84424 Federal Register / Vol. 89, No. 204 / Tuesday, October 22, 2024 / Notices 

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

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 100544 

(July 17, 2024), 89 FR 59782 (‘‘Notice’’). Comments 

on the proposed rule change are available at: 

https://www.sec.gov/comments/sr-nasdaq-2024- 

037/srnasdaq2024037.htm. 

4 15 U.S.C. 78s(b)(2). 

5See Securities Exchange Act Release No. 100879 

(August 30, 2024), 89 FR 72501 (September 5, 

2024). The Commission designated October 21, 

2024, as the date by which the Commission shall 

approve or disapprove, or institute proceedings to 

determine whether to disapprove, the proposed rule 

change. 

6 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

FOR FURTHER INFORMATION CONTACT: 

Chris Chase, Senior Counsel, or Lisa 

Reid Ragen, Branch Chief, at (202) 551– 

6825 (Division of Investment 

Management, Chief Counsel’s Office). 

SUPPLEMENTARY INFORMATION: 

Summary of Application: Applicants 

request an order to permit certain 

business development companies and 

closed-end management investment 

companies to co-invest in portfolio 

companies with each other and with 

certain affiliated investment entities. 

Applicants: AFA Private Credit Fund; 

Alternative Fund Advisors LLC; and 

AFA Private Credit LP. 

Filing Dates: The application was 

filed on April 12, 2024, and amended on 

July 23, 2024. 

Hearing or Notification of Hearing: An 

order granting the requested relief will 

be issued unless the Commission orders 

a hearing. Interested persons may 

request a hearing on any application by 

emailing the SEC’s Secretary at 

Secretarys-Office@sec.gov and serving 

the Applicants with a copy of the 

request by email, if an email address is 

listed for the relevant Applicant below, 

or personally or by mail, if a physical 

address is listed for the relevant 

Applicant below. Hearing requests 

should be received by the Commission 

by 5:30 p.m. on November 11, 2024, and 

should be accompanied by proof of 

service on applicants, in the form of an 

affidavit or, for lawyers, a certificate of 

service. Pursuant to rule 0–5 under the 

Act, hearing requests should state the 

nature of the writer’s interest, any facts 

bearing upon the desirability of a 

hearing on the matter, the reason for the 

request, and the issues contested. 

Persons who wish to be notified of a 

hearing may request notification by 

emailing the Commission’s Secretary at 

SecretarysOffice@sec.gov. 

For Applicants’ representations, legal 

analysis, and conditions, please refer to 

Applicants’ first amended and restated 

application, dated July 23, 2024, which 

may be obtained via the Commission’s 

website by searching for the file number 

at the top of this document, or for an 

Applicant using the Company name 

search field, on the SEC’s EDGAR 

system. The SEC’s EDGAR system may 

be searched at, at http://www.sec.gov/ 

edgar/searchedgar/legacy/ 

companysearch.html. You may also call 

the SEC’s Public Reference Room at 

(202) 551–8090. 

For the Commission, by the Division of 

Investment Management, under delegated 

authority. 

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–24459 Filed 10–21–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101380; File No. SR– 

NASDAQ–2024–037] 

Self-Regulatory Organizations; The 

Nasdaq Stock Market LLC; Notice of 

Withdrawal of a Proposed Rule Change 

To Amend Rule 5820 To Codify the 

Standards of Review That Govern 

Appeals Before the Nasdaq Listing and 

Hearing Review Council and Calls for 

Review by the Nasdaq Listing and 

Hearing Review Council 

October 17, 2024. 

On July 3, 2024, The Nasdaq Stock 

Market LLC (‘‘Nasdaq’’ or ‘‘Exchange’’) 

filed with the Securities and Exchange 

Commission (‘‘Commission’’), pursuant 

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

Exchange Act of 1934 (‘‘Act’’) 1 and Rule 

19b–4 thereunder,2 a proposed rule 

change to amend Rule 5820 to codify 

the standards of review that govern 

appeals before the Nasdaq Listing and 

Hearing Review Council and calls for 

review by the Nasdaq Listing and 

Hearing Review Council. The proposed 

rule change was published for comment 

in the Federal Register on July 23, 

2024.3 On August 30, 2024, pursuant to 

Section 19(b)(2) of the Act,4 the 

Commission designated a longer period 

within which to approve the proposed 

rule change, disapprove the proposed 

rule change, or institute proceedings to 

determine whether to approve or 

disapprove the proposed rule change.5

On October 15, 2024, the Exchange 

withdrew the proposed rule change 

(SR–NASDAQ–2024–037). 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.6

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–24470 Filed 10–21–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101367; File No. SR– 

CBOE–2024–044] 

Self-Regulatory Organizations; Cboe 

Exchange, Inc.; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Amend its Fees 

Schedule 

October 16, 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 

1, 2024, Cboe Exchange, Inc. (the 

‘‘Exchange’’ or ‘‘Cboe Options’’) filed 

with the Securities and Exchange 

Commission (‘‘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 

Cboe Exchange, Inc. (the ‘‘Exchange’’ 

or ‘‘Cboe Options’’) proposes to amend 

its Fees Schedule. The text of the 

proposed rule change is provided in 

Exhibit 5. 

