Federal Register / Vol. 89, No. 186 / Wednesday, September 25, 2024 / Notices 78369 

45 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. 

4The proposed rule change establishing the 

NYSE American Agg Lite data feed was 

immediately effective on February 27, 2024. See 

Securities Exchange Act Release No. 99690 (March 

7, 2024), 89 FR 18445 (March 13, 2024) (SR– 

NYSEAMER–2024–14) (Notice of Filing and 

Immediate Effectiveness of Proposed Rule Change 

To Establish the NYSE American Aggregated Lite 

Market Data Feed). 

5The Exchange originally filed to amend the Fee 

Schedule on May 13, 2024 (SR–NYSEAMER–2024– 

31). On July 11, 2024, the Exchange withdrew SR– 

NYSEAMER–2024–31 and replaced it with SR– 

NYSEAMER–2024–44. On September 6, 2024, the 

Exchange withdrew SR–NYSEAMER–2024–44 and 

replaced it with this filing. 

6See 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’’). 

7See Securities Exchange Act Release No. 61358, 

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

02–10) (Concept Release on Equity Market 

Structure). 

8See Cboe U.S Equities Market Volume 

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

equities/market_share. See generally https://

www.sec.gov/fastanswers/divisionsmarketregmr

exchangesshtml.html. 

9See 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. 

10See Cboe Global Markets, U.S. Equities Market 

Volume Summary, available at http://

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

submissions should refer to file number 

SR–NYSE–2024–55 and should be 

submitted on or before October 16, 

2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.45

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–21880 Filed 9–24–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101108; File No. SR– 

NYSEAMER–2024–55] 

Self-Regulatory Organizations; NYSE 

American LLC; Notice of Filing and 

Immediate Effectiveness of Proposed 

Change To Establish Fees for the 

NYSE American Aggregated Lite Data 

Feed 

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 6, 2024, NYSE American 

LLC (‘‘NYSE American’’ 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 establish 

fees for the NYSE American Aggregated 

Lite data feed. 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. 

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 the 

NYSE American LLC Equities 

Proprietary Market Data Fees Schedule 

(‘‘Fee Schedule’’) and establish fees for 

the NYSE American Aggregated Lite 

(‘‘NYSE American Agg Lite’’) data feed,4

effective September 6, 2024.5

In summary, the NYSE American Agg 

Lite is a NYSE American-only 

frequency-based depth of book market 

data feed of the NYSE American’s limit 

order book for up to ten (10) price levels 

on both the bid and offer sides of the 

order book for securities traded on the 

Exchange and for which the Exchange 

reports quotes and trades under the 

Consolidated Tape Association (‘‘CTA’’) 

Plan or the Nasdaq/UTP Plan. The 

NYSE American Agg Lite is a 

compilation of limit order data that the 

Exchange provides to vendors and 

subscribers. The NYSE American Agg 

Lite includes partial depth of book order 

data as well as security status messages. 

The security status message informs 

subscribers of changes in the status of a 

specific security, such as trading halts, 

short sale restriction, etc. In addition, 

the NYSE American Agg Lite includes 

order imbalance information prior to the 

opening and closing of trading. 

Background 

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.’’ 6

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.’’ 7 Indeed, cash equity trading is 

currently dispersed across 16 

exchanges,8 numerous alternative 

trading systems,9 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 (whether including or 

excluding auction volume).10

Proposed NYSE American Agg Lite Data 

Feed Fees 

The Exchange proposes to establish 

the fees listed below for the NYSE 

American Agg Lite data feed. The 

Exchange proposes to charge fees for the 

same categories of market data use as its 

affiliated exchanges (namely, NYSE, 

NYSE Arca and NYSE National) 

currently charge. The Exchange believes 

that adopting the same fee structure as 

its affiliated exchanges would reduce 

administrative burdens on market data 

subscribers that also currently subscribe 

to market data feeds from the 

Exchange’s affiliates. 

1. Access Fee. For the receipt of 

access to the NYSE American Agg Lite 

data feed, the Exchange proposes to 

charge $500 per month. This proposed 

Access Fee would be charged to any 

data recipient that receives the NYSE 

American Agg Lite data feed. Data 


ddrumheller on DSK120RN23PROD with NOTICES1
78370 Federal Register / Vol. 89, No. 186 / Wednesday, September 25, 2024 / Notices 

11See Endnote 1 to the NYSE Proprietary Market 

Data Fees, available here: https://www.nyse.com/ 

publicdocs/nyse/data/NYSE_Market_Data_Fee_

Schedule.pdf; Endnote 1 to the NYSE Arca Equities 

Proprietary Market Data Fees, available here: 

https://www.nyse.com/publicdocs/nyse/data/ 

NYSE_Arca_Equities_Proprietary_Data_Fee_

Schedule.pdf; Endnote 1 to the NYSE National 

Equities Proprietary Market Data Fees, available 

here: https://www.nyse.com/publicdocs/nyse/data/ 

NYSE_National_Market_Data_Fee_Schedule.pdf; 

Endnote 8 to the Schedule of Market Data Charges 

for the CTA, available here: https://

www.ctaplan.com/publicdocs/ctaplan/ 

notifications/trader-update/ 

Schedule%20Of%20Market%20

Data%20Charges%20-%20

January%201,%202015.pdf; and Non-Display 

Usage Fees as set forth in the UTP Plan Fee 

Schedule and Non-Display Policy, available here: 

http://utpplan.com/DOC/Datapolicies.pdf. See, e.g., 

Securities Exchange Act Release Nos. 69285 (April 

3, 2013), 78 FR 21172 (April 9, 2013) (SR– 

NYSEMKT–2013–32) and 72020 (September 9, 

recipients that only use display devices 

to view NYSE American Agg Lite 

market data and do not separately 

receive a data feed would not be 

charged an Access Fee. The proposed 

Access Fee would be charged only once 

per firm. 

2. User Fees. The Exchange proposes 

to charge a Professional User Fee (Per 

User) of $1 per month. The Exchange 

does not propose a fee for NonProfessional Users. The Professional 

User Fee would apply to each display 

device that has access to the NYSE 

American Agg Lite data feed. 

3. Redistribution Fee. For 

redistribution of the NYSE American 

Agg Lite data feed, the Exchange 

proposes to establish a fee of $250 per 

month. The proposed Redistribution Fee 

would be charged to any Redistributor 

of the NYSE American Agg Lite data 

feed, which is defined to mean a vendor 

or any person that provides a real-time 

NYSE American market data product 

externally to a data recipient that is not 

its affiliate or wholly-owned subsidiary, 

or to any system that an external data 

recipient uses, irrespective of the means 

of transmission or access. The proposed 

Redistribution Fee would be charged 

only once per Redistributor account. As 

an incentive to potential Redistributors 

to subscribe to the NYSE American Agg 

Lite data feed, the Exchange proposes to 

waive the Access Fee and Redistribution 

Fee for a Redistributor if the 

Redistributor provides NYSE American 

Agg Lite externally to at least one data 

feed recipient and reports such data 

feed recipient or recipients to the 

Exchange. For example, a Redistributor 

that subscribes to the NYSE American 

Agg Lite data feed will have the Access 

Fee and Redistribution Fee waived if 

such Redistributor provides NYSE 

American Agg Lite externally to at least 

one data feed recipient and reports such 

data feed recipient to the Exchange. 

By targeting this proposed fee waiver 

to Redistributors that provide external 

distribution of NYSE American Agg 

Lite, the Exchange believes that this 

would provide an incentive for 

Redistributors to make the NYSE 

American Agg Lite market data product 

available to its customers. Specifically, 

if a data recipient is interested in 

subscribing to NYSE American Agg Lite 

and relies on a Redistributor to obtain 

market data products from the 

Exchange, that data recipient would 

need its Redistributor to subscribe to 

and redistribute NYSE American Agg 

Lite. The Exchange believes that this 

proposed fee waiver for Redistributors 

of NYSE American Agg Lite would 

provide an incentive for Redistributors 

to make NYSE American Agg Lite 

available to their customers, which will 

increase the availability of the 

Exchange’s market data products to a 

larger potential population of data 

recipients. 

