Federal Register / Vol. 89, No. 200 / Wednesday, October 16, 2024 / Notices 83529 

8 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3The term ‘‘Market Makers’’ refers to ‘‘Lead 

Market Makers’’, ‘‘Primary Lead Market Makers’’ 

and ‘‘Registered Market Makers’’ collectively. See 

Exchange Rule 100. 

4The term ‘‘Proprietary Product’’ means a class 

of options that is listed exclusively on the 

Exchange. See Exchange Rule 100. 

any burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. The 

Exchange notes that the proposed 

amendments would simply require 

listed companies to pay fees to the 

Exchange that were already due and 

payable under applicable Exchange 

rules and the issuer’s listing agreement. 

Specifically, the Exchange believes it is 

fair to require listed companies to pay 

all outstanding listing and annual fees 

before the Exchange approves a Plan or 

required periodic review of a Plan, as 

listed companies are already required by 

Exchange rules (as set forth in Section 

902.00 et seq.) and their listing 

agreements to pay these fees when due 

and the Exchange has the authority 

under Section 802.01D to delist 

companies for violations of their 

agreements with the Exchange, 

including their listing agreements. In 

addition, the Exchange notes that the 

Plan acceptance and periodic review 

process requires significant incremental 

work on the part of Exchange staff. 

As the proposal would not result in 

any change in the cost of a listing on the 

Exchange, the Exchange does not 

believe that it imposes any additional 

burden on 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 

Within 45 days of the date of 

publication of this notice in the Federal 

Register or within such longer period 

up to 90 days (i) as the Commission may 

designate if it finds such longer period 

to be appropriate and publishes its 

reasons for so finding or (ii) as to which 

the self-regulatory organization 

consents, the Commission will: 

(A) by order approve or disapprove 

the proposed rule change, or 

(B) institute proceedings to determine 

whether the proposed rule change 

should be disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views and 

arguments concerning the foregoing, 

including whether the proposed rule 

change 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–2024–44 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–2024–44. 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–2024–44 and should be 

submitted on or before November 6, 

2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.8

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–23803 Filed 10–15–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101289; File No. SR–MIAX– 

2024–39] 

Self-Regulatory Organizations; Miami 

International Securities Exchange, 

LLC; Notice of Filing and Immediate 

Effectiveness of a Proposed Rule 

Change To Amend Its Fee Schedule 

and Extend the SPIKES Options Market 

Maker Incentive Program 

October 9, 2024. 

Pursuant to the provisions of 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 27, 2024, Miami 

International Securities Exchange, LLC 

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

Securities and Exchange Commission 

(‘‘Commission’’) a proposed rule change 

as described in Items I and II below, 

which Items have been prepared by the 

Exchange. The Commission is 

publishing this notice to solicit 

comments on the proposed rule change 

from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange is filing a proposal to 

amend the MIAX Fee Schedule (‘‘Fee 

Schedule’’) to (i) amend and extend the 

SPIKES options Market Maker Incentive 

Program (the ‘‘Incentive Program’’) until 

January 31, 2025; and (ii) remove 

waivers for certain non-transaction fees 

applicable to Market Makers 3 that trade 

solely in Proprietary Products.4

The text of the proposed rule change 

is available on the Exchange’s website at 

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

us-options/all-options-exchanges/rulefilings, at MIAX’s principal office, and 

at the Commission’s Public Reference 

Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

Exchange included statements 

concerning the purpose of and basis for 

the proposed rule change and discussed 

any comments it received on the 

proposed rule change. The text of these 


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83530 Federal Register / Vol. 89, No. 200 / Wednesday, October 16, 2024 / Notices 

5See Securities Exchange Act Release No. 84417 

(October 12, 2018), 83 FR 52865 (October 18, 2018) 

(SR–MIAX–2018–14) (Order Granting Approval of a 

Proposed Rule Change by Miami International 

Securities Exchange, LLC to List and Trade on the 

Exchange Options on the SPIKES® Index). 

6See Securities Exchange Release No. 85283 

(March 11, 2019), 84 FR 9567 (March 15, 2019) (SR– 

MIAX–2019–11). The Exchange initially filed the 

proposal on February 15, 2019 (SR–MIAX–2019– 

04). That filing was withdrawn and replaced with 

SR–MIAX–2019–11. On September 30, 2020, the 

Exchange filed its proposal to, among other things, 

reorganize the Fee Schedule to adopt new Section 

(1)(b), Proprietary Products Exchange Fees, and 

moved the fees and rebates for SPIKES options into 

new Section (1)(b)(i). See Securities Exchange Act 

Release Nos. 90146 (October 9, 2020), 85 FR 65443 

(October 15, 2020) (SR–MIAX–2020–32); 90814 

(December 29, 2020), 86 FR 327 (January 5, 2021) 

(SR–MIAX–2020–39). 