The text of the proposed rule change 

is also available on the Exchange’s 

website (http://www.cboe.com/ 

AboutCBOE/CBOELegalRegulatory

Home.aspx), at the Exchange’s Office of 

the Secretary, 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 


ddrumheller on DSK120RN23PROD with NOTICES1
Federal Register / Vol. 89, No. 204 / Tuesday, October 22, 2024 / Notices 84425 

3Under current rules, an executing agent 

operation is one that accepts orders from customers 

(who may be public or broker-dealer customers) and 

submits the orders for execution (either directly to 

the Exchange or through another TPH). 

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 its 

Fees Schedule, effective October 1, 

2024. 

XSP Fees 

The Exchange first proposes to amend 

certain fees related to transactions in 

Mini-SPX Index (‘‘XSP’’) options. 

Specifically, the proposed rule changes 

amends and adopts certain fees for XSP 

in the ‘‘Rate Table for All Products 

Excluding Underlying Symbol List A’’, 

as follows: 

• Amends fee code XC, appended to 

all Customer (capacity ‘‘C’’) orders in 

XSP that are for less than 10 contracts 

and provides a rebate of $0.13 per 

contract, to provide a rebate of $0.30 per 

contract. 

• Amends fee code MY, appended to 

all Market-Maker (capacity ‘‘M’’) in XSP 

contra to non-customers that remove 

liquidity and that are executed 

electronically and assesses a fee of $0.14 

per contract, to assess a fee of $0.30 per 

contract. 

GTH Executing Agent Subsidy Program 

Next, the Exchange proposes to 

amend the Global Trading Hours 

(‘‘GTH’’) Executing Agent Subsidy 

Program, set forth in the Fees Schedule. 

The GTH Executing Agent Subsidy 

Program offers a monthly subsidy to 

Trading Permit Holders (‘‘TPHs’’) with 

executing agent operations 3 during the 

GTH trading session. Pursuant to the 

current GTH Executing Agent Subsidy 

Program, a designated GTH executing 

agent receives the monthly subsidy 

amount that corresponds to the number 

of contracts executed on behalf of 

customers (including public and brokerdealer customers) during GTH in a 

calendar month per the GTH Executing 

Agent Subsidy Program table, as shown 

in the table below. Qualifying customer 

volume is limited to SPX and VIX 

options. 

GTH Monthly customer SPX and 

VIX options volume Subsidy 

0–19,999 contracts ....................... $0.00 

20,000–99,999 contracts .............. 15,000 

GTH Monthly customer SPX and 

VIX options volume Subsidy 

100,000+ contracts ....................... 50,000 

To become a designated GTH 

executing agent, a TPH must submit a 

form to the Exchange no later than 3:00 

p.m. on the second to last business day 

of a calendar month to be designated an 

GTH executing agent under the 

program, and thus eligible for the 

subsidy, beginning the following 

calendar month. The current criteria 

states that a TPH must include on or 

with the form information 

demonstrating it maintains an GTH 

executing agent operation: (1) physically 

staffed throughout each entire GTH 

trading session and (2) willing to accept 

and execute orders on behalf of 

customers. The designation will be 

effective the first business day of the 

following calendar month, subject to the 

Exchange’s confirmation the TPH’s GTH 

executing agent operations satisfies 

these two conditions and will remain in 

effect until the Exchange receives an 

email from the TPH terminating its 

designation or the Exchange determines 

the TPH’s GTH executing agent 

operation no longer satisfies these two 

conditions. 

The Exchange proposes to amend the 

GTH Executing Agent Subsidy Program 

to include Professional Customers (i.e., 

capacity ‘‘U’’) in the program, so that a 

designated GTH executing agent 

receives the monthly subsidy amount 

that corresponds to the number of 

contracts executed on behalf of 

customers (including professional, 

public and broker-dealer customers) 

during GTH in a calendar month per the 

GTH Executing Agent Subsidy Program 

table. 

The proposed changes are designed to 

continue to encourage designated GTH 

executing agents to increase their order 

flow executed as agent (on behalf of 

customers, including professional 

customers) in SPX and VIX options that 

trade during GTH, to meet the volume 

thresholds and receive the 

corresponding subsidies. The Exchange 

notes that incentivizing TPHs to 

conduct executing agent operations 

willing to accept orders from all 

customers, including professional 

customers, during GTH is intended to 

increase customer accessibility to the 

GTH trading session. The Exchange 

believes that increased order flow 

through designated GTH executing 

agents would allow the Exchange to 

grow participation during GTH, which 

may benefit all market participants, as 

additional liquidity to the Exchange 

during GTH would create more trading 

opportunities during GTH, and in turn 

attract market participants to submit 

additional order flow during GTH. 