Further, the Exchange proposes to 

adopt a credit that would be applicable 

to Redistributors that provide external 

distribution of NYSE American Agg Lite 

to Professional and Non-Professional 

Users. As proposed, such Redistributors 

would receive a credit equal to the 

amount of the monthly Professional 

User and Non-Professional User Fees for 

such external distribution, up to a 

maximum of the combination of the 

Access Fee and Redistribution Fee for 

NYSE American Agg Lite that the 

Redistributor would otherwise be 

required to pay to the Exchange. For 

example, a Redistributor that reports 

external Professional Users in a month 

totaling $750 or more would receive a 

maximum credit of $750 for that month, 

which could effectively reduce its 

monthly fee for access and 

redistribution to zero. If that same 

Redistributor were to report external 

User quantities in a month totaling $600 

of monthly usage, that Redistributor 

would receive a credit of $600. The 

Exchange believes the proposed credit 

would provide Redistributors with an 

incentive to increase their redistribution 

of NYSE American Agg Lite because the 

credit they would be eligible to receive 

would increase if they report additional 

external User quantities. 

4. Enterprise Fees. The Exchange 

proposes to establish an enterprise 

license that will reduce Exchange fees 

and administrative costs for subscribers 

that disseminate NYSE American Agg 

Lite. Subscribers that are broker-dealers 

will be able to distribute the NYSE 

American Agg Lite data feed for display 

usage to an unlimited number of 

recipients (professional users and nonprofessional users) for a monthly fee of 

$550, with an opportunity to lower that 

fee to $500 per month if they contract 

for twelve months of service in advance. 

As proposed, the NYSE American Agg 

Lite data feed may be distributed 

pursuant to the proposed market data 

enterprise license only for display usage 

and in the context of a brokerage 

relationship with a broker-dealer 

through such broker-dealer’s own 

devices. Purchase of an enterprise 

license would eliminate per User 

subscriber fees for NYSE American Agg 

Lite. Further, the Exchange proposes to 

waive the Access Fee and the 

Redistribution Fee for NYSE American 

Agg lite for Redistributors that pay the 

Professional and Non-Professional 

Enterprise Fee. The Exchange believes 

the proposed fee waiver would provide 

an incentive for Redistributors to 

subscribe to the NYSE American Agg 

Lite market data product at the 

enterprise level to reduce the fees it 

would pay to the Exchange and without 

having to report the number of users 

that receive the data feed from the 

Redistributor. 

Subscribers that intend to purchase a 

market data enterprise license for at 

least twelve months may elect to 

purchase this product in advance for a 

monthly fee of $500 per month for 

distribution to an unlimited number of 

professional users and non-professional 

users. This feature is intended to 

simplify cost projections and budgeting 

for both subscribers and the Exchange. 

Subscribers that elect not to purchase 

this particular feature will nevertheless 

be able to obtain all of the market data 

information offered by NYSE American 

Agg Lite by paying the standard fee of 

$550 per month for distribution to an 

unlimited number of professional users 

and non-professional users. Subscribers 

that elect to pay the monthly fee will be 

able to switch to the annual fee at any 

time, and those that elect to purchase 

the annual contract would be able to 

change to the monthly contract, with 

notice, at the end of the twelve-month 

period. 

The Exchange believes that the 

proposed market data enterprise license 

will reduce exchange fees, lower 

administrative costs for subscribers, and 

help expand the availability of market 

information to investors, and thereby 

increase participation in financial 

markets. 

5. Non-Display Use Fees. The 

Exchange proposes to establish nondisplay fees for the NYSE American Agg 

Lite data feed that are based on the nondisplay use categories charged by NYSE, 

NYSE Arca, NYSE National, the CTA, 

and the UTP Plan for non-display use.11


ddrumheller on DSK120RN23PROD with NOTICES1
Federal Register / Vol. 89, No. 186 / Wednesday, September 25, 2024 / Notices 78371 

2014), 79 FR 55040 (September 15, 2014) (SR– 

NYSEMKT–2014–72). 

12 Data vendors currently report a unique Vendor 

Account Number for each location at which they 

provide a data feed to a data recipient. The 

Exchange considers each Vendor Account Number 

a location. For example, if a data recipient has five 

Vendor Account Numbers, representing five 

locations, for the receipt of the NYSE American Agg 

Lite data feed, that data recipient will pay the 

Multiple Data Feed fee with respect to three of the 

five locations. 

13See Fee Schedule. 

Non-display use would mean accessing, 

processing, or consuming the NYSE 

American Agg Lite data feed delivered 

directly or through a Redistributor, for 

a purpose other than in support of a 

data recipient’s display or further 

internal or external redistribution 

(‘‘Non-Display Use’’). Non-Display Use 

would include trading uses such as high 

frequency or algorithmic trading as well 

as any trading in any asset class, 

automated order or quote generation 

and/or order pegging, price referencing 

for algorithmic trading or smart order 

routing, operations control programs, 

investment analysis, order verification, 

surveillance programs, risk 

management, compliance, and portfolio 

management. 

Under the proposal, for Non-Display 

Use of NYSE American Agg Lite, there 

would be three categories of, and fees 

applicable, to data recipients. One, two, 

or three categories of Non-Display Use 

may apply to a data recipient. 

• As proposed, the Category 1 Fee 

would be $1,000 per month and would 

apply when a data recipient’s NonDisplay Use of the NYSE American Agg 

Lite data feed is on its own behalf, not 

on behalf of its clients. 

• As proposed, Category 2 Fees 

would be $1,000 per month and would 

apply to a data recipient’s Non-Display 

Use of the NYSE American Agg Lite 

data feed on behalf of its clients. 

• As proposed, Category 3 Fees 

would be $1,000 per month and would 

apply to a data recipient’s Non-Display 

Use of the NYSE American Agg Lite 

data feed for the purpose of internally 

matching buy and sell orders within an 

organization, including matching 

customer orders for a data recipient’s 

own behalf and/or on behalf of its 

clients. This category would apply to 

Non-Display Use in trading platforms, 

such as, but not restricted to, alternative 

trading systems (‘‘ATSs’’), broker 

crossing networks, broker crossing 

systems not filed as ATSs, dark pools, 

multilateral trading facilities, exchanges 

and systematic internalization systems. 

A data recipient will be charged $1,000 

per month for each platform on which 

it uses the Non-Display data internally 

to match buy and sell orders, up to a cap 

of $3,000 per month; even if the data 

recipient uses the NYSE American Agg 

Lite data feed for more than three 

platforms, it will not pay more than 

$3,000 for such Category 3 use per 

month. 

The description of the three nondisplay use categories is set forth in the 

Fee Schedule in endnote 1 and that 

endnote would be referenced in the 

NYSE American Agg Lite data feed fees 

on the Fee Schedule. The text in the 

endnote would remain unchanged. 

Data recipients that receive the NYSE 

American Agg Lite data feed for NonDisplay Use would be required to 

complete and submit a Non-Display Use 

Declaration before they would be 

authorized to receive the feed. A firm 

subject to Category 3 Fees would be 

required to identify each platform that 

uses the NYSE American Agg Lite data 

feed for a Category 3 Non-Display Use 

basis, such as ATSs and broker crossing 

systems not registered as ATSs, as part 

of the Non-Display Use Declaration. 

6. Non-Display Use Declaration Late 

Fee. Data recipients that receive the 

NYSE American Agg Lite data feed for 

Non-Display Use would be required to 

complete and submit a Non-Display Use 

Declaration before they would be 

authorized to receive the feed. 

