84216 Federal Register / Vol. 89, No. 203 / Monday, October 21, 2024 / Notices 

15 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3The term ‘‘Equity Member’’ is a Member 

authorized by the Exchange to transact business on 

MIAX Pearl Equities. See Exchange Rule 1901. 

4See Interpretations and Policies .02(b) to MEMX 

LLC (‘‘MEMX’’) Rule 11.10. 

5 17 CFR 240.15c3–5. 

6See Division of Trading and Markets, Responses 

to Frequently Asked Questions Concerning Risk 

Management Controls for Brokers or Dealers with 

Market Access, available at https://www.sec.gov/ 

divisions/marketreg/faq-15c-5-risk-managementcontrols-bd.htm. 

Commission, 100 F Street NE, 

Washington, DC 20549–1090. 

All submissions should refer to file 

number SR–ISE–2024–48. This file 

number should be included on the 

subject line if email is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

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–ISE–2024–48 and should be 

submitted on or before November 12, 

2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.15

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–24209 Filed 10–18–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101341; File No. SR– 

PEARL–2024–48] 

Self-Regulatory Organizations; MIAX 

PEARL, LLC; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Amend Exchange 

Rule 2618(a)(7)(A) To Allow Equity 

Members To Cancel a Subset of Orders 

Over an Order Entry Port 

October 15, 2024. 

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

Securities Exchange Act of 1934 

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

notice is hereby given that on October 

8, 2024, MIAX PEARL, LLC (‘‘MIAX 

Pearl’’ or ‘‘Exchange’’) filed with the 

Securities and Exchange Commission 

(‘‘SEC’’ or ‘‘Commission’’) a 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 proposes to amend 

Exchange Rule 2618(a)(7)(A) to allow 

Equity Members 3 to cancel a subset of 

orders over an order entry port on the 

Exchange’s equity trading platform 

(referred to herein as ‘‘MIAX Pearl 

Equities’’). 

The text of the proposed rule change 

is available on the Exchange’s website at 

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

us-equities/pearl-equities/rule-filings, at 

MIAX Pearl’s principal office, and at the 

Commission’s Public Reference Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

Exchange included statements 

concerning the purpose of and basis for 

the proposed rule change and discussed 

any comments it received on the 

proposed rule change. The text of these 

statements may be examined at the 

places specified in Item IV below. The 

Exchange has prepared summaries, set 

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

the most significant aspects of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange currently offers risk 

functionality that permits Equity 

Members to cancel orders over their 

order entry port or over a dedicated 

Purge Port. The Exchange offers risk 

functionality that allows Equity 

Members to block new orders 

submitted, to cancel all open orders, or 

both block new orders and cancel all 

open orders under Exchange Rule 

2618(a)(7)(A). The Exchange notes that 

order entry ports may be used to enter 

orders, modify existing orders, and 

cancel existing orders. The Exchange 

separately offers Purge Ports, which are 

dedicated ports that permits an Equity 

Member to simultaneously cancel all or 

a subset of its orders through a single 

cancel message. 

Unlike Purge Ports, Exchange Rule 

2618(a)(7)(A) does not provide that 

Equity Members may cancel a subset of 

orders over an order entry port. Due to 

Equity Member requests, the Exchange 

now proposes to amend Exchange Rule 

2618(a)(7)(A) to allow Equity Members 

to cancel a subset of orders over an 

order entry port. An order cancelation 

request sent over an order entry port, 

including the proposal to cancel a 

subset of orders, is and would be 

handled along with other messages sent 

over that same order entry port, such as 

new orders and order modification 

requests. On a Purge Port, a request to 

cancel a subset of orders is also handled 

only with other cancelation messages 

sent over that same Purge Port. The 

Exchange notes that similar 

functionality is also offered on at least 

on [sic] other national securities 

exchange.4

* * * * * 

The Exchange does not guarantee that 

the proposed cancelation functionality 

is sufficiently comprehensive to meet all 

of an Equity Member’s risk management 

needs. Pursuant to Rule 15c3–5 under 

the Act,5 a broker-dealer with market 

access must perform appropriate due 

diligence to assure that controls are 

reasonably designed to be effective, and 

otherwise consistent with the rule.6 Use 

of the Exchange’s risk controls included 


lotter on DSK11XQN23PROD with NOTICES1
Federal Register / Vol. 89, No. 203 / Monday, October 21, 2024 / Notices 84217 

7 15 U.S.C. 78f(b). 