Flex Surcharge Fee 

The Exchange also proposes to adopt 

the FLEX Surcharge fee for XND 

(Nasdaq 100 Micro Index Options) FLEX 

Options orders. Currently, the Exchange 

assesses a FLEX Surcharge Fee of $0.10- 

per-contract credit for DJX, MRUT, 

MXEA, MXEF, MXACW, MXUSA, 

MXWLD, NDX, NDXP and XSP FLEX 

Options orders (all capacity codes) 

executed electronically (except for Cboe 

Compression Service (‘‘CCS’’) and FLEX 

Micro transactions). The FLEX 

Surcharge Fee is only charged up to the 

first 2,500 contracts per trade ($250 per 

trade). The Exchange proposes to amend 

its Fees Schedule, to assess the FLEX 

Surcharge Fee to XND. The FLEX 

Surcharge Fee assists the Exchange in 

recouping the cost of developing and 

maintaining the FLEX system. 

RTH XSP LMM Incentive Program 

Finally, the Exchange proposes to 

amend its Regular Trading Hours 

(‘‘RTH’’) XSP Lead Market-Maker 

(‘‘LMM’’) Incentive Program (the 

‘‘Program’’). By way of background, the 

Exchange offers several LMM Incentive 

Programs which provide a rebate to 

TPHs with LMM appointments to the 

respective incentive program that meet 

certain quoting standards in the 

applicable series in a month. The 

Exchange notes that meeting or 

exceeding the quoting standards in each 

of the LMM Incentive Program products 

to receive the applicable is optional for 

an LMM appointed to a program. 

Particularly, an LMM appointed to an 

incentive program is eligible to receive 

the corresponding rebate if it satisfies 

the applicable quoting standards, which 

the Exchange believes encourages 

appointed LMMs to provide liquidity in 

the applicable class and trading session 

(i.e., RTH or GTH). The Exchange may 

consider other exceptions to the 

programs’ quoting standards based on 

demonstrated legal or regulatory 

requirements or other mitigating 

circumstances. In calculating whether 

an LMM appointed to an incentive 

program meets the applicable program’s 

quoting standards each month, the 

Exchange excludes from the calculation 

in that month the business day in which 

the LMM missed meeting or exceeding 

the quoting standards in the highest 

number of the applicable series. 

The Exchange proposes to amend the 

current Program. Currently, the Program 

provides that, if an LMM appointed to 

the Program provides continuous 

electronic quotes during RTH that meet 


ddrumheller on DSK120RN23PROD with NOTICES1
84426 Federal Register / Vol. 89, No. 204 / Tuesday, October 22, 2024 / Notices 

or exceed the basic quoting standards 

(below) in at least 95% of the series 

93% of the time in a given month, the 

LMM will receive (i) a payment for that 

month in the amount of $40,000 (or prorated amount if an appointment begins 

after the first trading day of the month 

or ends prior to the last trading day of 

the month) and (ii) a rebate of $0.09 per 

XSP contract that is executed in RTH in 

Market-Maker capacity and adds 

liquidity electronically contra to noncustomer capacity. 

WIDTH

Moneyness * Expiring option 1 day 2 days to 5 days 6 days to 14 days 15 days to 35 days 

VIX Value at Prior Close ≤30: 

[≤3% ITM) ............................................... $0.20 $0.25 $0.25 $0.50 $1.00 

[3% ITM to 2% ITM) ............................... 0.10 0.15 0.15 0.25 0.75 

[2% ITM to 0.25% ITM) .......................... 0.04 0.05 0.05 0.06 0.10 

[0.25% ITM to ATM) ............................... 0.02 0.03 0.04 0.05 0.08 

[ATM to 1% OTM) .................................. 0.02 0.02 0.02 0.03 0.06 

[>1% OTM] ............................................. 0.02 0.02 0.02 0.02 0.04 

VIX Value at Prior Close >30: 

[>3% ITM) ............................................... 0.25 0.30 0.30 0.55 1.05 

[3% ITM to 2% ITM) ............................... 0.15 0.20 0.20 0.30 0.80 

[2% ITM to 0.25% ITM) .......................... 0.05 0.06 0.06 0.07 0.11 

[0.25% ITM to ATM) ............................... 0.03 0.04 0.05 0.06 0.09 

[ATM to 1%OTM) .................................... 0.03 0.03 0.03 0.04 0.07 

[>1% OTM] ............................................. 0.03 0.03 0.03 0.03 0.05 

* Moneyness is calculated as 1 ¥ strike/index for calls, strike/index ¥1 for puts. Negative numbers are Out of the Money (‘‘OTM’’) and positive 

values are In the Money (‘‘ITM’’). A Moneyness value of zero for either calls or puts is considered At the Money (‘‘ATM’’). For example, if the 

index is at 400, the 396 call = 1 - 396/400 = 0.01 = 1% ITM, whereas the 396 put = 396/400 ¥1 = - 0.01 = 1% OTM. 

Moneyness Size (0 to 35 days to expiry) 

[>3% ITM) .................................................................................................................................................................... 5 

[3% ITM to 2% ITM) .................................................................................................................................................... 10 

[2% ITM to 0.25% ITM) ............................................................................................................................................... 15 

[0.25% ITM to ATM) .................................................................................................................................................... 20 

[ATM to 1% OTM) ....................................................................................................................................................... 20 

[>1% OTM] .................................................................................................................................................................. 20 

The Exchange proposes to restructure 

the Program by adopting two sets of 

quoting standards for XSP options, a set 

of basic quoting standards and a set of 

advanced quoting standards. First, the 

Exchange proposes to adopt the basic 

quoting standards (below) under the 

Program. 