Beginning in 2025, NYSE American Agg 

Lite data feed recipients would be 

required to submit, by January 31 of 

each year, the Non-Display Use 

Declaration. The requirement to submit 

a Non-Display Use Declaration applies 

to all real-time NYSE American data 

feed product recipients. The Exchange 

proposes to charge a Non-Display Use 

Declaration Late Fee of $1,000 per 

month to any data recipient that pays an 

Access Fee for the NYSE American Agg 

Lite data feed that has failed to timely 

complete and submit a Non-Display Use 

Declaration. Specifically, with respect to 

the Non-Display Use Declaration due by 

January 31 of each year, the NonDisplay Use Declaration Late Fee would 

apply to data recipients that fail to 

complete and submit the Non-Display 

Use Declaration by the January 31 due 

date, and would apply beginning 

February 1 and for each month 

thereafter until the data recipient has 

completed and submitted the annual 

Non-Display Use Declaration. 

The proposed Non-Display Use 

Declaration Late Fee applicable to NYSE 

American Agg Lite data feed would be 

set forth in endnote 2 on the Fee 

Schedule. As proposed, endnote 2 

would be amended with the proposed 

addition of the following new text: ‘‘The 

Non-Display Declaration Late Fee will 

apply, beginning in 2025, to NYSE 

American Aggregated Lite data 

recipients that fail to complete and 

submit the annual Non-Display Use 

Declaration by the January 31st due 

date, and applies beginning February 1st 

and for each month thereafter until the 

data recipient has completed and 

submitted the annual Non-Display use 

Declaration.’’ 

In addition, if a data recipient’s use of 

the NYSE American Agg Lite data feed 

changes at any time after the data 

recipient submits a Non-Display Use 

Declaration, the data recipient must 

inform the Exchange of the change by 

completing and submitting at the time 

of the change an updated declaration 

reflecting the change of use. 

7. Multiple Data Feed Fee. The 

Exchange proposes to establish a 

monthly fee, the ‘‘Multiple Data Feed 

Fee,’’ that would apply to data 

recipients that take a data feed for a 

market data product in more than two 

locations. Data recipients taking the 

NYSE American Agg Lite data feed in 

more than two locations would be 

charged $200 per additional location per 

month. No new reporting would be 

required.12

8. Three-Month Fee Waiver. The 

Exchange currently provides a onemonth free trial to any firm that 

subscribes to a particular NYSE 

American market data product for the 

first time. Under the current one-month 

trial, a first-time subscriber is not 

charged the Access Fee, Non-Display 

Fee, any applicable Professional and 

Non-Professional User Fee and 

Redistribution Fee for one calendar 

month.13 The Exchange now proposes 

an additional three-month fee waiver for 

any Redistributor that subscribes to a 

particular NYSE American market data 

product for the first time for external 

redistribution. As proposed, a first-time 

Redistributor would be any firm that has 

not previously subscribed to and 

externally redistributed a particular 

NYSE American market data product 

listed on the Fee Schedule. As 

proposed, a first-time Redistributor that 

subscribes to a particular NYSE 

American market data product would 

not be charged the Access Fee and the 

Redistribution Fee for that product for 

three calendar months. Any other fees, 

including but not limited to, NonDisplay Fee, any applicable Professional 

and Non-Professional User Fee, and 

Enterprise Fee would be billable after 

the first calendar month after a first-time 

Redistributor subscribes to a particular 

NYSE American market data product. 

For example, a first-time Redistributor 

that chooses to subscribe to NYSE 

American Agg Lite on September 24, 


ddrumheller on DSK120RN23PROD with NOTICES1
78372 Federal Register / Vol. 89, No. 186 / Wednesday, September 25, 2024 / Notices 

14The Exchange does not anticipate that data 

recipients would use NYSE American Agg Lite for 

non-display purpose. However, the Exchange is 

adopting Non-Display use fees so that the proposed 

fees for NYSE American Agg Lite are consistent 

with the Exchange’s fee structure for its other 

proprietary market data products. 

15See NYSE American LLC Equities Proprietary 

Market Data Fees at https://www.nyse.com/ 

publicdocs/nyse/data/NYSE_American_Equities_

Market_Data_Fee_Schedule.pdf. 

16 15 U.S.C. 78f(b). 

17 15 U.S.C. 78f(b)(4), (5). 

18See Regulation NMS Adopting Release, 70 FR 

37495, at 37499. 

19NetCoalition v. SEC, 615 F.3d 525, 535 (D.C. 

Cir. 2010) (‘‘NetCoalition I’’) (quoting H.R. Rep. No. 

94–229 at 92 (1975), as reprinted in 1975 

U.S.C.C.A.N. 323). 

20 Id. at 535. 

21See Securities Exchange Act Release No. 34– 

90217 (October 16, 2020), 85 FR 67392 (October 22, 

2020) (SR–NYSENAT–2020–05) (‘‘National IF 

Approval Order’’) (internal quotation marks 

omitted), quoting Securities Exchange Act Release 

No. 59039 (December 2, 2008), 73 FR 74770, 74781 

(December 9, 2008). 

22NetCoalition I, 615 F.3d at 544 (internal 

quotation omitted). 

2024 would not be charged the Access 

Fee and the Redistribution Fee for the 

months of October, November, and 

December 2024. The proposed fee 

waiver would be for the three calendar 

months following the date a 

Redistributor is approved to receive 

access to the particular NYSE American 

market data product. The Exchange 

would provide the three-month fee 

waiver for each particular product to 

each Redistributor once. 

The Exchange believes that providing 

a three-month fee waiver to NYSE 

American market data products listed 

on the Fee Schedule would enable 

potential Redistributors to determine 

whether a particular NYSE American 

market data product is useful to their 

business models before fully committing 

to expend development and 

implementation costs related to the 

receipt of that product, and is intended 

to encourage increased use of the 

Exchange’s market data products by 

defraying some of the development and 

implementation costs Redistributors 

would ordinarily have to expend before 

using a product. The proposed threemonth fee waiver would also provide 

Redistributors with time to begin 

onboarding new clients prior to being 

liable to the Access Fee and the 

Redistribution Fee, allowing time to 

choose how to allocate costs and 

increase revenues to defray costs 

associated with providing a new feed to 

its customers. 

Application of Proposed Fees 

The Exchange is not required to make 

the NYSE American Agg Lite data feed 

available or to offer any specific pricing 

alternatives to any customers, nor is any 

firm required to purchase the NYSE 

American Agg Lite data feed. Firms that 

choose to purchase the NYSE American 

Agg Lite data feed do so for the primary 

goals of using it to increase their 

revenues, reduce their expenses, and in 

some instances to compete directly with 

the Exchange (including for order flow). 

Those firms are able to determine for 

themselves whether or not the NYSE 

American Agg Lite data feed or any 

other similar products are attractively 

priced. 

The Exchange believes the proposed 

rule change would provide an incentive 

both for data subscribers to subscribe to 

NYSE American Agg Lite and for 

Redistributors to subscribe to the 

product for purposes of providing 

external distribution of NYSE American 

Agg Lite. The Exchange believes that 

this proposed rule change also has the 

potential to attract new Redistributors 

for NYSE American Agg Lite. 

The proposed fee structure is not 

novel as it is based on the fee structure 

currently in place for the NYSE 

American OpenBook feed. The 

Exchange is proposing fees for the NYSE 

American Agg Lite data feed that are 

based on the existing fee structure and 

rates that data recipients already pay for 

the NYSE American OpenBook feed. 