8 15 U.S.C. 78f(b)(5). 

9See Interpretations and Policies .02(b) to MEMX 

Rule 11.10. See also Securities Exchange Act 

Release No. 88806 (May 4, 2020), 85 FR 27451 (May 

8, 2020) (Order approving MEMX’s exchange 

application, which included Interpretations and 

Policies .02(b) to MEMX Rule 11.10). 

10See Interpretations and Policies .02(b) to 

MEMX Rule 11.10. 

11 15 U.S.C. 78s(b)(3)(A). 

12 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– 

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

the Commission written notice of its intent to file 

the proposed rule change at least five business days 

prior to the date of filing of the proposed rule 

change, or such shorter time as designated by the 

Commission. The Exchange has satisfied this 

requirement. 

in Exchange Rule 2618 does not 

automatically constitute compliance 

with Exchange or federal rules and 

responsibility for compliance with all 

Exchange and SEC rules remains with 

the Equity Member. 

Implementation 

Due to the technological changes 

associated with this proposed change, 

the Exchange will issue a trading alert 

publicly announcing the 

implementation date of the proposed 

enhancements to its risk controls set 

forth herein. The Exchange anticipates 

that the implementation date will be in 

the first or second quarter of 2025. 

2. Statutory Basis 

The proposed rule change is 

consistent with Section 6(b) of the Act,7

in general, and furthers the objectives of 

Section 6(b)(5),8 in particular, because it 

is designed to prevent fraudulent and 

manipulative acts and practices, to 

promote just and equitable principles of 

trade, to foster cooperation and 

coordination with persons engaged in 

regulating, clearing, settling, processing 

information with respect to, and 

facilitating transactions in securities, to 

remove impediments to and perfect the 

mechanism of a free and open market 

and a national market system, and, in 

general, to protect investors and the 

public interest. Specifically, the 

Exchange believes the proposed 

amendments will remove impediments 

to and perfect the mechanism of a free 

and open market and a national market 

system because the augmented 

functionality is being proposed in 

response to Equity Member feedback as 

part of their efforts to appropriately 

manage their risk. The proposed rule 

change is also similar to functionality 

that is offered on at least on [sic] other 

national securities exchange, which the 

Commission approved.9 Therefore, the 

Exchange does not believe that the 

proposed rule change raises any new or 

novel issues not already considered by 

the Commission. 

Specifically, the Exchange believes 

that the proposed rule change is 

consistent with the protection of 

investors and the public interest 

because allowing would allow [sic] 

Equity Members the ability to cancel a 

subset of their orders via an order entry 

port. This additional flexibility would 

provide Equity Members with 

additional cancelation functionality and 

further align order entry port 

cancelation functionality with what is 

currently provided via a Purge Port. 

Equity Members that elect to utilize the 

proposed cancelation functionality may 

do so over an order entry port rather 

than needing a separate Purge Port. The 

Exchange believes the proposed 

amendments will remove impediments 

to and perfect the mechanism of a free 

and open market and a national market 

system because they provide additional 

functionality for an Equity Member to 

manage its risk. 

Finally, the Exchange believes that 

the proposed rule change does not 

unfairly discriminate among Equity 

Members because use of the proposed 

cancelation functionality is optional and 

is not a prerequisite for participation on 

the Exchange. The proposed cancelation 

functionality is completely voluntary 

and, as is relates solely to optional risk 

management functionality, no equity 

Member is required or under any 

regulatory obligation to utilize it. 

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 that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. 

The Exchange believes its proposal 

will not impose any burden on intermarket competition because it would 

provide Equity Members with 

additional flexibility canceling orders in 

a manner that may better suit their risk 

appetite when they seek to manage their 

order flow and orders that may be 

resting on the Exchange. The proposal 

would also promote inter-market 

competition because it would allow the 

Exchange to better compete with at least 

one other national securities exchange 

that offers similar functionality.10 The 

proposal would impose no burden on 

intra-market competition because each 

risk setting would be applied to all 

Equity Members’ orders equally. 

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 

Because the foregoing proposed rule 

change does not: (i) Significantly affect 

the protection of investors or the public 

interest; (ii) impose any significant 

burden on competition; and (iii) become 

operative for 30 days after the date of 

the filing, or such shorter time as the 

Commission may designate, it has 

become effective pursuant to 19(b)(3)(A) 

of the Act 11 and Rule 19b–4(f)(6) 12

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 

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– 

PEARL–2024–48 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street NE, 

Washington, DC 20549–1090. 