7See Securities Exchange Act Release Nos. 86109 

(June 14, 2019), 84 FR 28860 (June 20, 2019) (SR– 

MIAX–2019–28); 87282 (October 10, 2019), 84 FR 

55658 (October 17, 2019) (SR–MIAX–2019–43); 

87897 (January 6, 2020), 85 FR 1346 (January 10, 

2020) (SR–MIAX–2019–53); 89289 (July 10, 2020), 

85 FR 43279 (July 16, 2020) (SR–MIAX–2020–22); 

90146 (October 9, 2020), 85 FR 65443 (October 15, 

2020) (SR–MIAX–2020–32); 90814 (December 29, 

2020), 86 FR 327 (January 5, 2021) (SR–MIAX– 

2020–39); 91498 (April 7, 2021), 86 FR 19293 (April 

13, 2021) (SR–MIAX–2021–06); 93881 (December 

30, 2021), 87 FR 517 (January 5, 2022) (SR–MIAX– 

2021–63); 95259 (July 12, 2022), 87 FR 42754 (July 

17, 2022) (SR–MIAX–2022–24); 96007 (October 7, 

2022), 87 FR 62151 (October 13, 2022) (SR–MIAX– 

2022–32); 96588 (December 28, 2022), 88 FR 381 

(January 4, 2023) (SR–MIAX–2022–47); 97887 (July 

12, 2023), 88 FR 45936 (July 18, 2023) (SR–MIAX– 

2023–28); 99047 (November 30, 2023), 88 FR 84861 

(December 6, 2023) (SR–MIAX–2023–46); and 

100468 (July 9, 2024), 89 FR 57445 (July 15, 2024) 

(SR–MIAX–2024–26). 

8The term ‘‘Member’’ means an individual or 

organization approved to exercise the trading rights 

associated with a Trading Permit. Members are 

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

Exchange Rule 100. 

9Full Service MEI Ports provide Market Makers 

with the ability to send Market Maker simple and 

complex quotes, eQuotes, and quote purge messages 

to the MIAX System. Full Service MEI Ports are also 

capable of receiving administrative information. 

Market Makers are limited to two Full Service MEI 

Ports per matching engine. See Fee Schedule, 

Section 5)d)ii), footnote 28. 

10See SR–MIAX–2021–45. 

11See MIAX Options Regulatory Circular 2021– 

56, SPIKES Options Market Maker Incentive 

Program (September 30, 2021) available at https:// 

www.miaxglobal.com/sites/default/files/circularfiles/MIAX_Options_RC_2021_56.pdf. 

12See Securities Exchange Act Release No. 93424 

(October 26, 2021), 86 FR 60322 (November 1, 2021) 

(SR–MIAX–2021–49). 

13See id. 

14See Securities Exchange Act Release Nos. 

93881 (December 30, 2021), 87 FR 517 (January 5, 

2022) (SR–MIAX–2021–63); 94574 (April 1, 2022), 

87 FR 20492 (April 7, 2022) (SR–MIAX–2022–12); 

95259 (July 12, 2022), 87 FR 42754 (July 17, 2022) 

(SR–MIAX–2022–24); 96007 (October 7, 2022), 87 

FR 62151 (October 13, 2022) (SR–MIAX–2022–32); 

96588 (December 28, 2022), 88 FR 381 (January 4, 

2023) (SR–MIAX–2022–47); 97239 (April 3, 2023), 

88 FR 20930 (April 7, 2023) (SR–MIAX–2023–13); 

97883 (July 12, 2023), 88 FR 45941 (July 18, 2023) 

(SR–MIAX–2023–26); 99040 (November 29, 2023), 

88 FR 84374 (December 5, 2023) (SR–MIAX–2023– 

47); 99902 (April 3, 2024), 89 FR 24883 (April 9, 

2024) (SR–MIAX–2024–17); and 100468 (July 9, 

2024), 89 FR 57445 (July 15, 2024) (SR–MIAX– 

2024–26). 

15See id. 

16See supra note 11. 

17Calculation of bps is described in Regulatory 

Circular 2021–56. See supra note 11. 

statements may be examined at the 

places specified in Item IV below. The 

Exchange has prepared summaries, set 

forth in sections A, B, and C below, of 

the most significant aspects of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to amend the 

Fee Schedule to (i) amend and extend 

the SPIKES options Market Maker 

Incentive Program (the ‘‘Incentive 

Program’’) until January 31, 2025; and 

(ii) remove waivers for certain nontransaction fees applicable to Market 

Makers that trade solely in Proprietary 

Products. 

Background 

On October 12, 2018, the Exchange 

received approval from the U.S. 

Securities and Exchange Commission 

(‘‘Commission’’) to list and trade on the 

Exchange options on the SPIKES®

Index, a new index that measures 

expected 30-day volatility of the SPDR 

S&P 500 ETF Trust (commonly known 

and referred to by its ticker symbol, 

‘‘SPY’’).5 The Exchange adopted its 

initial SPIKES options transaction fees 

on February 15, 2019 and adopted a 

new section of the Fee Schedule for 

those fees.6 Options on the SPIKES 

Index began trading on the Exchange on 

February 19, 2019. 

On May 31, 2019, the Exchange filed 

its first proposal in a series of proposals 

with the Commission to amend the Fee 

Schedule to waive certain nontransaction fees applicable to Market 

Makers that trade solely in Proprietary 

Products (including options on the 

SPIKES Index) beginning June 1, 2019, 

through September 30, 2024.7 In 

particular, the Exchange adopted fee 

waivers for Membership Application 

fees, monthly Market Maker Trading 

Permit fees, Application Programming 

Interface (‘‘API’’) Testing and 

Certification fees for Members,8 and 

monthly MIAX Express Interface 

(‘‘MEI’’) Port 9 fees assessed to Market 

Makers that trade solely in Proprietary 

Products (including options on SPIKES) 

throughout the entire period of June 1, 

2019 through September 30, 2024. 