WIDTH

Moneyness Expiring option 1 day 2 days to 5 days 6 days to 14 days 15 days to 35 days 

VIX Value at Prior Close ≤30: 

[≤3% ITM) ............................................... $0.40 $0.40 $0.40 $0.40 $0.75 

[3% ITM to 2% ITM) ............................... 0.30 0.30 0.30 0.30 0.50 

[2% ITM to 0.25% ITM) .......................... 0.12 0.12 0.15 0.20 0.30 

[0.25% ITM to ATM) ............................... 0.08 0.08 0.10 0.12 0.18 

[ATM to 1% OTM) .................................. 0.05 0.05 0.06 0.06 0.12 

[>1% OTM] ............................................. 0.03 0.04 0.05 0.05 0.08 

VIX Value at Prior Close >30: 

[>3% ITM) ............................................... 0.50 0.50 0.50 0.80 1.00 

[3% ITM to 2% ITM) ............................... 0.30 0.30 0.30 0.50 0.75 

[2% ITM to 0.25% ITM) .......................... 0.20 0.20 0.20 0.25 0.50 

[0.25% ITM to ATM) ............................... 0.08 0.10 0.12 0.15 0.20 

[ATM to 1% OTM) .................................. 0.05 0.06 0.07 0.09 0.12 

[>1% OTM] ............................................. 0.04 0.05 0.05 0.06 0.10 

SIZE

Expiring option 1 day 2 days to 5 days 6 days to 14 days 15 days to 35 days 

[>3% ITM) ...................................................... 5 5 5 5 5 

[3% ITM to 2% ITM) ...................................... 5 5 5 10 10 

[2% ITM to 0.25% ITM) ................................. 10 10 10 15 15 

[0.25% ITM to ATM) ...................................... 20 20 20 20 20 

[ATM to 1% OTM) .......................................... 20 20 20 20 20 

[>1% OTM] ..................................................... 20 20 20 20 20 


ddrumheller on DSK120RN23PROD with NOTICES1
Federal Register / Vol. 89, No. 204 / Tuesday, October 22, 2024 / Notices 84427 

4 15 U.S.C. 78f(b). 

5 15 U.S.C. 78f(b)(5). 6 Id. 

As proposed, under the Program, if an 

appointed LMM provides continuous 

electronic quotes during RTH that meet 

or exceed the basic quoting standards in 

at least 90% the series 90% of the time 

in a given month, the LMM will receive 

$15,000 (or pro-rated amount if an 

appointment begins after the first 

trading day of the month or ends prior 

to the last trading day of the month). In 

addition, the proposed rule change 

adopts a performance payment under 

the Program, which provides that, in 

addition to the above rebate, the LMM 

with the highest performance in 

satisfying the above basic quoting 

standards in a month will receive a 

performance payment of $10,000 for 

that month. In order to be eligible to 

receive the performance payment in a 

month, an LMM must meet or exceed 

the above quoting standards in that 

month. Highest performance is 

measured as the cumulative sum of 

series in which an LMM meets or 

exceeds the basic quoting requirements 

by the total series each day (excluding 

the day in which an LMM missed 

meeting or exceeding the basic quoting 

standard in the highest number of 

series). 

The Exchange proposes to eliminate 

the additional credit of $0.03 per 

contract applied to all XSP contracts 

executed in a Market-Maker capacity 

which add liquidity electronically 

contra to non-customer capacity, 

currently offered to an LMM appointed 

to the Program which provides 

continuous electronic quotes during 

RTH that meet or exceed the XSP 

heightened quoting standards. 

The Exchange proposes to amend the 

Program to adopt advanced quoting 

standards (provided below). As 

proposed, if an LMM appointed to the 

Program provides continuous electronic 

quotes during RTH that meet or exceed 

the proposed advanced quoting 

standards (below) in at least 85% of the 

series 85% of the time in a given month, 

the LMM will receive a payment for that 

month in the amount of $20,000 (or prorated amount if an appointment begins 

after the first trading day of the month 

or ends prior to the last trading day of 

the month). 

WIDTH

Moneyness Expiring option 1 day 2 days to 5 days 6 days to 14 days 15 days to 35 days 

VIX Value at Prior Close ≤30: 

[>3% ITM) ............................................... $0.30 $0.25 $0.30 $0.40 $0.75 

[3% ITM to 2% ITM) ............................... 0.12 0.15 0.20 0.25 0.50 

[2% ITM to 0.25% ITM) .......................... 0.10 0.10 0.15 0.16 0.25 

[0.25% ITM to ATM) ............................... 0.06 0.06 0.08 0.10 0.15 

[ATM to 1% OTM) .................................. 0.03 0.03 0.05 0.06 0.10 

[>1% OTM] ............................................. 0.02 0.03 0.04 0.05 0.06 

VIX Value at Prior Close >30: 

