today. 

The Exchange also states that the fees 

included in this filing have been in 

effect since July 1, 2024, and waiver of 

the operative delay will allow 

application of those fees to continue 

uninterrupted. For these reasons, the 

Commission believes that waiving the 

30-day operative delay is consistent 

with the protection of investors and the 

public interest. Therefore, the 

Commission hereby waives the 

operative delay and designates the 

proposal operative upon filing.49

At any time within 60 days of the 

filing of the proposed rule change, the 

Commission summarily may 

temporarily suspend such rule change if 

it appears to the Commission that such 

action is necessary or appropriate in the 

public interest, for the protection of 

investors, or otherwise in furtherance of 

the purposes of the Act. If the 

Commission takes such action, the 

Commission shall institute proceedings 

to determine whether the proposed rule 

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– 

Phlx–2024–48 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–Phlx–2024–48. 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 


ddrumheller on DSK120RN23PROD with NOTICES1
78406 Federal Register / Vol. 89, No. 186 / Wednesday, September 25, 2024 / Notices 

50 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. 

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–Phlx–2024–48 and should be 

submitted on or before October 16, 

2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.50

Vanessa A. Countryman, 

Secretary. 

[FR Doc. 2024–21871 Filed 9–24–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Investment Company Act Release No. 

35328; 812–15596] 

Gemcorp Capital Advisors LLC and 

Gemcorp Commodities Alternative 

Products Fund 

September 19, 2024. 

AGENCY: Securities and Exchange 

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

ACTION: Notice. 

Notice of an application under section 

6(c) of the Investment Company Act of 

1940 (the ‘‘Act’’) for an exemption from 

sections 18(a)(2), 18(c) and 18(i) of the 

Act, under sections 6(c) and 23(c) of the 

Act for an exemption from rule 23c–3 

under the Act, and for an order pursuant 

to section 17(d) of the Act and rule 17d– 

1 under the Act. 

SUMMARY OF APPLICATION: Applicants 

request an order to permit certain 

registered closed-end investment 

companies to issue multiple classes of 

shares and to impose asset-based 

distribution and/or service fees and 

early withdrawal charges. 

APPLICANTS: Gemcorp Capital Advisors 

LLC and Gemcorp Commodities 

Alternative Products Fund. 

FILING DATES: The application was filed 

on June 28, 2024, and amended on July 

11, 2024, and August 23, 2024. 

HEARING OR NOTIFICATION OF HEARING: An 

order granting the requested relief will 

be issued unless the Commission orders 

a hearing. Interested persons may 

request a hearing on any application by 

emailing the SEC’s Secretary at 

Secretarys-Office@sec.gov and serving 

the Applicants with a copy of the 

request by email, if an email address is 

listed for the relevant Applicant below, 

or personally or by mail, if a physical 

address is listed for the relevant 

Applicant below. Hearing requests 

should be received by the Commission 

by 5:30 p.m. on October 14, 2024, and 

should be accompanied by proof of 

service on the Applicants, in the form 

of an affidavit, or, for lawyers, a 

certificate of service. Pursuant to rule 0– 

5 under the Act, hearing requests should 

state the nature of the writer’s interest, 

any facts bearing upon the desirability 

of a hearing on the matter, the reason for 

the request, and the issues contested. 

Persons who wish to be notified of a 

hearing may request notification by 

emailing the Commission’s Secretary. 

ADDRESSES: The Commission: 

Secretarys-Office@sec.gov. Applicants: 

Sally-Jane Miller, sjmiller@gemcorp.net, 

with a copy to Jonathan Gaines, Esq., 

Dechert LLP, 1095 Avenue of the 

Americas, New York, NY 10036. 

FOR FURTHER INFORMATION CONTACT: 

Trace W. Rakestraw, Senior Special 

Counsel, at (202) 551–6825 (Division of 

Investment Management, Chief 

Counsel’s Office). 

SUPPLEMENTARY INFORMATION: For 

Applicants’ representations, legal 

analysis, and conditions, please refer to 

Applicants’ application, dated August 

23, 2024, which may be obtained via the 

Commission’s website by searching for 

the file number at the top of this 

document, or for an Applicant using the 

Company name search field on the 

SEC’s EDGAR system. The SEC’s 

EDGAR system may be searched at 

https://www.sec.gov/edgar/searchedgar/ 

legacy/companysearch.html. You may 

also call the SEC’s Public Reference 

Room at (202) 551–8090. 

For the Commission, by the Division of 

Investment Management, under delegated 

authority. 

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–21857 Filed 9–24–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101103; File No. SR– 

NYSECHX–2024–29] 

Self-Regulatory Organizations; NYSE 

Chicago, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change To Amend Rule 7.31 

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 9, 2024, the NYSE Chicago, 

Inc. (‘‘NYSE Chicago’’ 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 

Rule 7.31 regarding the Minimum Trade 

Size Modifier. 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, 

of the most significant parts of such 

statements. 


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