On September 30, 2021, the Exchange 

filed its initial proposal (SR–MIAX– 

2021–45) to implement the Incentive 

Program for SPIKES options to 

incentivize Market Makers to improve 

liquidity, available volume, and the 

quote spread width of SPIKES options 

beginning October 1, 2021, and ending 

December 31, 2021.10 Technical details 

regarding the Incentive Program were 

published in a Regulatory Circular on 

September 30, 2021.11 On October 12, 

2021, the Exchange withdrew SR– 

MIAX–2021–45 and refiled its proposal 

to implement the Incentive Program to 

provide additional details.12 In that 

filing, the Exchange specifically noted 

that the Incentive Program would expire 

at the end of the period (December 31, 

2021) unless the Exchange filed another 

19b–4 Filing to amend the fees (or 

extend the Incentive Program).13

Between December 23, 2021, and June 

28, 2024, the Exchange filed several 

proposals to extend the Incentive 

Program, with the last extension period 

ending September 30, 2024.14 In each of 

those filings, the Exchange specifically 

noted that the Incentive Program would 

expire at the end of the then-current 

period unless the Exchange filed 

another 19b–4 Filing to amend the fees 

(or extend the Incentive Program).15

Proposal To Amend and Extend the 

Incentive Program 

The Exchange now proposes to amend 

and extend the Incentive Program for 

SPIKES options to continue to 

incentivize Market Makers to improve 

liquidity and available volume in 

SPIKES options by amending the quotes 

spread width requirements and the 

amounts of the incentive compensation 

pools. 

Currently, to be eligible to participate 

in the Incentive Program, a Market 

Maker must meet certain minimum 

requirements related to quote spread 

width in certain in-the-money (ITM) 

and out-of-the-money (OTM) options as 

determined by the Exchange and 

communicated to Members via 

Regulatory Circular.16 The Exchange has 

devised a methodology where each 

qualifying Market Maker’s ITM/OTM 

market width for eligible Incentive 

Program options is calculated. Eligible 

ITM options require a maximum quote 

spread width of 150 basis points (‘‘bps’’) 

and each eligible OTM option requires 

a maximum quote spread width of 100 

bps.17 Market Makers must also satisfy 

a minimum time in the market in the 

front 2 expiry months of 70%, and have 

an average quote size of 25 contracts. 

The Exchange established two separate 

incentive compensation pools that are 

used to compensate Market Makers that 


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Federal Register / Vol. 89, No. 200 / Wednesday, October 16, 2024 / Notices 83531 

18See MIAX Options Exchange Regulatory 

Circular 2024–54, Updated SPIKES Options Market 

Maker Incentive Program (September 26, 2024), 

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

us-options/miax-options/regulatory-circulars. 

19See supra note 11. 

20See id. 

21 In the event there is only one monthly 

expiration listed, the requirements are only 

applicable to that single month. 22See supra note 11. 

23See supra note 18. The Exchange notes that at 

the end of the extension period, the Incentive 

Program will expire unless the Exchange files 

another 19b–4 Filing to amend the terms or extend 

the Incentive Program. 

satisfy and/or exceed the criteria 

pursuant to the Incentive Program. 

The Exchange now proposes to 

double the maximum quote spread 

width parameters for both ITM options 

and OTM options. Specifically, the 

Exchange proposes to increase the 

maximum quote spread width from 150 

bps to 300 bps for a Market Maker 

quoting ITM options to be eligible to 

participate in the Incentive Program. 

The Exchange also proposes to increase 

the maximum quote spread width from 

100 bps to 200 bps for a Market Maker 

quoting OTM options to be eligible to 

participate in the Incentive Program. 

The Exchange will communicate the 

new requirements of the Incentive 

Program to Members via Regulatory 

Circular.18

Currently, the first pool (Incentive 1) 

is capped at $40,000 per month, which 

is allocated to Market Makers that meet 

the minimum requirements of the 

Incentive Program. Market Makers are 

required to meet minimum spread 

width requirements in a select number 

of ITM and OTM SPIKES option 

contracts as determined by the 

Exchange and communicated to 

Members via Regulatory Circular.19 A 

complete description of how the 

Exchange calculates the minimum 

spread width requirements in ITM and 

OTM SPIKES options can be found in 

the published Regulatory Circular.20

Market Makers are also required to 

maintain the minimum spread width, 

described above, for at least 70% of the 

time in the front two (2) SPIKES options 

contract expiry months and maintain an 

average quote size of at least 25 

contracts.21 The amount available to 

each individual Market Maker is capped 

at $10,000 per month for satisfying the 

minimum requirements of the Incentive 

Program. In the event that more than 

four Market Makers meet the 

requirements of the Incentive Program, 

each qualifying Market Maker is entitled 

to receive a pro-rated share of the 

$40,000 monthly compensation pool 

dependent upon the number of 

qualifying Market Makers in that 

particular month. 