[>3% ITM) ............................................... 0.30 0.40 0.50 0.70 1.00 

[3% ITM to 2% ITM) ............................... 0.20 0.25 0.25 0.30 0.75 

[2% ITM to 0.25% ITM) .......................... 0.15 0.20 0.20 0.25 0.40 

[0.25% ITM to ATM) ............................... 0.08 0.09 0.12 0.15 0.20 

[ATM to 1% OTM) .................................. 0.05 0.06 0.07 0.09 0.10 

[≤1% OTM] .............................................. 0.03 0.04 0.05 0.06 0.07 

SIZE

Expiring option 1 day 2 days to 5 days 6 days to 14 days 15 days to 35 days 

[>3% ITM) ...................................................... 5 5 5 5 5 

[3% ITM to 2% ITM) ...................................... 5 5 5 10 10 

[2% ITM to 0.25% ITM) ................................. 10 10 10 15 15 

[0.25% ITM to ATM) ...................................... 20 20 20 20 20 

[ATM to 1% OTM) .......................................... 20 20 20 20 20 

[>1% OTM] ..................................................... 20 20 20 20 20 

The Exchange believes the proposed 

basic and advanced quoting 

requirements for XSP options under the 

Program are designed to continue to 

encourage LMMs appointed to the 

program to provide significant liquidity 

in XSP options during RTH, which, in 

turn, would provide greater trading 

opportunities, added market 

transparency and enhanced price 

discovery for all market participants in 

XSP. Further, by providing a set of 

advanced quoting standards that 

provide for tighter width standards, the 

proposed rule change offers LMMs 

appointed to the Program a more 

challenging opportunity, thus further 

incentive, to strive to meet the 

heightened quoting standards in order 

to receive the additional rebate. 

2. Statutory Basis 

The Exchange believes the proposed 

rule change is consistent with the 

Securities Exchange Act of 1934 (the 

‘‘Act’’) and the rules and regulations 

thereunder applicable to the Exchange 

and, in particular, the requirements of 

Section 6(b) of the Act.4 Specifically, 

the Exchange believes the proposed rule 

change is consistent with the Section 

6(b)(5) 5 requirements that the rules of 

an exchange be 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. 

Additionally, the Exchange believes the 

proposed rule change is consistent with 

the Section 6(b)(5) 6 requirement that 

the rules of an exchange not be designed 

to permit unfair discrimination between 

customers, issuers, brokers, or dealers. 


ddrumheller on DSK120RN23PROD with NOTICES1
84428 Federal Register / Vol. 89, No. 204 / Tuesday, October 22, 2024 / Notices 

7 15 U.S.C. 78f(b)(4). 

8See Cboe Options Fees Schedule, Rate Table— 

All Products Excluding Underlying Symbol List A, 

FLEX Surcharge Fee. 

The Exchange also believes the 

proposed rule change is consistent with 

Section 6(b)(4) of the Act,7 which 

requires that Exchange rules provide for 

the equitable allocation of reasonable 

dues, fees, and other charges among its 

TPHs and other persons using its 

facilities. 

The Exchange believes that the 

proposed fee changes for certain 

Customer and Market-Maker orders in 

XSP are reasonable, equitable and not 

unfairly discriminatory. The Exchange 

believes that it is equitable and not 

unfairly discriminatory to provide a 

rebate of $0.30 per contract for all 

Customer orders in XSP that are for less 

than 10 contracts, as such rebate is 

designed to incentivize Customer 

volume in XSP on the Exchange. The 

Exchange believes that incentivizing 

more Customer orders in XSP will 

create more trading opportunities, 

which, in turn attracts Market-Makers. 

A resulting increase in Market-Maker 

activity facilitates tighter spreads, which 

may lead to additional increase of order 

flow in XSP from other market 

participants, further contributing to a 

deeper, more liquid market to the 

benefit of all market participants by 

creating a more robust and wellbalanced market ecosystem. 

Further, the Exchange believes the 

proposed change to the fee for MarketMaker orders in XSP contra to noncustomers that remove liquidity and 

that are executed electronically is 

reasonable. The proposed fee, in 

general, aligns with current fees for 

other types of orders in XSP, namely 

Non-Customer, Non-Market Maker XSP 

orders contra to a customer or contra to 

a non-customer that add liquidity and 

are executed electronically (which yield 

fee code XF). The Exchange believes 

that the changes are reasonable and that 

the fee, even as amended, will continue 

to incentivize TPHs to send additional 

Market-Maker orders to the Exchange. 

The Exchange believes that the 

proposed fees for certain Customer and 

Market-Maker orders in XSP are 

equitable and not unfairly 

discriminatory because the proposed 

fees will apply automatically and 

uniformly to all applicable Customer 

and Market-Maker orders in XSP which 

yield fee codes XC and MY, 

respectively. 