All submissions should refer to file 

number SR–PEARL–2024–48. This file 

number should be included on the 

subject line if email is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

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

rules/sro.shtml). Copies of the 


lotter on DSK11XQN23PROD with NOTICES1
84218 Federal Register / Vol. 89, No. 203 / Monday, October 21, 2024 / Notices 

13 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). 

4MEMX Options provides Fee Code ‘‘N’’ for 

transactions in Non-Penny options. Fee Codes are 

provided by the Exchange on the monthly invoices 

provided to Options Members. 

5MEMX Options provides Fee Code ‘‘D’’ for 

transactions which add liquidity to the MEMX 

Options Book. 

6Customer capacity applies to any order for the 

account of a Priority Customer. ‘‘Priority Customer’’ 

means any person or entity that is neither a broker 

or dealer in securities nor a Professional. See Rule 

16.1 of the MEMX Rulebook. MEMX Options 

provides fee qualifier ‘‘c’’ for Customer transactions. 

7Market share percentage calculated as of 

September 30, 2024. The Exchange receives and 

processes data made available through the 

consolidated data feeds (i.e., OPRA). 

8See, e.g., note 10 of the of the Nasdaq Options 

Market trading fee schedule on its public website 

(available at: https://listingcenter.nasdaq.com/ 

rulebook/nasdaq/rules/nasdaq-options-7) which 

reflects a $1.15 per contract Rebate to Add Liquidity 

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–PEARL–2024–48 and should be 

submitted on or before November 12, 

2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.13

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–24206 Filed 10–18–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101338; File No. SR– 

MEMX–2024–38] 

Self-Regulatory Organizations; MEMX 

LLC; Notice of Filing and Immediate 

Effectiveness of a Proposed Rule 

Change To Amend the Fee Schedule 

Concerning Options Transaction Fees 

October 15, 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 

September 30, 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 pursuant to 

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

Exchange proposes to implement the 

changes to the MEMX Options Fee 

Schedule (the ‘‘Options 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. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The purpose of the proposed rule 

change is to amend the Options Fee 

Schedule to increase the transaction 

rebate for executions of contracts where 

the underlying security of the applicable 

option is not in the Penny Interval 

program (‘‘Non-Penny options’’) 4 which 

add liquidity to the MEMX Options 

Book 5 and which are made in the 

Customer capacity (‘‘Customer’’),6 as 

further described below. 

The Exchange first notes that it 

operates in a highly competitive market 

in which market participants can 

readily direct order flow to competing 

venues if they deem fee levels at a 

particular venue to be excessive or 

incentives to be insufficient. The 

Exchange is one of only 17 options 

venues to which market participants 

may direct their order flow. Based on 

publicly available information, no single 

options exchange has more than 

approximately 17% of the market share 

and currently the Exchange represents 

only approximately 3% of the market 

share.7 In such a low-concentrated and 

highly competitive market, no single 

options exchange, including the 

Exchange, possesses significant pricing 

power in the execution of option order 

flow. The Exchange believes that the 

ever-shifting market share among the 

exchanges from month to month 

demonstrates that market participants 

can shift order flow, discontinue, or 

reduce use of certain categories of 

products in response to fee changes. 

Accordingly competitive forces 

constrain the Exchange’s transaction 

fees, and market participants can readily 

trade on competing venues if they deem 

pricing levels at those other venues to 

be more favorable. The Exchange’s Fee 

Schedule sets forth standard rebates and 

rates applied per contract. 

Increased Transaction Rebate for 

Executions of Non-Penny Options in the 

Customer Capacity Which Add 

Liquidity to the MEMX Options Book 

Currently, the Exchange provides a 

standard transaction rebate of $1.15 per 

contract on Non-Penny options (as 

defined above) in the Customer capacity 

which add liquidity to the MEMX 

Options Book. Now, the Exchange 

proposes to amend the standard 

transaction rebate on such contracts 

from $1.15 per contract to $1.19 per 

contract. The purpose of increasing the 

rebate is to incentivize Members to 

execute additional contracts in NonPenny names in the Customer capacity 

which add liquidity. The Exchange’s 

proposal is designed to encourage the 

execution of additional contracts on the 

Exchange in order to enhance volume, 

deepen liquidity and promote price 

discovery on the MEMX Options 

platform. The Exchange believes that 

the increased rebate is in line with or 

exceeds the rebates provided by other 

national securities exchanges and will 

incentivize Members to route additional 

order flow to the Exchange.8


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