Specifically, the fees for the NYSE 

American OpenBook feed—which like 

the NYSE American Agg Lite data feed, 

includes depth of book and security 

status messages—consist of an Access 

Fee of $1,000 per month, a Professional 

User Fee (Per User) of $5 per month, a 

Non-Professional User Fee (Per User) of 

$1 per month, Non-Display Fees 14 of 

$2,000 per month for each of Categories 

1, 2 and 3. The Exchange does not 

currently charge a Redistribution Fee for 

NYSE American OpenBook. The 

Exchange also charges a Non-Display 

Use Declaration Late Fee of $1,000 per 

month and a Multiple Data Feed Fee of 

$200 per month for NYSE American 

OpenBook.15

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

the provisions of Section 6 of the Act,16

in general, and Sections 6(b)(4) and 

6(b)(5) of the Act,17 in particular, in that 

it provides an equitable allocation of 

reasonable fees among users and 

recipients of the data and is not 

designed to permit unfair 

discrimination among customers, 

issuers, and brokers. 

The Proposed Rule Change Is 

Reasonable 

In adopting Regulation NMS, the 

Commission granted SROs and brokerdealers increased authority and 

flexibility to offer new and unique 

market data to the public. The 

Commission has repeatedly expressed 

its preference for competition over 

regulatory intervention in determining 

prices, products, and services in the 

securities markets. Specifically, 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.’’ 18

With respect to market data, the 

decision of the United States Court of 

Appeals for the District of Columbia 

Circuit in NetCoalition v. SEC upheld 

the Commission’s reliance on the 

existence of competitive market 

mechanisms to evaluate the 

reasonableness and fairness of fees for 

proprietary 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.’’ 19

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.’ ’’ 20

More recently, the Commission 

confirmed that it applies a ‘‘marketbased’’ test in its assessment of market 

data fees, and that under that test: 

the Commission considers whether the 

exchange was subject to significant 

competitive forces in setting the terms of its 

proposal for [market data], including the 

level of any fees. If an exchange meets this 

burden, the Commission will find that its fee 

rule is consistent with the Act unless there 

is a substantial countervailing basis to find 

that the terms of the rule violate the Act or 

the rules thereunder.21

As discussed below, the Exchange 

believes that its proposed fees are 

constrained by competitive forces. 

As the D.C. Circuit recognized in 

NetCoalition I, ‘‘[n]o one disputes that 

competition for order flow is fierce.’’ 22

The court further noted that ‘‘no 

exchange possesses a monopoly, 

regulatory or otherwise, in the execution 

of order flow from broker dealers,’’ and 

that an exchange ‘‘must compete 


ddrumheller on DSK120RN23PROD with NOTICES1
Federal Register / Vol. 89, No. 186 / Wednesday, September 25, 2024 / Notices 78373 

23 Id. 

24See Securities Exchange Act Release No. 61358, 

75 3594, 3597 (January 21, 2010) (File No. S7–02– 

10) (Concept Release on Equity Market Structure). 

25See Cboe Global Markets, U.S. Equities Market 

Volume Summary, available at http://

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

26See 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. 

27See Cboe Global Markets, U.S. Equities Market 

Volume Summary, available at http://

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

28See LTSE Market Announcement: MA–2020– 

020, dated August 14, 2020, announcing LTSE 

production securities phase-in planned for August 

28, available here: https://assets-global.websitefiles.com/6462417e8db99f8baa06952c/6462417e

8db99f8baa0698e7_MA-2020-020__Production_

Securities_Launching_August_28_-_Google_

Docs.pdf and LTSE Market Announcement: MA– 

2020–025, available here: https://assetsglobal.website-files.com/ 

6462417e8db99f8baa06952c/6462417e8db99f8baa

069873_MA-2020-025.pdf. 

29As of October 29, 2020, MEMX is trading all 

NMS symbols. See https://info.memxtrading.com/ 

trader-alert-20-10-memx-trading-symbols-update/. 

30See MIAX Pearl Press release, dated September 

29, 2020, available here: https://

www.miaxoptions.com/sites/default/files/alert-files/ 

MIAX_Press_Release_09292020.pdf. 

31The Exchange notes that broker-dealers are not 

required to purchase proprietary market data to 

comply with their best execution obligations. See In 

the Matter of the Application of Securities Industry 

and Financial Markets Association for Review of 

Actions Taken by Self-Regulatory Organizations, 

Release Nos. 34–72182; AP–3–15350; AP–3–15351 

(May 16, 2014). Similarly, there is no requirement 

in Regulation NMS or any other rule that 

proprietary data be utilized for order routing 

decisions, and some broker-dealers and ATSs have 

chosen not to do so. 

32For example, in the National IF Approval 

Order, the Commission recognized that for some 

customers, the best bid and offer information from 

consolidated data feeds may function as a substitute 

for the NYSE National Integrated Feed product, 

which contains order by order information. See 

National IF Approval Order, supra note 21, at 67397 

[release p. 21] (‘‘[I]nformation provided by NYSE 

National demonstrates that a number of executing 

broker-dealers do not subscribe to the NYSE 

National Integrated Feed and executing brokerdealers can otherwise obtain NYSE National best 

bid and offer information from the consolidated 

data feeds.’’ (internal quotations omitted)). 

33See BZX Rule 11.22(m) BZX Summary Depth; 

BYX Rule 11.22(k) BYX Summary Depth; EDGA 

Rule 13.8(f) EDGA Summary Depth; and EDGX Rule 

13.8(f) EDGX Summary Depth. The Cboe Summary 

Depth offered by BZX, BYX, EDGA and EDGX are 

each a data feed that offers aggregated two-sided 

quotations for all displayed orders for up to five (5) 

price levels and contains the individual last sale 

information, market status, trading status and trade 

break messages. 

vigorously for order flow to maintain its 

share of trading volume.’’ 23

As noted above, 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.’’ 24 Indeed, today, equity trading 

is currently dispersed across 16 

exchanges,25 numerous alternative 

trading systems,26 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.27

Further, low barriers to entry mean 

that new exchanges may rapidly and 

inexpensively enter the market to 

compete with the Exchange. For 

example, since 2020, three new ones 

have entered the market: Long Term 

Stock Exchange (LTSE), which began 

operations as an exchange on August 28, 

2020; 28 Members Exchange (MEMX), 

which began operations as an exchange 

on September 29, 2020; 29 and Miami 

International Holdings (MIAX), which 

began operations of its first equities 

exchange on September 29, 2020.30

More specifically, in setting fees for 

the NYSE American Agg Lite data feed, 

the Exchange is constrained by the fact 

that, if its pricing is unattractive to 

customers, customers have their pick of 

alternatives to purchase similar data 

from instead of purchasing it from the 

Exchange. The existence of alternatives 

to the Exchange’s data product ensures 

that the Exchange cannot set 

unreasonable market data fees without 

suffering the negative effects of that 

decision in the fiercely competitive 

market for proprietary partial depth of 

book market data. 

The Exchange notes that the NYSE 

American Agg Lite is entirely optional. 

The Exchange is not required to make 

the NYSE American Agg Lite available 

to any customers, nor is any customer 

required to purchase the NYSE 

American Agg Lite market data feed. 

Unlike some other data products (e.g., 

the consolidated quotation and last-sale 

information feeds) that firms are 

required to purchase in order to fulfil 

regulatory obligations,31 a customer’s 

decision whether to purchase the NYSE 

American Agg Lite is entirely 

discretionary. The Exchange believes 

NYSE American Agg Lite would provide 

high-quality, comprehensive partial 

depth of book data that an anticipated 

end user might use for purposes of 

identifying an indicative price of Tape 

A, B and C securities without having to 

purchase consolidated data and thus it 

would not be a latency-sensitive 

product. The Exchange does not 

anticipate that an end user would, or 

could, use NYSE American Agg Lite 

data for purposes of making orderrouting or trading decisions. Firms that 

choose to subscribe to NYSE American 

Agg Lite are able to determine for 

themselves whether the NYSE American 

Agg Lite data feed is necessary for their 

business needs, and if so, whether or 

not it is attractively priced. If the NYSE 

American Agg Lite data feed does not 

provide sufficient benefit to firms based 

on the uses those firms may have for it, 

such firms may simply choose to 

conduct their business operations in 

ways that do not use the NYSE 

American Agg Lite data feed. 