The Exchange now proposes to amend 

the terms of Incentive 1. Specifically, 

the Exchange proposes to reduce the 

total compensation pool of Incentive 1 

from $40,000 per month to $10,000 per 

month. The Exchange also proposes to 

reduce the maximum amount available 

to each individual Market Maker for 

satisfying the minimum requirements of 

the Incentive Program from $10,000 per 

month to $5,000 per month. The 

Exchange proposes that, in the event 

that more than two Market Makers meet 

the requirements of Incentive 1, each 

qualifying Market Maker is entitled to 

receive a pro-rated share of the $10,000 

monthly compensation pool dependent 

upon the number of qualifying Market 

Makers in that particular month. 

Currently, the second pool (Incentive 

2) is capped at a total amount of 

$100,000 per month which is used 

during the Incentive Program to further 

incentivize Market Makers who meet or 

exceed the requirements of Incentive 1 

(‘‘qualifying Market Makers’’) to provide 

tighter quote width spreads with the 

total compensation pool amount based 

on qualifying Market Makers’ 

improvement value over the minimum 

requirement score. The Exchange ranks 

each qualifying Market Maker’s quote 

width spread relative to each other 

qualifying Market Maker’s quote width 

spread. Market Makers with tighter 

spreads in certain strikes, as determined 

by the Exchange and communicated to 

Members via Regulatory Circular,22 are 

eligible to receive a pro-rated share of 

the compensation pool not to exceed 

$25,000 per Member per month. 

Qualifying Market Makers are ranked 

relative to each other based on the 

quality of their spread width (i.e., tighter 

spreads are ranked higher than wider 

spreads) and the Market Maker with the 

best quality spread width receives the 

highest rebate, while other eligible 

qualifying Market Makers receive a 

rebate relative to their quality spread 

width. 

The Exchange now proposes to amend 

the terms of Incentive 2. Specifically, 

the Exchange proposes to reduce the 

total compensation pool of Incentive 2 

from a maximum of $100,000 per month 

to a maximum of $25,000 per month. 

The Exchange also proposes to reduce 

the maximum amount available to each 

individual Market Maker for satisfying 

the requirements of Incentive 2 from 

$25,000 per month to $12,500 per 

month. 

The purpose of the proposed changes 

is for business reasons. The Exchange 

proposes to lower the quoting 

requirements because the Exchange is 

no longer listing new expiration months 

in SPIKES options. The Exchange 

anticipates that there will be no 

expiration months available for trading 

following the expiration of the January 

2025 SPIKES options. The Exchange 

believes that it is appropriate to lower 

the threshold of the quoting standards 

for the Incentive Program to further 

encourage more SPIKES Market Makers 

to participate in the Incentive Program. 

The Exchange also proposes to reduce 

the compensation pools and the 

maximum amount available to each 

individual Market Maker for satisfying 

and/or exceeding the minimum 

requirements of the Incentive Program 

because the Exchange proposes to lower 

the quoting requirements for the 

Incentive Program. 

In addition, the Exchange proposes to 

extend the Incentive Program until 

January 31, 2025. The purpose of this 

extension is to continue to incentivize 

Market Makers to provide quotes in 

SPIKES options and to improve 

liquidity and available volume. 

The Exchange will announce the 

amendment and extension of the 

Incentive Program to all Members via a 

Regulatory Circular.23

Proposal To Remove the Fee Waivers for 

Market Markets That Trade Solely in 

Proprietary Products (Including SPIKES 

Options) 

Currently, the Exchange offers fee 

waivers for (i) Membership Application 

fees, (ii) monthly Market Maker Trading 

Permit fees, (iii) Member API Testing 

and Certification fees, and (iv) monthly 

MEI Port fees, to Market Makers that 

trade solely in Proprietary Products 

(including options on SPIKES). The fee 

waivers for the aforementioned fees will 

end on September 30, 2024. The 

Exchange now proposes to remove the 

aforementioned fee waivers from the 

Fee Schedule once they expire on 

September 30, 2024. 

Membership Application Fees 

The Exchange currently assesses a 

one-time Membership Application fee 

for applications of potential Members. 

The Exchange assesses a one-time 

Membership Application fee on the 

earlier of (i) the date the applicant is 

certified in the membership system, or 

(ii) once an application for MIAX 

membership is finally denied. The onetime application fee is based upon the 


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83532 Federal Register / Vol. 89, No. 200 / Wednesday, October 16, 2024 / Notices 

24The term ‘‘Electronic Exchange Member’’ or 

‘‘EEM’’ means the holder of a Trading Permit who 

is not a Market Maker. Electronic Exchange 

Members are deemed ‘‘members’’ under the 

Exchange Act. See Exchange Rule 100. 

25See Fee Schedule, Section (3)(b). 

26A FIX Port is an interface with MIAX systems 

that enables the Port user (typically an Electronic 

Exchange Member or a Market Maker) to submit 

simple and complex orders electronically to MIAX. 

See Fee Schedule, Section 5)d)i). 

27Clearing Trade Drop (‘‘CTD’’) provides 

Exchange members with real-time clearing trade 

updates. The updates include the Member’s 

clearing trade messages on a low latency, real-time 

basis. The trade messages are routed to a Member’s 

connection containing certain information. The 

information includes, among other things, the 

following: (i) trade date and time; (ii) symbol 

information; (iii) trade price/size information; (iv) 

Member type (for example, and without limitation, 

Market Maker, Electronic Exchange Member, 

Broker-Dealer); (v) Exchange Member Participant 

Identifier (‘‘MPID’’) for each side of the transaction, 

including Clearing Member MPID; and (vi) strategy 

specific information for complex transactions. CTD 

Port Fees will be assessed in any month the 

Member is credentialed to use the CTD Port in the 

production environment. See Fee Schedule, Section 

5)d)iii. 

applicant’s status as either a Market 

Maker or an Electronic Exchange 

Member (‘‘EEM’’).24 A Market Maker is 

assessed a one-time Membership 

Application fee of $3,000. However, the 

Exchange currently offers a waiver of 

the Membership Application fee for 

Market Makers that will trade solely in 

Proprietary Products. This waiver is set 

to expire on September 30, 2024. 