Additionally, the Exchange believes 

that the proposed amendment to the 

GTH Executing Agent Subsidy Program, 

to include Professional Customers (i.e., 

capacity ‘‘U’’) in the program, so that a 

designated GTH executing agent may 

receive specified subsidy amounts that 

correspond to the number of contracts 

executed on behalf of customers 

(including professional, public and 

broker-dealer customers) during GTH in 

a calendar month, is reasonable. The 

GTH Executing Agent Subsidy Program 

is overall designed to encourage 

designated GTH executing agents to 

increase their customer order flow in 

SPX and VIX options traded during 

GTH. The Exchange believes that adding 

professional customer capacity orders to 

the program will encourage increased 

order flow, which would allow the 

Exchange to grow participation in the 

GTH trading session to the benefit of all 

market participants that trade during 

GTH, by providing greater trading 

opportunities as a result of increased 

liquidity, thereby attracting additional 

order flow from market participants 

during GTH. 

The Exchange also believes that the 

proposed rule changes related to the 

GTH Executing Agent Subsidy Program 

are equitable and not unfairly 

discriminatory. In particular, the 

Exchange believes the proposed changes 

are equitable and not unfairly 

discriminatory because all TPHs that 

conduct this type of operation during 

GTH will continue to have the 

opportunity to become a designated 

GTH executing agent and to execute 

relevant orders on behalf of customers, 

including professional customers, and 

thus be eligible for the monthly subsidy 

commensurate with applicable customer 

volumes. As noted above, the proposed 

changes reflect the growth of the GTH 

trading session and are designed to 

continue to encourage designated GTH 

executing agents to increase their order 

flow executed as agent in SPX and VIX 

symbols that trade during GTH, to meet 

the volume thresholds and receive 

corresponding subsidies. TPHs that 

conduct executing agent operations 

provide benefits to investors during 

GTH, including increased customer 

accessibility, including for professional 

customers, to the GTH trading session 

and increased order flow. 

The Exchange believes assessing a 

FLEX Surcharge Fee of $0.10 per 

contract for all XND orders executed 

electronically on FLEX and capping it at 

$250 (i.e., first 2,500 contracts per trade) 

is reasonable because it is the same 

amount currently charged to other index 

products for the same transactions.8 The 

proposed Surcharge is also equitable 

and not unfairly discriminatory because 

the amount will be assessed to all 

market participants to whom the FLEX 

Surcharge applies. 

The Exchange believes the amended 

XSP RTH LMM Incentive Program, as 

proposed, is reasonable, equitable and 

not unfairly discriminatory. The 

Exchange believe the series and time 

requirement for the basic quoting 

standards (which are less than current 

Program requirements), as well as the 

basic quoting standards themselves 

(which are in general wider in quote 

size and quote width than current 

Program standards), are reasonable. As 

compared to the current Program, such 

changes are reasonably designed to 

slightly ease the difficulty in meeting 

the heightened quoting standards 

offered under the Program (for which an 

appointed LMM receives the respective 

rebates), which, in turn, provides 

increased incentive for LMMs appointed 

to these programs to provide significant 

liquidity in XSP options. Such liquidity 

benefits all market participants by 

providing more trading opportunities, 

tighter spreads, and added market 

transparency and price discovery, and 

signals to other market participants to 

direct their order flow to those markets, 

thereby contributing to robust levels of 

liquidity. 

The Exchange also believes the 

proposed rebate offered under the 

Program to an LMM appointed to the 

program for meeting the basic quoting 

standards in a given month ($15,000) 

remains reasonably designed to 

incentivize an appointed LMM to meet 

the applicable quoting standards for 

XSP options, thereby providing liquid 

and active markets, which facilitates 

tighter spreads, increased trading 

opportunities, and overall enhanced 

market quality to the benefit of all 

market participants. The Exchange 

further believes that the proposed rule 

change is reasonable because it is 

comparable to and within the range of 

the rebates offered by other LMM 

Incentive Programs. For example, the 

GTH1 and GTH2 XSP LMM Programs 

each currently offer $15,000 to 

appointed LMMs for XSP options if the 

heightened quoting standards are met in 

a given month. 

Further, the Exchange believes the 

proposed performance payment of 

$10,000 provided to the LMM with the 

highest performance in satisfying the 

relevant heightened quoting standards 

for the Program is reasonable and 

equitable as the LMM Incentive 

Programs for MXEA and MXEF, 

MXACW, MXUSA, and MXWLD 

options offers a similar performance 

payment. All appointed LMMs are 

eligible for the performance payment, 

which is designed to incentivize LMMs 


ddrumheller on DSK120RN23PROD with NOTICES1
Federal Register / Vol. 89, No. 204 / Tuesday, October 22, 2024 / Notices 84429 

9See Cboe Options Fees Schedule, ‘‘RTH SPESG 

LMM Incentive Program’’, ‘‘MRUT LMM Incentive 

Program’’, ‘‘MXACW LMM Incentive Program’’, 

‘‘MXUSA LMM Incentive Program’’, ‘‘MXWLD 

Incentive Program’’, ‘‘NANOS LMM Incentive 

Program’’, and ‘‘MSCI LMM Incentive Program.’’ 