In setting the proposed fees for the 

NYSE American Agg Lite data feed, the 

Exchange considered the 

competitiveness of the market for 

proprietary partial depth of book data 

and all of the implications of that 

competition. The Exchange believes that 

it has considered all relevant factors and 

has not considered irrelevant factors in 

order to establish reasonable fees. The 

proposed fees are therefore reasonable 

because in setting them, the Exchange is 

constrained by the availability of 

substitute partial depth of book market 

data products. The Commission has 

been clear that substitute products need 

not be identical, but only substantially 

similar to the product at hand.32

The NYSE American Aggregated Lite 

market data feed is subject to significant 

competitive forces that constrain its 

pricing. Specifically, the NYSE 

American Agg Lite data feed competes 

head-to-head with similar market data 

products currently offered by the four 

U.S. equities exchanges operated by 

Cboe Exchange, Inc.—Cboe BZX 

Exchange, Inc. (‘‘BZX’’), Cboe BYX 

Exchange, Inc. (‘‘BYX’’), Cboe EDGA 

Exchange, Inc. (‘‘EDGA’’), and Cboe 

EDGX Exchange, Inc. (‘‘EDGX’’), each of 

which offers a market data product 

called BZX Summary Depth, BYX 

Summary Depth, EDGA Summary Depth 

and EDGX Summary Depth, respectively 

(collectively, the ‘‘Cboe Summary 

Depth’’).33 Similar to Cboe Summary 

Depth, NYSE American Agg Lite can be 

utilized by vendors and subscribers to 

quickly access and distribute aggregated 

order book data. As noted above, NYSE 

American Agg Lite, similar to Cboe 

Summary Depth, would provide 

aggregated depth per security, including 

the bid, ask and share quantity for 

orders received by NYSE American, 

except unlike Cboe Summary Depth, 

which provides aggregated depth per 

security for up to five price levels, 

NYSE American Agg Lite would provide 

aggregated depth per security for up to 

ten price levels on both the bid and offer 


ddrumheller on DSK120RN23PROD with NOTICES1
78374 Federal Register / Vol. 89, No. 186 / Wednesday, September 25, 2024 / Notices 

34See https://cdn.cboe.com/resources/ 

membership/US_Market_Data_Product_Price_

List.pdf. 

35 Id. 

36See Fee Schedule. 

37See supra, note 34. 

38For example, the Commission has permitted 

pricing discounts for market data under Nasdaq 

Rules 7023(c) and 7047(b). See also Securities 

Exchange Act Release No. 82182 (November 30, 

2017), 82 FR 57627 (December 6, 2017) (SR–NYSE– 

2017–60) (changing an enterprise fee for NYSE BBO 

and NYSE Trades). 

39See Fee Schedule. 

sides of the NYSE American limit order 

book as well as auction imbalance data. 

The specific fees that the Exchange 

proposes for the NYSE American Agg 

Lite data feed are reasonable for the 

following additional reasons. 

Overall. The Exchange believes that 

the proposed fees for the NYSE 

American Agg Lite data feed are 

reasonable because they would provide 

vendors and subscribers with the option 

to subscribe to a market data product 

that integrates a subset of data from 

existing products and where such 

aggregated data is published at a predefined interval, thus lowering 

bandwidth, infrastructure and 

operational requirements. 

The Exchange believes the proposed 

fees for the NYSE American Agg Lite 

data feed are also reasonable when 

compared to fees for comparable 

products, such as the Cboe Summary 

Depth.34 Additionally, the Exchange is 

proposing fees for the NYSE American 

Agg Lite data feed that are based on the 

existing fee structure that data 

recipients already pay for the NYSE 

American’s other market data products. 

The Exchange believes that adopting the 

same fee structure would reduce 

administrative burdens on NYSE 

American data subscribers that also 

currently subscribe to market data feeds 

from NYSE American. 

Access Fee. The Exchange believes 

that the proposed monthly Access Fee 

of $500 for the NYSE American 

Aggregated Lite data feed is reasonable 

because it is lower than the fees charged 

by BZX, BYX, EDGA, and EDGX, each 

of which charges between $2,500 per 

month to $5,000 per month for both 

Internal Distribution and External 

Distribution of the Cboe Summary 

Depth market data product.35

User Fees. The Exchange believes that 

having separate Professional and NonProfessional User fees for the NYSE 

American Agg Lite data feed is 

reasonable because it will make the 

product more affordable and result in 

greater availability to Professional and 

Non-Professional Users. Not charging a 

Non-Professional User fee is reasonable 

because it provides a cost-effective 

method for Non-Professional Users to 

access the NYSE American Agg Lite 

data feed by providing the same data 

that is available to Professional Users. 

The proposed monthly Professional 

User Fee (Per User) of $1 and monthly 

Non-Professional User Fee (Per User) of 

$0 are reasonable because they are 

comparable to user fees generally 

charged by exchanges. For example, 

NYSE American charges a monthly 

Professional User Fee (Per User) of $5 

and a monthly Non-Professional User 

Fee (Per User) of $1 for the NYSE 

American OpenBook feed.36 Although 

the proposed User Fees for Professional 

and Non-Professional Users are higher 

than those charged by BZX, BYX, EDGA 

and EDGX, the Exchange notes that User 

fees are only a subset of the total fees 

that vendors and subscribers pay and 

the lower fees proposed to access and 

redistribute NYSE American Agg Lite 

would provide such market data 

recipients with a more affordable 

alternative to existing substitutes offered 

by the Exchange and its competitors. 

Redistribution Fees. The Exchange 

believes that charging a Redistribution 

Fee is reasonable because the vendors 

that would be charged such a fee profit 

by re-transmitting the Exchange’s 

market data to their customers. This fee 

would be charged only once per month 

to each vendor account that 

redistributes the NYSE American Agg 

Lite data feed, regardless of the number 

of customers to which that vendor 

redistributes the data. The Exchange 

believes the proposed monthly 

Redistribution Fee of $250 for the NYSE 

American Agg Lite data feed is 

reasonable because it is nominal and 

lower than the fees charged by BZX, 

BYX, EDGA and EDGX, each of which 

charges considerably more for both 

Internal Distribution and External 

Distribution of the Cboe Summary 

Depth market data feed.37

Enterprise Fees. The Exchange 

believes the proposed enterprise license 

is reasonable because it would reduce 

exchange fees, lower administrative 

costs for subscribers that are brokerdealers and help expand the availability 

of market information to investors, and 

thereby increase participation in 

financial markets. Subscribers that are 

broker-dealers would be able to 

disseminate the NYSE American Agg 

Lite data feed for display usage to an 

unlimited number of professional users 

and non-professional users for a 

monthly fee of $550, or $500 if they 

contract for twelve months of service in 

advance. The proposed enterprise 

license would result in lower fees for 

subscribers able to reach the largest 

audience of investors, including retail 

investors. Discounts for broader 

dissemination of market data 

information have routinely been 

adopted by exchanges and permitted by 

the Commission as equitable allocations 

of reasonable dues, fees and charges.38

Non-Display Use Fees. Non-display 

data can be used by data recipients for 

a wide variety of uses, including 

proprietary and agency trading and 

smart order routing, as well as by data 

recipients that operate order matching 

and execution platforms. Non-display 

data also can be used for a variety of 

non-trading purposes that indirectly 

support trading, such as risk 

management and compliance. Although 

some of these non-trading uses do not 

directly generate revenues, they can 

nonetheless substantially reduce a 

recipient’s costs by automating such 

functions so that they can be carried out 

in a more efficient and accurate manner 

and reduce errors and labor costs, 

thereby benefiting recipients. The 

Exchange believes that charging for nontrading uses is reasonable because data 

recipients can derive substantial benefit 

from such uses, for example, by 

automating tasks so that they can be 

performed more quickly and accurately 

and less expensively than if they were 

performed manually. 