The Exchange now proposes to 

remove the waiver for the one-time 

Membership Application fee of $3,000 

for Market Makers that trade solely in 

Proprietary Products (including options 

on SPIKES) once it expires on 

September 30, 2024. The Exchange 

notes that the only Proprietary Product 

offered by the Exchange is SPIKES 

options. The Exchange initially waived 

the Membership Application fee for 

Market Makers that trade solely in 

Proprietary Products in order to attract 

new market participants to trade 

SPIKES options. Since the Exchange is 

no longer listing new expiration months 

in SPIKES options, and the Exchange 

anticipates that there will be no 

expiration months available for trading 

following the expiration of the January 

2025 SPIKES options, the Exchange will 

no longer waive the Membership 

Application fee to attract market 

participants to trade SPIKES options. 

Trading Permit Fees 

The Exchange issues Trading Permits 

that confer the ability to transact on the 

Exchange. MIAX Trading Permits are 

issued to Market Makers and EEMs. 

Members receiving Trading Permits 

during a particular calendar month are 

assessed monthly Trading Permit fees as 

set forth in the Fee Schedule. As it 

relates to Market Makers, the Exchange 

currently assesses a monthly Trading 

Permit fee in any month the Market 

Maker is certified in the membership 

system, is credentialed to use one or 

more MIAX MEI Ports in the production 

environment and is assigned to quote in 

one or more classes. The Exchange 

assesses the monthly Market Maker 

Trading Permit fee for its Market Makers 

based on the greatest number of classes 

listed on the Exchange that the Market 

Maker was assigned to quote in on any 

given day within a calendar month and 

the applicable fee rate is the lesser of 

either the per class basis or percentage 

of total national average daily volume 

measurements. A Market Maker is 

assessed a monthly Trading Permit fee 

according to the following table: 25

Type of trading permit 

Monthly MIAX 

trading permit 

fee 

Market Maker assignments 

(the lesser of the applicable measurements below) Ω

Per class % of national average daily volume 

Market Maker (includes RMM, 

LMM, PLMM).

$7,000.00 Up to 10 Classes .................... Up to 20% of Classes by volume. 

12,000.00 Up to 40 Classes .................... Up to 35% of Classes by volume. 

* 17,000.00 Up to 100 Classes .................. Up to 50% of Classes by volume. 

* 22,000.00 Over 100 Classes ................... Over 50% of Classes by volume up to all Classes listed on 

MIAX. 

Ω Excludes Proprietary Products. 

* For these Monthly MIAX Trading Permit Fee levels, if the Market Maker’s total monthly executed volume during the relevant month is less 

than 0.060% of the total monthly executed volume reported by OCC in the market maker account type for MIAX-listed option classes for that 

month, then the fee will be $15,500 instead of the fee otherwise applicable to such level. 

However, the Exchange currently 

offers a waiver of the Trading Permit fee 

for Market Makers that will trade solely 

in Proprietary Products. This waiver is 

set to expire on September 30, 2024. 

The Exchange now proposes to 

remove the waiver for the monthly 

Trading Permit fee for Market Makers 

that trade solely in Proprietary Products 

(including options on SPIKES) once it 

expires on September 30, 2024. The 

Exchange notes that the only Proprietary 

Products offered by the Exchange is 

SPIKES options. The Exchange initially 

waived the monthly Trading Permit fee 

for Market Makers that trade solely in 

Proprietary Products in order to attract 

new market participants to trade 

SPIKES options. Since the Exchange is 

no longer listing new expiration months 

in SPIKES options, and the Exchange 

anticipates that there will be no 

expiration months available for trading 

following the expiration of the January 

2025 SPIKES options, the Exchange will 

no longer waive the monthly Trading 

Permit fee to attract market participants 

to trade SPIKES options. The Exchange 

also notes that there are no Market 

Makers trading solely in SPIKES 

options, thus the Exchange believes that 

removing the waiver for the monthly 

Trading Permit fee for Market Makers 

that trade solely in Proprietary Products 

(including options on SPIKES) would 

have no impact on Members or the 

public. 

API Testing and Certification Fees 

The Exchange assesses an API Testing 

and Certification fee to all Members 

depending upon Membership type. An 

API makes it possible for Members’ 

software to communicate with MIAX 

software applications, and is subject to 

Members testing with, and certification 

by, MIAX. The Exchange offers four 

types of interfaces: (i) the Financial 

Information Exchange Port (‘‘FIX 

Port’’),26 which enables the FIX Port 

user (typically an EEM or a Market 

Maker) to submit simple and complex 

orders electronically to MIAX; (ii) the 

MEI Port, which enables Market Makers 

to submit simple and complex 

electronic quotes to MIAX; (iii) the 

Clearing Trade Drop Port (‘‘CTD 

Port’’),27 which provides real-time trade 

clearing information to the participants 

to a trade on MIAX and to the 

participants’ respective clearing firms; 


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28The FIX Drop Copy Port (‘‘FXD’’) is a 

messaging interface that will provide a copy of realtime trade execution, trade correction and trade 

cancellation information for simple and complex 

orders to FIX Drop Copy Port users who subscribe 

to the service. FIX Drop Copy Port users are those 

users who are designated by an EEM to receive the 

information and the information is restricted for use 

by the EEM only. FXD Port Fees will be assessed 

in any month the Member is credentialed to use the 

FXD Port in the production environment. See Fee 

Schedule, Section 5)d)iv). 

