87904 Federal Register / Vol. 89, No. 214 / Tuesday, November 5, 2024 / Notices 

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

2 17 CFR 240.19b–4. 

3The Exchange initially filed the proposed fee 

change on September 26, 2024 (SR–CboeBZX– 

2024–092). On October 4, 2024, the Exchange 

withdrew that filing and submitted SR–CboeBZX– 

2024–096. On October 16, 2024, the Exchange 

withdrew that filing and submitted SR–CboeBZX– 

2024–100. On October 18, 2024 the Exchange 

withdrew that filing and submitted this proposal. 

4As defined in Rule 11.8(e)(1)(A), the term ‘‘ETP’’ 

means any security listed pursuant to Exchange 

Rule 14.11. 

Jana Slovinska; Comments Due: 

November 7, 2024. 

11. Docket No(s).: MC2025–222 and 

K2025–220; Filing Title: USPS Request 

to Add Priority Mail Express, Priority 

Mail & USPS Ground Advantage 

Contract 583 to the Competitive Product 

List and Notice of Filing Materials 

Under Seal; Filing Acceptance Date: 

October 30, 2024; Filing Authority: 39 

U.S.C. 3642, 39 CFR 3035.105, and 39 

CFR 3041.310; Public Representative: 

Maxine Bradley; Comments Due: 

November 7, 2024. 

12. Docket No(s).: MC2025–223 and 

K2025–221; Filing Title: USPS Request 

to Add Priority Mail Express, Priority 

Mail & USPS Ground Advantage 

Contract 584 to the Competitive Product 

List and Notice of Filing Materials 

Under Seal; Filing Acceptance Date: 

October 30, 2024; Filing Authority: 39 

U.S.C. 3642, 39 CFR 3035.105, and 39 

CFR 3041.310; Public Representative: 

Maxine Bradley; Comments Due: 

November 7, 2024. 

13. Docket No(s).: MC2025–224 and 

K2025–222; Filing Title: USPS Request 

to Add Priority Mail Express, Priority 

Mail & USPS Ground Advantage 

Contract 585 to the Competitive Product 

List and Notice of Filing Materials 

Under Seal; Filing Acceptance Date: 

October 30, 2024; Filing Authority: 39 

U.S.C. 3642, 39 CFR 3035.105, and 39 

CFR 3041.310; Public Representative: 

Maxine Bradley; Comments Due: 

November 7, 2024. 

14. Docket No(s).: MC2025–225 and 

K2025–223; Filing Title: USPS Request 

to Add Priority Mail Express, Priority 

Mail & USPS Ground Advantage 

Contract 586 to the Competitive Product 

List and Notice of Filing Materials 

Under Seal; Filing Acceptance Date: 

October 30, 2024; Filing Authority: 39 

U.S.C. 3642, 39 CFR 3035.105, and 39 

CFR 3041.310; Public Representative: 

Gregory Stanton; Comments Due: 

November 7, 2024. 

15. Docket No(s).: MC2025–226 and 

K2025–224; Filing Title: USPS Request 

to Add Priority Mail Express, Priority 

Mail & USPS Ground Advantage 

Contract 587 to the Competitive Product 

List and Notice of Filing Materials 

Under Seal; Filing Acceptance Date: 

October 30, 2024; Filing Authority: 39 

U.S.C. 3642, 39 CFR 3035.105, and 39 

CFR 3041.310; Public Representative: 

Gregory Stanton; Comments Due: 

November 7, 2024. 

16. Docket No(s).: MC2025–227 and 

K2025–225; Filing Title: USPS Request 

to Add Priority Mail Express, Priority 

Mail & USPS Ground Advantage 

Contract 588 to the Competitive Product 

List and Notice of Filing Materials 

Under Seal; Filing Acceptance Date: 

October 30, 2024; Filing Authority: 39 

U.S.C. 3642, 39 CFR 3035.105, and 39 

CFR 3041.310; Public Representative: 

Almaroof Agoro; Comments Due: 

November 7, 2024. 

17. Docket No(s).: MC2025–228 and 

K2025–226; Filing Title: USPS Request 

to Add Priority Mail Express, Priority 

Mail & USPS Ground Advantage 

Contract 589 to the Competitive Product 

List and Notice of Filing Materials 

Under Seal; Filing Acceptance Date: 

October 30, 2024; Filing Authority: 39 

U.S.C. 3642, 39 CFR 3035.105, and 39 

CFR 3041.310; Public Representative: 

Almaroof Agoro; Comments Due: 

November 7, 2024. 

18. Docket No(s).: MC2025–229 and 

K2025–227; Filing Title: USPS Request 

to Add Priority Mail Express, Priority 

Mail & USPS Ground Advantage 

Contract 590 to the Competitive Product 

List and Notice of Filing Materials 

Under Seal; Filing Acceptance Date: 

October 30, 2024; Filing Authority: 39 

U.S.C. 3642, 39 CFR 3035.105, and 39 

CFR 3041.310; Public Representative: 

Almaroof Agoro; Comments Due: 

November 7, 2024. 