The Exchange believes that the 

proposed fees of $1,000 per month for 

each of Categories 1, 2, and 3 is 

reasonable. These fees are comparable to 

non-display use fees generally charged 

by exchanges. For example, the fees for 

Non-Display Use of NYSE American 

OpenBook for Categories 1, 2 and 3 is 

$2,000 per month.39 The Exchange 

believes that it is reasonable to cap nondisplay use fees for Category 3 at $3,000 

per month per data recipient, because a 

higher monthly fee may potentially 

dissuade subscribers from buying the 

NYSE American Agg Lite data feed. 

The proposed Non-Display Use fees 

for the NYSE American Agg Lite data 

feed are also reasonable because they 

take into account the usefulness of 

receiving the data for Non-Display Use 

on an integrated basis. 

Non-Display Use Declaration Late 

Fee. The Exchange believes that it is 

reasonable to require annual 

submissions of the Non-Display Use 

Declaration so that the Exchange will 

have current and accurate information 

about the use of the NYSE American 

Agg Lite data feed and can correctly 

assess fees for the uses of the NYSE 

American Agg Lite data feed. Requiring 

annual submissions of such declarations 


ddrumheller on DSK120RN23PROD with NOTICES1
Federal Register / Vol. 89, No. 186 / Wednesday, September 25, 2024 / Notices 78375 

40See e.g., Securities Exchange Act Release No. 

94432 (March 16, 2022), 87 FR 16277 (March 22, 

2022) (SR–CboeBZX–2022–015) (Notice of Filing 

and Immediate Effectiveness of a Proposed Rule 

Change To Amend the Fees Applicable to Various 

Market Data Products). 

41See, e.g., Securities Exchange Act Release No. 

70212 (August 15, 2013), 78 FR 51775 (August 21, 

2013) (SR–NYSEMKT–2013–69) (lowering the NonProfessional User Fee (Per User) for NYSE MKT 

BBO and Trades); Securities Exchange Act Release 

No. 20002, File No. S7–433 (July 22, 1983), 48 FR 

34552 (July 29, 1983) (establishing Non-Professional 

fees for CTA data); NASDAQ BX Equity 7 Pricing 

Schedule, Section 123. 

is reasonable because it also allows 

users to re-assess their own usage each 

year. 

The Exchange believes that it is 

reasonable to impose a late fee in 

connection with the submission of the 

Non-Display Use Declaration. In order 

to correctly assess fees for the nondisplay use of the NYSE American Agg 

Lite data feed, the Exchange needs to 

have current and accurate information 

about the use of the NYSE American 

Agg Lite data feed. The failure of data 

recipients to submit the Non-Display 

Use Declaration on time leads to 

potentially incorrect billing and 

administrative burdens, including 

tracking and obtaining late Non-Display 

Use Declarations and correcting and 

following up on payments owed in 

connection with late Non-Display Use 

Declarations. The purpose of the late fee 

is to incent data recipients to submit the 

Non-Display Use Declaration promptly 

to avoid the administrative burdens 

associated with the late submission of 

Non-Display Use Declarations. 

Multiple Data Feed Fee. The Exchange 

believes that it is reasonable to require 

data recipients to pay a modest fee for 

taking a data feed for a market data 

product in more than two locations. In 

addition, there are administrative 

burdens associated with tracking each 

location at which a data recipient 

receives the product. The Multiple Data 

Feed Fee is designed to encourage data 

recipients to better manage their 

requests for additional data feeds and to 

monitor their usage of data feeds. The 

proposed fee is designed to apply to 

data feeds received in more than two 

locations so that each data recipient can 

have one primary and one backup data 

location before having to pay a multiple 

data feed fee. 

Three-Month Fee Waiver. The 

Exchange believes the proposal to waive 

the Access Fee and the Redistribution 

Fee for the NYSE American Agg Lite 

data feed to new Redistributors for three 

calendar months is reasonable because 

it would enable potential Redistributors 

to determine whether a particular NYSE 

American market data product is useful 

to their business models before fully 

committing to expend development and 

implementation costs related to the 

receipt of that product, and is intended 

to encourage increased use of the 

Exchange’s market data products by 

defraying some of the development and 

implementation costs Redistributors 

would ordinarily have to expend before 

using a product. The proposed fee 

waiver would also allow Redistributors 

to become familiar with the feed and 

determine whether it suits their needs 

without incurring fees. Making a new 

market data product available without 

charging a fee for three months is 

consistent with offerings of other 

exchanges. For example, BZX offers 

subscribers of BZX Summary Depth a 

three-month credit for external 

distribution, which is akin to the threemonth fee waiver proposed by the 

Exchange.40

For all of the foregoing reasons, the 

Exchange believes that the proposed 

fees for the NYSE American Agg Lite 

data feed are reasonable. 

The Proposed Fees Are Equitably 

Allocated 

The Exchange believes the proposed 

fees for the NYSE American Agg Lite 

data feed are allocated fairly and 

equitably among the various categories 

of users of the feed, and any differences 

among categories of users are justified. 

Overall. The Exchange believes that 

the proposed fees are equitably 

allocated because they will apply to all 

data recipients that choose to subscribe 

to the NYSE American Agg Lite data 

feed. Any subscriber or vendor that 

chooses to subscribe to the NYSE 

American Agg Lite data feed is subject 

to the same Fee Schedule, regardless of 

what type of business they operate or 

the use they plan to make of the data 

feed. Subscribers and vendors are not 

required to purchase the NYSE 

American Agg Lite data feed and may 

choose to receive the data on the NYSE 

American Agg Lite data feed regardless 

of what type of business they operate or 

the use they plan to make of the data 

feed. 

Access Fee. The Exchange believes 

the proposed monthly Access Fee of 

$500 for the NYSE American Agg Lite 

data feed is equitably allocated because 

it would be charged on an equal basis 

to all data recipients that receive a data 

feed of the NYSE American Agg Lite 

data feed, regardless of what type of 

business they operate or the use they 

plan to make of the data feed. 

User Fees. The Exchange believes that 

the fee structure differentiating 

Professional User fees ($1 per month per 

user) from Non-Professional User fees 

($0 per month per user) for display 

device access to the NYSE American 

Agg Lite data feed is equitable. This 

structure has long been used by the 

Exchange to reduce the price of data to 

Non-Professional Users and make it 

more broadly available.41 Offering the 

NYSE American Agg Lite data feed to 

Non-Professional Users with the same 

data as is available to Professional Users 

results in greater equity among data 

recipients. These user fees would be 

charged uniformly to all display devices 

that have access to the NYSE American 

Agg Lite data feed. 

Redistribution Fees. The Exchange 

believes the proposed monthly fee of 

$250 for redistributing the NYSE 

American Agg Lite data feed is equitably 

allocated because it would be charged 

on an equal basis to those Redistributors 

that choose to redistribute the feed. 

Enterprise Fees. The Exchange 

believes the proposed enterprise license 

is equitably allocated because it would 

be available on an equal basis to all 

subscribers that are broker-dealers, each 

of whom would benefit from reduced 

exchange fees and from lower 

administrative costs. Moreover, the 

specific feature of the proposed 

enterprise license that will allow 

subscribers to lower fees by subscribing 

to a twelve-month contract is also an 

equitable allocation because all 

subscribers will have the same option of 

choosing between the stability of a 

fixed, lower rate, and the more flexible 

option of maintaining the ability to 

change market data products after a 

month of service. Subscribers will be 

free to move from the monthly to the 

annual rate at any time, or from annual 

to a monthly fee, with notice, at the 

expiration of the twelve-month period. 