10See Cboe Options Fees Schedule, ‘‘MRUT LMM 

Incentive Program’’, ‘‘MSCI LMM Incentive 

Program’’, ‘‘MXACW LMM Incentive Program’’, 

‘‘MXUSA LMM Incentive Program’’, ‘‘MXWLD 

Incentive Program’’, ‘‘NANOS LMM Incentive 

Program’’, ‘‘GTH VIX/VIXW LMM Incentive 

Program’’, ‘‘GTH1/GTH2 SPX/SPXW LMM 

Incentive Programs’’, ‘‘GTH1/GTH2 XSP LMM 

Incentive Programs’’, and ‘‘RTH SPESG LMM 

Incentive Program.’’ 

to provide liquid and active markets in 

XSP options to encourage product 

growth. 

The Exchange also believes the 

elimination of the additional per 

contract credit incentive is reasonable, 

as the Exchange is not required to 

maintain the additional per contract 

incentive and now wishes to eliminate 

it from the Program. 

Additionally, the Exchange believes 

the proposed advanced quoting 

standards are reasonable. As noted 

above, by providing a set of advanced 

quoting standards that provide for 

tighter width standards, the proposed 

rule change offers LMMs appointed to 

the Program a more challenging 

opportunity, thus further incentive, to 

strive to meet the heightened quoting 

standards in order to receive the 

additional rebate. 

In general, the proposed Program is a 

reasonable financial incentive program 

because the proposed heightened 

quoting standards and rebate amounts 

for meeting the heightened quoting 

standards in XSP series are reasonably 

designed to incentivize LMMs 

appointed to the Program to meet the 

proposed heightened quoting standards 

during RTH for XSP, thereby providing 

liquid and active markets, which 

facilitates tighter spreads, increased 

trading opportunities, and overall 

enhanced market quality to the benefit 

of all market participants. 

The Exchange believes that the 

proposed heightened quoting standards 

are reasonable because they are similar 

to the detail and format of the quoting 

standards currently in place for LMM 

Incentive Programs for other proprietary 

Exchange products that trade during 

RTH.9 The Exchange also believes that 

proposed heightened quoting 

requirements are reasonably tailored to 

reflect market characteristics of XSP. 

For example, the Exchange believes the 

generally smaller widths appropriately 

reflect the lower-priced and smaller 

notional sized XSP product (XSP 

options are 1/10th the size of SPX 

options). The Exchange believes 

continuing to utilize moneyness as a 

quoting standard is reasonable, given 

the program objectives to achieve tight 

liquidity in a market where options 

premiums change quickly. 

Finally, the Exchange believes it is 

equitable and not unfairly 

discriminatory to offer the financial 

incentive to LMMs appointed to the 

Program because it will benefit all 

market participants trading in XSP 

during RTH by encouraging the 

appointed LMMs to satisfy the basic and 

advanced quoting standards, which 

incentivizes continuous increased 

liquidity and thereby may provide more 

trading opportunities and tighter 

spreads. Indeed, the Exchange notes that 

these LMMs serve a crucial role in 

providing quotes and the opportunity 

for market participants to trade XSP, 

which can lead to increased volume, 

providing for robust markets. The 

Exchange ultimately proposes to offer 

the Program to sufficiently incentivize 

the appointed LMMs to provide key 

liquidity and active markets in XSP 

options to encourage liquidity, thereby 

protecting investors and the public 

interest. The Exchange also notes that 

an LMM appointed to the Program may 

undertake added costs each month to 

satisfy that heightened quoting 

standards (e.g., having to purchase 

additional logical connectivity). The 

Exchange believes the Program is 

equitable and not unfairly 

discriminatory because similar 

programs currently exist for LMMs 

appointed to programs in other 

proprietary products,10 including for 

XSP during the GTH sessions, and the 

Program will equally apply to any TPH 

that is appointed as an LMM to the 

Program. Additionally, if an appointed 

LMM does not satisfy the heightened 

quoting standard in XSP for any given 

month, then it simply will not receive 

the offered payments or rebates for that 

month. 

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 does not believe that the 

proposed rule change related to XSP fee 

codes will impose any burden on 

intramarket competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act because the 

proposed fees will apply automatically 

and uniformly to all applicable 

Customer and Market-Maker orders in 

XSP which yield fee codes XC and MY, 

respectively. 

In regard to the proposed changes to 

the GTH Executing Agent Subsidy 

Program, all TPHs that conduct 

executing agent operations willing to 

accept orders from all customers 

(including professional customers) will 

continue to have an opportunity to be 

eligible for the GTH Executing Agent 

Subsidy program. Also, such TPHs that 

conduct this type of operation may 

provide benefits to investors during 

GTH, including increased customer 

accessibility to, and liquidity and 

trading opportunities during, the GTH 

trading session. The proposed changes 

are designed to continue to encourage 

designated GTH executing agents to 

increase their order flow executed as 

agent in SPX and VIX symbols that trade 

during GTH, to receive specified 

subsidies. 

In regard to the proposed FLEX 

Surcharge rule changes, the Exchange 

believes that the proposed rule change 

will not impose any burden on 

intramarket competition because the 

proposed rule changes apply to all 

market participants that trade XND 

FLEX Options. 