29See Fee Schedule 5)d)ii). 

and (iv) the FIX Drop Copy Port (‘‘FXD 

Port’’),28 which provides a copy of realtime trade execution, correction and 

cancellation information through a FIX 

Port to any number of FIX Ports 

designated by an EEM to receive such 

messages. 

API Testing and Certification fees for 

Market Makers are assessed (i) initially 

per API for CTD and MEI ports in the 

month the Market Maker has been 

credentialed to use one or more ports in 

the production environment for the 

tested API and the Market Maker has 

been assigned to quote in one or more 

classes, and (ii) each time a Market 

Maker initiates a change to its system 

that requires testing and certification. 

API Testing and Certification fees will 

not be assessed in situations where the 

Exchange initiates a mandatory change 

to the Exchange’s system that requires 

testing and certification. The Exchange 

currently assesses a Market Maker an 

API Testing and Certification fee of 

$2,500. The API Testing and 

Certification fees represent costs 

incurred by the Exchange as it works 

with each Member for testing and 

certifying that the Member’s software 

systems communicate properly with the 

Exchange’s interfaces. However, the 

Exchange currently offers a waiver of 

the API Testing and Certification Fee for 

Market Makers that will trade solely in 

Proprietary Products. This waiver is set 

to expire on September 30, 2024. 

The Exchange now proposes to 

remove the waiver of the API Testing 

and Certification fee for Market Makers 

that trade solely in Proprietary Products 

(including options on SPIKES) from the 

Fee Schedule once it expires on 

September 30, 2024. The Exchange 

notes that the only Proprietary Products 

offered by the Exchange is SPIKES 

options. The Exchange initially waived 

the API Testing and Certification fee for 

Market Makers that trade solely in 

Proprietary Products in order to attract 

new market participants to trade 

SPIKES options. Since the Exchange is 

no longer listing new expiration months 

in SPIKES options, and the Exchange 

anticipates that there will be no 

expiration months available for trading 

following the expiration of the January 

2025 SPIKES options, the Exchange will 

no longer waive the API Testing and 

Certification fee to attract market 

participants to trade SPIKES options. 

The Exchange also notes that there is no 

Market Makers trading solely in SPIKES 

options, thus the Exchange believes that 

removing the waiver for the API Testing 

and Certification fee for Market Makers 

that trade solely in Proprietary Products 

(including options on SPIKES) would 

have no impact on Members or the 

public. 

MEI Port Fees 

The Exchange assesses monthly MEI 

Port fees to Market Makers in each 

month the Member has been 

credentialed to use the MEI Port in the 

production environment and has been 

assigned to quote in at least one class. 

The amount of the monthly MEI Port fee 

is based upon the number of classes in 

which the Market Maker was assigned 

to quote on any given day within the 

calendar month, and upon the class 

volume percentages set forth in the Fee 

Schedule. The class volume percentage 

is based on the total national average 

daily volume in classes listed on the 

Exchange in the prior calendar quarter. 

Newly listed option classes are 

excluded from the calculation of the 

monthly MEI Port fee until the calendar 

quarter following their listing, at which 

time the newly listed option classes will 

be included in both the per class count 

and the percentage of total national 

average daily volume. The Exchange 

assesses Market Makers the monthly 

MEI Port fee based on the greatest 

number of classes listed on the 

Exchange that the Market Maker was 

assigned to quote in on any given day 

within a calendar month and the 

applicable fee rate that is the lesser of 

either the per class basis or percentage 

of total national average daily volume 

measurement. The Exchange assesses 

MEI Port fees on Market Makers 

according to the following table: 29

However, the Exchange currently offers 

a waiver of the MEI Port Fee for Market 

Makers that trade solely in Proprietary 

Products. This waiver is set to expire on 

September 30, 2024. 

Monthly MIAX MEI fees 

Market maker assignments 

(the lesser of the applicable measurements below) Ω

Per class % of national average daily volume 

$5,000.00 ........................................ Up to 5 Classes ............................. Up to 10% of Classes by volume. 

10,000.00 ........................................ Up to 10 Classes ........................... Up to 20% of Classes by volume. 

14,000.00 ........................................ Up to 40 Classes ........................... Up to 35% of Classes by volume. 

17,500.00 * ...................................... Up to 100 Classes ......................... Up to 50% of Classes by volume. 

20,500.00 * ...................................... Over 100 Classes .......................... Over 50% of Classes by volume up to all Classes listed on MIAX. 

Ω Excludes Proprietary Products. 

* For these Monthly MIAX MEI Fees levels, if the Market Maker’s total monthly executed volume during the relevant month is less than 0.060% 

of the total monthly executed volume reported by OCC in the market maker account type for MIAX-listed option classes for that month, then the 

fee will be $14,500 instead of the fee otherwise applicable to such level. 