Non-Display Use Fees. The Exchange 

believes the proposed Non-Display Use 

fees are equitably allocated because they 

would require subscribers to pay fees 

only for the uses they actually make of 

the data. As noted above, non-display 

data can be used by data recipients for 

a wide variety of purposes (including 

trading, risk management, and 

compliance) as well as purposes that 

reduce the recipient’s costs by 

automating certain functions. The 

Exchange believes that it is equitable to 

charge non-display data subscribers a 

$1,000 fee for each category of use they 

make of such data—namely, using the 

data on their own behalf (Category 1), 

on behalf of their clients (Category 2), 

and to internally match buy and sell 

orders within an organization (Category 

3)—because this fee structure results in 


ddrumheller on DSK120RN23PROD with NOTICES1
78376 Federal Register / Vol. 89, No. 186 / Wednesday, September 25, 2024 / Notices 

42 Id. 

43See e.g., Securities Exchange Act Release No. 

83751 (July 31, 2018), 83 FR 38428 (August 6, 2018) 

(SR–NASDAQ–2018–058) (Notice of Filing and 

Immediate Effectiveness of Proposed Rule Change 

To Lower Fees and Administrative Costs for 

Distributors of Nasdaq Basic, Nasdaq Last Sale, NLS 

Plus and the Nasdaq Depth-of-Book Products 

Through a Consolidated Enterprise License). 

subscribers with greater uses of the data 

paying higher fees, and subscribers with 

fewer uses of the data paying lower fees. 

This segmented fee structure is also 

equitable because no subscriber of nondisplay data would be charged a fee for 

a category of use in which it did not 

actually engage. 

The Exchange believes that it is 

equitable to cap non-display use fees for 

Category 3 at $3,000 per month per data 

recipient, because a higher monthly fee 

may potentially dissuade subscribers 

from buying the NYSE American Agg 

Lite data feed. 

Non-Display Use Declaration Late 

Fee. The Exchange believes that the 

proposed fee of $1,000 per month for a 

late Non-Display Use Declaration is 

equitably allocated because it applies to 

any data recipient that pays an Access 

Fee for the NYSE American Agg Lite 

data feed but has failed to complete and 

submit a Non-Display Use Declaration. 

In addition, the Exchange believes that 

it is equitable to charge a late fee to 

subscribers who fail to timely submit 

their Non-Display Use Declarations 

because their failure to do so leads to 

potentially incorrect billing and 

administrative burdens on the part of 

the Exchange. The Exchange believes it 

is equitable to defray these 

administrative costs by imposing a late 

fee only on subscribers’ whose 

declarations were late, as opposed to all 

subscribers. 

Multiple Data Feed Fee. The Exchange 

believes that the $200 per month per 

location fee to data recipients taking the 

NYSE American Agg Lite data feed in 

more than two locations is equitable 

because it would apply to all such 

customers, regardless of what type of 

business they operate or the use they 

make of the data feed. In addition, the 

Exchange believes that it is equitable to 

charge a fee to subscribers for taking a 

data feed in more than two locations 

because there are administrative 

burdens on the part of the Exchange 

associated with tracking each location at 

which a data recipient receives the 

product. The Exchange believes that it 

is equitable for it to defray these 

administrative costs by imposing a 

modest fee only on subscribers who 

seek to take the feed in more than two 

locations, as opposed to all subscribers. 

Three-Month Fee Waiver. The 

Exchange believes the proposal to waive 

the Access Fee and the Redistribution 

Fee for the NYSE American Agg Lite 

data feed to new Redistributors for three 

calendar months is equitable because it 

would apply to any first-time 

Redistributor, regardless of the use they 

plan to make of the feed. As proposed, 

any first-time Redistributor of the NYSE 

American Agg Lite data feed would not 

be charged the Access Fee and the 

Redistribution Fee for three calendar 

months. The Exchange believes it is 

equitable to restrict the availability of 

this three-month fee waiver to 

Redistributors that have not previously 

subscribed to and redistributed the 

NYSE American Agg Lite data feed, 

since customers who are current or 

previous subscribers of the feed are 

already familiar with it and are able to 

determine whether it suits their needs. 

For all of the foregoing reasons, the 

Exchange believes that the proposed 

fees for NYSE American Agg Lite data 

feed are equitably allocated. 

The Proposed Fees Are Not Unfairly 

Discriminatory 

The Exchange believes the proposed 

fees for the NYSE American Agg Lite 

data feed are not unfairly discriminatory 

because any differences in the 

application of the fees are based on 

meaningful distinctions between 

customers, and those meaningful 

distinctions are not unfairly 

discriminatory between customers. 

Overall. The Exchange believes that 

the proposed fees are not unfairly 

discriminatory because they would 

apply to all data recipients that choose 

to subscribe to the NYSE American Agg 

Lite data feed. Any subscriber, 

including Redistributor, that chooses to 

subscribe to the NYSE American Agg 

Lite data feed is subject to the same Fee 

Schedule, regardless of what type of 

business they operate or the use they 

plan to make of the data feed. 

Subscribers, including Redistributors, 

may choose to receive the data on the 

NYSE American Agg Lite data feed 

regardless of what type of business they 

operate or the use they plan to make of 

the data feed. 

Access Fee. The Exchange believes 

the proposed monthly Access Fee of 

$500 for the NYSE American Agg Lite 

data feed is not unfairly discriminatory 

because it would be charged on an equal 

basis to all data recipients that receive 

a data feed of the NYSE American Agg 

Lite, regardless of what type of business 

they operate or the use they plan to 

make of the data feed. 

User Fees. The Exchange believes that 

the fee structure differentiating 

Professional User fees ($1 per month per 

user) from Non-Professional User fees 

($0 per month per user) for display 

device access to the NYSE American 

Agg Lite data feed is not unfairly 

discriminatory. This structure has long 

been used by the Exchange to reduce the 

price of data to Non-Professional Users 

and make it more broadly available.42

Offering the NYSE American Agg Lite 

data feed to Non-Professional Users 

with the same data as is available to 

Professional Users results in greater 

equity among data recipients. These 

user fees would be charged uniformly to 

all display devices that have access to 

the NYSE American Agg Lite data feed. 

Redistribution Fees. The Exchange 

believes the proposed monthly fee of 

$250 for redistributing the NYSE 

American Agg Lite data feed is not 

unfairly discriminatory because it 

would be charged on an equal basis to 

those Redistributors that choose to 

redistribute the feed. 

Enterprise Fees. The Exchange 

believes the proposed enterprise license 

will not unfairly discriminate between 

customers, issuers, brokers or dealers. 

The Act does not prohibit all 

distinctions among customers, but only 

discrimination that is unfair, and it is 

not unfair discrimination to charge 

those subscribers that are able to reach 

the largest audiences of investors, 

including retail investors, a lower fee for 

incremental investors in order to 

encourage the widespread distribution 

of market data. This principle has been 

repeatedly endorsed by the 

Commission, as evidenced by the 

approval of enterprise licenses for other 

market data products.43 Moreover, the 

proposed enterprise license will be 

subject to significant competition, and 

that competition will ensure that there 

is no unfair discrimination. Each 

subscriber will be able to accept or 

reject the license depending on whether 

it will or will not lower costs for that 

particular subscriber, and, if the license 

is not sufficiently competitive, the 

Exchange may lose market share. The 

proposed enterprise license will 

compete with other enterprise licenses 

of the Exchange, underlying fee 

schedules promulgated by the 

Exchange, and enterprise licenses and 

fee structures implemented by other 

exchanges. As such, it is a voluntary 

product for which market participants 

can readily find substitutes. 

Accordingly, the Exchange is 

constrained from introducing a fee that 

would be inequitable or unfairly 

discriminatory. 