III. Summary Proceeding(s) 

None. See Section II for public 

proceedings. 

This Notice will be published in the 

Federal Register. 

Jennie L. Jbara, 

Primary Certifying Official. 

[FR Doc. 2024–25680 Filed 11–4–24; 8:45 am] 

BILLING CODE 7710–FW–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101479; File No. SR– 

CboeBZX–2024–102] 

Self-Regulatory Organizations; Cboe 

BZX Exchange, Inc.; Notice of Filing 

and Immediate Effectiveness of a 

Proposed Rule Change To Amend the 

Fees Applicable to Certain ExchangeTraded Products Listed on the 

Exchange, Which Are Set Forth in BZX 

Rule 14.13, Company Listing Fees 

October 30, 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 

18, 2024, Cboe BZX Exchange, Inc. (the 

‘‘Exchange’’ or ‘‘BZX’’) 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 

Cboe BZX Exchange, Inc. (‘‘BZX’’ or 

the ‘‘Exchange’’) is filing with the 

Securities and Exchange Commission 

(‘‘Commission’’ or ‘‘SEC’’) a proposed 

rule change to amend the fees 

applicable to certain exchange-traded 

products listed on the Exchange, which 

are set forth in BZX Rule 14.13, 

Company Listing Fees. 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://markets.cboe.com/us/ 

equities/regulation/rule_filings/BZX/), 

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 

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 submits this proposal 3

to adopt new Rule 14.13(b)(2)(E)(v) in 

order to adopt a new annual fee 

applicable to exchange-traded products 

(‘‘ETPs’’) 4 that consist only of an 

American Depository Receipt (‘‘ADR’’) 

and instruments designed to hedge the 

ETP’s foreign currency exposure in the 


ddrumheller on DSK120RN23PROD with NOTICES1
Federal Register / Vol. 89, No. 214 / Tuesday, November 5, 2024 / Notices 87905 

5An ADR Hedge is an ETP designed to provide 

investors with exposure to individual international 

companies without the currency exposure 

associated with traditional means of individual 

international company investing. Therefore, an 

ADR Hedge consists of a U.S.-listed ADR on an 

underlying international company (e.g., Toyota 

Motors) and a currency contract designed to 

mitigate the currency risk resulting from variable 

foreign exchange rates between the local currency 

of the international shares (e.g., Japanese Yen) and 

the U.S. Dollar. Three ADR Hedges are listed on the 

Exchange under Exchange Rule 14.11(l) (ExchangeTraded Fund Shares). Exchange Rule 14.11(l) is 

applicable to ETPs that are eligible to operate in 

reliance on Rule 6c–11 under the Investment 

Company Act of 1940 (‘‘Rule 6c–11’’). 

6 Instead, these products are assessed annual fees 

as provided under Rules 14.13(b)(2)(E)(i) through 

(v), as applicable. 

7A ‘‘Legacy Listing’’ is an ETP that was listed on 

the Exchange prior to January 1, 2019. See 

Exchange Rule 14.13(b)(2)(E)(i). 

8A ‘‘New Listing’’ is an ETP that first lists on the 

Exchange or has been listed on for fewer than three 

calendar months on the ETP’s first trading day of 

the year. See Exchange Rule 14.13(b)(2)(E)(ii). 

9An ‘‘Outcome Strategy Series’’ are multiple 

ETPs listed by the same issuer that are each 

designed to provide (i) a pre-defined set of returns; 

(ii) over a specified outcome period; (iii) based on 

the performance of the same underlying 

instruments; and (iv) each employ the same 

outcome strategy for achieving the pre-defined set 

of returns (each an ‘‘Outcome Strategy ETP’’ and, 

collectively, an ‘‘Outcome Strategy Series’’). See 

Exchange Rule 14.13(b)(2)(E)(iii). 

10A ‘‘Defined Distribution Strategy Series’’ are 

multiple ETPs listed by the same issuer that are 

each designed to provide (i) pre-defined set of cash 

distributions; (ii) over two specified periods with 

the first period beginning at inception until a predefined date and the second period beginning at 

that pre-defined date until another pre-defined date 

by which the ETP intends to distribute substantially 

all of its assets and liquidate the fund; (iii) where 

the first period defined distributions are based on 

the market conditions at the beginning of the first 

period, and the second period defined distributions 

are based on the market conditions at the beginning 

of the second period; and (iv) each employ the same 

strategy for achieving the pre-defined distributions 

(each a ‘‘Defined Distribution Strategy ETP’’ and, 

collectively, a ‘‘Defined Distribution Strategy 

Series’’). See Exchange Rule 14.13(b)(2)(E)(iv). 

11A ‘‘Transfer Listing’’ is an ETP that transfers 

listing from another national securities exchange to 

the Exchange. See Exchange Rule 

14.13(b)(1)(B)(v)(b). 

12See Exchange Rule 14.13(b)(2)(E)(v). 