The Exchange now proposes to 

remove the waiver of the monthly MEI 

Port fee for Market Makers that trade 

solely in Proprietary Products 

(including options on SPIKES) once it 

expires on September 30, 2024. The 

Exchange notes that the only Proprietary 

Product offered by the Exchange is 

SPIKES options. The Exchange initially 

waived the monthly MEI Port fee for 

Market Makers that trade solely in 

Proprietary Products in order to attract 

new market participants to trade 

SPIKES options. Since the Exchange is 

no longer listing new expiration months 

in SPIKES options, and the Exchange 

anticipates that there will be no 

expiration months available for trading 

following the expiration of the January 

2025 SPIKES options, the Exchange will 

no longer waive the monthly MEI Port 

fee to attract market participants to trade 

SPIKES options. The Exchange also 

notes that there is no Market Makers 

trading solely in SPIKES options, thus 

the Exchange believes that removing the 

waiver for the monthly MEI Port fee for 


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83534 Federal Register / Vol. 89, No. 200 / Wednesday, October 16, 2024 / Notices 

30 15 U.S.C. 78f(b). 

31 15 U.S.C. 78f(b)(4) and (5). 

Market Makers that trade solely in 

Proprietary Products (including options 

on SPIKES) would have no impact on 

Members or the public. 

Implementation 

The proposed fee changes are 

effective beginning October 1, 2024. 

2. Statutory Basis 

The Exchange believes that its 

proposal to amend its Fee Schedule is 

consistent with Section 6(b) of the Act 30

in general, and furthers the objectives of 

Section 6(b)(4) of the Act 31 in 

particular, in that it is an equitable 

allocation of reasonable fees and other 

charges among its Members and issuers 

and other persons using its facilities. 

The Exchange also believes the proposal 

furthers the objectives of Section 6(b)(5) 

of the Act 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 and is 

not designed to permit unfair 

discrimination between customers, 

issuers, brokers and dealers. 

The Exchange believes that it is 

reasonable, equitable, and not unfairly 

discriminatory to modify the Incentive 

Program for Market Makers in SPIKES 

options. The amendment to the 

Incentive Program is reasonably 

designed because the Exchange is no 

longer listing new expiration months in 

SPIKES options. The Exchange 

anticipates that there will be no 

expiration months available for trading 

following the expiration of the January 

2025 SPIKES options. Lowering the 

quoting requirements for the Incentive 

Program would encourage more Market 

Makers to participate in the Incentive 

Program. Given that the Exchange 

proposes to lower the threshold of the 

quoting standards for the Incentive 

Program, accordingly the Exchange 

proposes to reduce the compensation 

pools and the maximum amount 

available to each individual Market 

Maker for satisfying and/or exceeding 

the minimum requirements of the 

Incentive Program. The Incentive 

Program is equitably allocated and not 

unfairly discriminatory because the 

amendment to the Incentive Program 

applies to all SPIKES Market Makers. 

Additionally, if a SPIKES Market Maker 

does not satisfy the requirements of 

Incentive 1 or 2, then that Market Maker 

simply will not receive the rebate 

offered by the Incentive Program for that 

month. 

The Exchange believes that it is 

reasonable, equitable and not unfairly 

discriminatory to extend the Incentive 

Program for Market Makers in SPIKES 

options until January 31, 2025. It will 

continue to benefit all market 

participants trading in SPIKES options. 

SPIKES options is a Proprietary Product 

on the Exchange and the continuation of 

the Incentive Program encourages 

SPIKES Market Makers to satisfy a 

heightened quoting standard, average 

quote size, and time in market. A 

continued increase in quoting activity 

and tight quotes may yield a 

corresponding increase in order flow 

from other market participants, which 

benefits all investors by deepening the 

Exchange’s liquidity pool, potentially 

providing greater execution incentives 

and opportunities, while promoting 

market transparency and improving 

investor protection. 

The Exchange believes that the 

Incentive Program is equitable and not 

unfairly discriminatory because it will 

continue to promote SPIKES options 

liquidity, which may increase trading 

opportunities to the benefit of all market 

participants. The Exchange believes it is 

reasonable to operate the Incentive 

Program for a continued limited period 

of time to strengthen market quality for 

all market participants. The resulting 

increased volume and liquidity will 

benefit those Members who are eligible 

to participate in the Incentive Program 

and will also continue to benefit those 

Members who are not eligible to 

participate in the Incentive Program by 

providing more trading opportunities 

and tighter spreads. 

Additionally, the Exchange believes 

that the proposal to remove the fee 

waivers for certain non-transaction fees 

for Market Makers that trade solely in 

Proprietary Products is reasonable. The 

Exchange initially waived certain nontransaction fees for Market Makers that 

trade solely in Proprietary Products in 

order to attract new market participants 

to trade SPIKES options. Since the 

Exchange is no longer listing new 

expiration months in SPIKES options, 

and the Exchange anticipates that there 

will be no expiration months available 

for trading following the expiration of 

the January 2025 SPIKES options, the 

Exchange will no longer waive these 

non-transaction fees to attract market 

participants to trade SPIKES options. 