Non-Display Use Fees. The Exchange 

believes the proposed Non-Display Use 


ddrumheller on DSK120RN23PROD with NOTICES1
Federal Register / Vol. 89, No. 186 / Wednesday, September 25, 2024 / Notices 78377 

fees are not unfairly discriminatory 

because they would require subscribers 

for non-display use to pay fees only for 

the categories of use they actually make 

of the data. As noted above, non-display 

data can be used by data recipients for 

a wide variety of purposes (including 

trading, risk management, and 

compliance) as well as purposes that 

reduce the recipient’s costs by 

automating certain functions. The 

Exchange believes that it is not unfairly 

discriminatory to charge non-display 

data subscribers a $1,000 per month fee 

for each category of use they make of 

such data—namely, using the data on 

their own behalf (Category 1), on behalf 

of their clients (Category 2), and to 

internally match buy and sell orders 

within an organization (Category 3)— 

because this fee structure results in 

subscribers with greater uses for the 

data paying higher fees, while 

subscribers with fewer uses of the data 

pay lower fees. This segmented fee 

structure is not unfairly discriminatory 

because no subscriber of non-display 

data would be charged a fee for a 

category of use in which it did not 

actually engage. 

The Exchange believes that it is not 

unreasonably discriminatory to cap nondisplay use fees for Category 3 at $3,000 

per month per data recipient, because a 

higher monthly fee may potentially 

dissuade subscribers from buying the 

NYSE American Agg Lite data feed. 

Non-Display Use Declaration Late 

Fee. The Exchange believes that the 

proposed fee of $1,000 per month for a 

late Non-Display Use Declaration is not 

unfairly discriminatory because it 

applies to any data recipient that pays 

an Access Fee for the NYSE American 

Agg Lite data feed but has failed to 

complete and submit a Non-Display Use 

Declaration. In addition, the Exchange 

believes that it is not unfairly 

discriminatory to charge a late fee to 

subscribers who fail to timely submit 

their Non-Display Use Declarations 

because their failure to do so leads to 

potentially incorrect billing and 

administrative burdens on the part of 

the Exchange. Nor is it unfairly 

discriminatory for the Exchange to 

defray these administrative costs by 

imposing a late fee only on subscribers’ 

whose declarations were late, as 

opposed to all subscribers. 

Multiple Data Feed Fee. The Exchange 

believes that the $200 per month per 

location fee to data recipients taking the 

NYSE American Agg Lite data feed in 

more than two locations is not unfairly 

discriminatory because it would apply 

to all such customers, regardless of what 

type of business they operate or the use 

they make of the data feed. In addition, 

the Exchange believes that it is not 

unfairly discriminatory to charge a fee 

to subscribers for taking a data feed in 

more than two locations because there 

are administrative burdens on the part 

of the Exchange associated with tracking 

each location at which a data recipient 

receives the product. The Exchange 

believes that it is not unfairly 

discriminatory for it to defray these 

administrative costs by imposing a 

modest fee only on subscribers who 

seek to take the feed in more than two 

locations, as opposed to all subscribers. 

Three-Month Fee Waiver. The 

Exchange believes the proposal to waive 

the Access Fee and the Redistribution 

Fee for the NYSE American Agg Lite 

data feed to new Redistributors for three 

months is not unfairly discriminatory 

because it would apply to any first-time 

Redistributor, regardless of the use they 

plan to make of the feed. As proposed, 

any first-time Redistributor of the NYSE 

American Agg Lite data feed would not 

be charged the Access Fee and the 

Redistribution Fee for three calendar 

months. The Exchange believes it is not 

unfairly discriminatory to restrict the 

availability of this three-month fee 

waiver to Redistributors that have not 

previously subscribed to the NYSE 

American Agg Lite data feed, since 

Redistributors who are current or 

previous subscribers of the feed are 

already familiar with it and are able to 

determine whether it suits their needs. 

For all of the foregoing reasons, the 

Exchange believes that the proposed 

fees for the NYSE American Agg Lite 

data feed are not unfairly 

discriminatory. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed fees will impose any 

burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. 

Intramarket Competition. The 

Exchange believes that the proposed 

fees do not put any market participants 

at a relative disadvantage compared to 

other market participants. As noted 

above, the proposed fees would apply to 

all subscribers, including Redistributors, 

of the NYSE American Agg Lite data 

feed, and customers may choose 

whether to subscribe to the feed at all. 

The Exchange also believes that the 

proposed fees neither favor nor penalize 

one or more categories of market 

participants in a manner that would 

impose an undue market on 

competition. As shown above, to the 

extent that particular proposed fees 

apply to only a subset of subscribers 

(e.g., Category 2 fees apply only to those 

making non-display use on behalf of 

clients; late fees apply only to customers 

who fail to timely submit their 

declarations), those distinctions are not 

unfairly discriminatory and do not 

unfairly burden one set of customers 

over another. To the contrary, by 

tailoring the proposed fees in this 

manner, the Exchange believes that it 

has eliminated the potential burden on 

competition that might result from 

unfairly asking subscribers to pay fees 

for services they did not use, or late fees 

they did not actually incur. 

Intermarket Competition. The 

Exchange believes that the proposed 

fees do not impose a burden on 

competition or on other SROs that is not 

necessary or appropriate. In setting the 

proposed fees, the Exchange is 

constrained by the availability of 

substitute partial depth of book market 

data products and by the fact that if its 

pricing is unattractive, customers will 

have their pick of alternative partial 

depth of book market data products to 

purchase instead of purchasing the 

Exchange’s products. 

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 American 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 


ddrumheller on DSK120RN23PROD with NOTICES1
78378 Federal Register / Vol. 89, No. 186 / Wednesday, September 25, 2024 / Notices 

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. 

4The proposed rule change establishing the 

NYSE Arca Agg Lite data feed was immediately 

effective on February 27, 2024. See Securities 

Exchange Act Release No. 99713 (March 12, 2024), 

89 FR 19381 (March 18, 2024) (SR–NYSEARCA– 

2024–22) (Notice of Filing and Immediate 

Effectiveness of Proposed Rule Change To Establish 

the NYSE Arca Aggregated Lite Market Data Feed). 

5The Exchange originally filed to amend the Fee 

Schedule on May 13, 2024 (SR–NYSEARCA–2024– 

39). On July 11, 2024, the Exchange withdrew SR– 

NYSEARCA–2024–39 and replaced it with SR– 

NYSEARCA–2024–60. On September 6, the 

Exchange withdrew SR–NYSEARCA–2024–60 and 

replaced it with this filing. 

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– 

NYSEAMER–2024–55 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–NYSEAMER–2024–55. 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–NYSEAMER–2024–55 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. 2024–21879 Filed 9–24–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101110; File No. SR– 

NYSEARCA–2024–75] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change To Establish Fees for the 

NYSE Arca Aggregated Lite Data Feed 

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 6, 2024, NYSE Arca, Inc. 

(‘‘NYSE Arca’’ or the ‘‘Exchange’’) filed 

with the Securities and Exchange 

Commission (the ‘‘Commission’’) the 

proposed rule change as described in 

Items I 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 establish 

fees for the NYSE Arca Aggregated Lite 

data feed. 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. 

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 the 

NYSE Arca Equities Proprietary Market 

Data Fees Schedule (‘‘Fee Schedule’’) 

and establish fees for the NYSE Arca 

Aggregated Lite (‘‘NYSE Arca Agg Lite’’) 

data feed,4 effective September 6, 2024.5

In summary, the NYSE Arca Agg Lite 

is a NYSE Arca-only frequency-based 

depth of book market data feed of the 

NYSE Arca’s limit order book for up to 

ten (10) price levels on both the bid and 

offer sides of the order book for 

securities traded on the Exchange and 

for which the Exchange reports quotes 

and trades under the Consolidated Tape 

Association (‘‘CTA’’) Plan or the 

Nasdaq/UTP Plan. The NYSE Arca Agg 

Lite is a compilation of limit order data 

that the Exchange provides to vendors 

and subscribers. The NYSE Arca Agg 

Lite includes partial depth of book order 

data as well as security status messages. 

The security status message informs 

subscribers of changes in the status of a 

specific security, such as trading halts, 

short sale restriction, etc. In addition, 

the NYSE Arca Agg Lite includes order 

imbalance information prior to the 

opening and closing of trading. 


ddrumheller on DSK120RN23PROD with NOTICES1