The Exchange does not believe that 

the proposed rule change will impose 

any burden on intramarket competition 

that is not necessary or appropriate in 

furtherance of the purposes of the Act 

because the amendments to RTH XSP 

LMM Program will apply uniformly to 

any LMM appointment to the programs. 

To the extent LMMs appointed to these 

LMM Incentive Programs receive a 

benefit that other market participants do 

not, as stated, these LMMs in their role 

as Market-Makers on the Exchange have 

different obligations and are held to 

different standards. An LMM appointed 

to an incentive program may also 

undertake added costs each month to 

satisfy that heightened quoting 

standards (e.g., having to purchase 

additional logical connectivity). 

The Exchange also notes that the 

proposed changes are designed to attract 

additional order flow to the Exchange, 

wherein greater liquidity benefits all 

market participants by providing more 

trading opportunities, tighter spreads, 

and added market transparency and 

price discovery, and signals to other 

market participants to direct their order 

flow to those markets, thereby 

contributing to robust levels of liquidity. 

As a result, the Exchange believes that 

the proposed change furthers the 

Commission’s goal in adopting 

Regulation NMS of fostering 

competition among orders, which 

promotes ‘‘more efficient pricing of 


ddrumheller on DSK120RN23PROD with NOTICES1
84430 Federal Register / Vol. 89, No. 204 / Tuesday, October 22, 2024 / Notices 

11Securities Exchange Act Release No. 51808, 70 

FR 37495, 37498–99 (June 29, 2005) (S7–10–04) 

(Final Rule). 

12See Cboe Global Markets U.S. Options Market 

Volume Summary, Month-to-Date (March 29, 2023), 

available at https://markets.cboe.com/us/options/ 

market_statistics/. 

13See Securities Exchange Act Release No. 51808 

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

14NetCoalition v. SEC, 615 F.3d 525, 539 (D.C. 

Cir. 2010) (quoting Securities Exchange Act Release 

No. 59039 (December 2, 2008), 73 FR 74770, 74782– 

83 (December 9, 2008) (SR–NYSEArca-2006–21)). 

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

16 17 CFR 240.19b–4(f). 17 17 CFR 200.30–3(a)(12). 

individual stocks for all types of orders, 

large and small.’’ 11

The Exchange does not believe that 

the proposed rule changes will impose 

any burden on intermarket competition 

that is not necessary or appropriate in 

furtherance of the purposes of the Act 

because the proposed fees and programs 

apply to Exchange proprietary products, 

which are traded exclusively on the 

Exchange. To the extent that the 

proposed changes make Cboe Options a 

more attractive marketplace for market 

participants at other exchanges, such 

market participants are welcome to 

become Cboe Options market 

participants. 

Additionally, the Exchange notes that 

it operates in a highly competitive 

market. TPHs have numerous 

alternative venues that they may 

participate on and direct their order 

flow, including 17 other options 

exchanges, as well as off-exchange 

venues, where competitive products are 

available for trading. Based on publicly 

available information, no single options 

exchange has more than 16% of the 

market share.12 Therefore, no exchange 

possesses significant pricing power in 

the execution of option order flow. 

Indeed, participants can readily choose 

to send their orders to other exchange, 

and, additionally off-exchange venues, 

if they deem fee levels at those other 

venues to be more favorable. Moreover, 

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.’’ 13 The 

fact that this market is competitive has 

also long been recognized by the courts. 

In NetCoalition v. Securities and 

Exchange Commission, the D.C. Circuit 

stated as follows: ‘‘[n]o one disputes 

that competition for order flow is 

‘fierce.’ . . . As the SEC explained, ‘[i]n 

the U.S. national market system, buyers 

and sellers of securities, and the brokerdealers that act as their order-routing 

agents, have a wide range of choices of 

where to route orders for execution’; 

[and] ‘no exchange can afford to take its 

market share percentages for granted’ 

because ‘no exchange possesses a 

monopoly, regulatory or otherwise, in 

the execution of order flow from broker 

dealers’. . ..’’.14 Accordingly, the 

Exchange does not believe its proposed 

fee change imposes any burden on 

competition that is not necessary or 

appropriate in furtherance of the 

purposes of the Act. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

The Exchange neither solicited nor 

received comments on the proposed 

rule change. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change has become 

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

of the Act 15 and paragraph (f) of Rule 

19b–4 16 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 will 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– 

CBOE–2024–044 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–CBOE–2024–044. 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–CBOE–2024–044 and should be 

submitted on or before November 12, 

2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.17

J. Matthew DeLesDernier, 

Deputy Secretary. 

[FR Doc. 2024–24371 Filed 10–21–24; 8:45 am] 

BILLING CODE 8011–01–P 

SMALL BUSINESS ADMINISTRATION 

[Disaster Declaration #20701 and #20702; 

NORTH CAROLINA Disaster Number NC– 

20007] 

Presidential Declaration Amendment of 

a Major Disaster for the State of North 

Carolina 

AGENCY: Small Business Administration. 

ACTION: Amendment 2. 

SUMMARY: This is an amendment of the 

Presidential declaration of a major 


ddrumheller on DSK120RN23PROD with NOTICES1