The Exchange also notes that there is no 

Market Makers trading solely in SPIKES 

options, thus the Exchange believes that 

removing the fee waivers for certain 

non-transaction fees for Market Makers 

that trade solely in Proprietary Products 

(including options on SPIKES) would 

have no impact on Members or the 

public. The Exchange believes the 

proposed removal of the fee waivers is 

fair and equitable and not unreasonably 

discriminatory because it applies to all 

current and future market participants 

on the Exchange. 

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. 

Intra-Market Competition 

The Exchange believes that the 

proposed modification and extension of 

the Incentive Program to January 31, 

2025, would continue to increase intramarket competition by incentivizing 

Market Makers to quote SPIKES options, 

which will continue to enhance the 

quality of quoting and increase the 

volume of contracts available to trade in 

SPIKES options. To the extent that this 

purpose is achieved, all the Exchange’s 

market participants should benefit from 

the improved market liquidity for 

SPIKES options. Enhanced market 

quality and increased transaction 

volume in SPIKES options that results 

from the anticipated increase in Market 

Maker activity on the Exchange will 

benefit all market participants and 

improve competition on the Exchange. 

Additionally, the Exchange believes 

that the proposal to remove certain of 

the non-transaction fee waivers for 

Market Makers that trade solely in 

Proprietary Products would have no 

impact on intra-market competition 

because it applies to all new potential 

Market Makers to quote in Proprietary 

Products. The Exchange also notes that 

there are no Market Makers trading 

solely in SPIKES options, thus the 

Exchange believes that removing the 

waiver for the monthly MEI Port fee for 

Market Makers that trade solely in 

Proprietary Products (including options 

on SPIKES) would have no impact on 

intra-market competition. 

The Exchange does not believe that 

the proposed rule changes will impose 

any burden on intra-market competition 

that is not necessary or appropriate in 

furtherance of the purposes of the Act 

because the proposed changes for each 

separate type of market participant (new 

Market Makers and existing Market 

Makers) will be assessed equally to all 

such market participants. 

Inter-Market Competition 

The Exchange does not believe that 

the proposed rule changes will impose 


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Federal Register / Vol. 89, No. 200 / Wednesday, October 16, 2024 / Notices 83535 

32 15 U.S.C. 78s(b)(3)(A)(ii). 

33 17 CFR 240.19b–4(f)(2). 34 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3See Exchange Rule 1.5(p). 

any burden on inter-market competition 

that is not necessary or appropriate in 

furtherance of the purposes of the Act 

because the proposed modification and 

extension of the Incentive Program 

applies only to the Market Makers in 

SPIKES options, which are traded 

exclusively on the Exchange. 

Additionally, the Exchange does not 

believe that the proposed rule changes 

will impose any burden on inter-market 

competition that is not necessary or 

appropriate in furtherance of the 

purposes of the Act because the 

proposed removal of the fee waivers 

applies only to the Exchange’s 

Proprietary Products (including options 

on SPIKES), which are traded 

exclusively on the Exchange. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

Written comments were neither 

solicited nor received. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change has become 

effective pursuant to Section 

19(b)(3)(A)(ii) of the Act,32 and Rule 

19b–4(f)(2) 33 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. If the 

Commission takes such action, the 

Commission shall institute proceedings 

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– 

MIAX–2024–39 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street NE, 

Washington, DC 20549–1090. 

All submissions should refer to file 

number SR–MIAX–2024–39. This file 

number should be included on the 

subject line if email is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

internet website (https://www.sec.gov/ 

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule change between the 

Commission and any person, other than 

those that may be withheld from the 

public in accordance with the 

provisions of 5 U.S.C. 552, will be 

available for website viewing and 

printing in the Commission’s Public 

Reference Room, 100 F Street NE, 

Washington, DC 20549, on official 

business days between the hours of 10 

a.m. and 3 p.m. Copies of the filing also 

will be available for inspection and 

copying at the principal office of the 

Exchange. Do not include personal 

identifiable information in submissions; 

you should submit only information 

that you wish to make available 

publicly. We may redact in part or 

withhold entirely from publication 

submitted material that is obscene or 

subject to copyright protection. All 

submissions should refer to file number 

SR–MIAX–2024–39 and should be 

submitted on or before November 6, 

2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.34

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–23802 Filed 10–15–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101294; File No. SR– 

MEMX–2024–39] 

Self-Regulatory Organizations; MEMX 

LLC; Notice of Filing and Immediate 

Effectiveness of a Proposed Rule 

Change To Amend the Exchange’s Fee 

Schedule Concerning Equities 

Transaction Pricing 

October 9, 2024. 

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

Securities Exchange Act of 1934 (the 

‘‘Act’’),1 and Rule 19b–4 thereunder,2

notice is hereby given that, on October 

2, 2024, MEMX LLC (‘‘MEMX’’ or the 

‘‘Exchange’’) filed with the Securities 

and Exchange Commission (the 

‘‘Commission’’) the proposed rule 

change as described in Items I, II, and 

III below, which Items have been 

prepared by the Exchange. The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange is filing with the 

Commission a proposed rule change to 

amend the Exchange’s fee schedule 

applicable to Members 3 (the ‘‘Fee 

Schedule’’) pursuant to Exchange Rules 

15.1(a) and (c). The Exchange proposes 

to implement the changes to the Fee 

Schedule pursuant to this proposal 

immediately. The text of the proposed 

rule change is provided in Exhibit 5. 

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. 


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