13See LEP Tier 1 under Footnote 13 of the BZX 

Fee Schedule; Securities Exchange Act No. 99147 

(December 12, 2023) 88 FR 87476 (December 18, 

2023) (SR–CboeBZX–2023–099) (Notice of Filing 

and Immediate Effectiveness of a Proposed Rule 

Change To Amend the Fee Schedule Applicable to 

Members and Non-Members of the Exchange 

Pursuant to BZX Rules 15.1(a) and (c) in Order To 

Adopt a New Tier Under Footnote 13 (Tape B 

Volume and Quoting) Specific to Single-Stock 

Exchange Traded Funds (‘‘Single-Stock ETFs’’).The 

Exchange would not add ADR Hedges to the 

Liquidity Enhancement Program without first 

submitting an exchange rule filing to the SEC. 

14See NYSE Arca, Inc. (‘‘Arca’’) Schedule of Fees 

and Charges for Exchange Services as of January 10, 

2024, Annual Fees, Item 6. If an ADR Hedge listed 

on Arca, the listing fee would be between $10,000 

and $35,000, depending on the number of shares 

outstanding. 

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

16 15 U.S.C. 78f(b)(5). 

17 Id. 

18 15 U.S.C. 78f(b)(4). 

ADR (an ‘‘ADR Hedge’’).5 The Exchange 

is also proposing to make a 

corresponding non-substantive 

numbering change to make current Rule 

14.13(b)(2)(E)(v) become 

14.13(b)(2)(E)(vi) and to add language to 

proposed Rule 14.13(b)(2)(E)(vi) in order 

to make clear that ETPs that are subject 

to the new pricing for an ADR Hedge 

would not be subject to the standard 

annual fees applicable under Rule 

14.13(b)(2)(E)(vi) 6 in the same way that 

Legacy Listings,7 New Listings,8 an 

Outcome Strategy ETP 9 subject to Rule 

14.13(b)(2)(E)(iii), a Defined Distribution 

Strategy ETP 10 subject to Rule 

14.13(b)(2)(E)(iv), and Transfer 

Listings 11 are not subject to such fees. 

Annual fees for ETPs (not including 

Legacy Listings, New Listings, an 

Outcome Strategy ETP subject to Rule 

14.13(b)(2)(E)(iii), a Defined Distribution 

Strategy ETP subject to Rule 

14.13(b)(2)(E)(iv), and Transfer Listings) 

are generally based on the consolidated 

average daily volume (‘‘CADV’’) of the 

ETP in the fourth quarter of the 

preceding calendar year and range from 

$5,000 up to $7,000 per ETP.12

Now, the Exchange proposes to adopt 

an annual fee of $9,000 for ADR Hedges. 

The Exchange is proposing to adopt this 

fee in in order to provide uniform 

pricing for all ADR Hedges listed on the 

Exchange. The Exchange believes that 

these higher proposed fees are 

appropriate for this new product type 

because of the higher Exchange costs 

associated with issuer services, listing 

administration, and product 

development that have historically 

come along with the introduction of 

new product types on the Exchange. 

Specifically, based on prior experience 

with listing new product types, the 

Exchange believes that these could 

include adding ADR Hedge products to 

a liquidity incentive program, e.g. the 

Liquidity Enhancement Program,13

educating market participants about the 

product type, and any other 

unanticipated needs, each of which 

would require time and/or Exchange 

resources to accommodate. Without the 

ability to increase its fees in such 

instances, the Exchange will be less able 

to support innovation and changes in 

the marketplace. The Exchange also 

notes that this proposed fee is only 

$2,000 more than the highest tier of the 

Exchange’s standard fee schedule and is 

significantly less than the standard fees 

charged by another exchange.14 To the 

extent that any issuer finds the 

Exchange’s fees to be excessive, they 

could choose to list the ADR Hedge 

product on another national securities 

exchange. 

2. Statutory Basis 

The Exchange believes the proposed 

rule change is consistent with the Act 

and the rules and regulations 

thereunder applicable to the Exchange 

and, in particular, the requirements of 

Section 6(b) of the Act.15 Specifically, 

the Exchange believes the proposed rule 

change is consistent with the Section 

6(b)(5) 16 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) 17 requirement that 

the rules of an exchange not be designed 

to permit unfair discrimination between 

customers, issuers, brokers, or dealers as 

well as Section 6(b)(4) 18 as it is 

designed to provide for the equitable 

allocation of reasonable dues, fees and 

other charges among its Members and 

other persons using its facilities. 

The Exchange also notes that its ETP 

listing business operates in a highlycompetitive market in which ETP 

issuers can readily transfer their listings 

if they deem fee levels or any other 

factor at a particular venue to be 

insufficient or excessive. The proposed 

rule changes reflect a competitive 

pricing structure designed to incentivize 

issuers to list new products and transfer 

existing products to the Exchange, 

which the Exchange believes will 

enhance competition both among ETP 

issuers and listing venues, to the benefit 

of investors. 

The Exchange believes that it is 

reasonable to charge higher annual fees 

for an ADR Hedge because the proposed 

fees better correlate with the anticipated 

higher Exchange costs associated with 

issuer services, listing administration, 

and product development that generally 

come along with the introduction of any 

new product type. Specifically, based 

on prior experience with listing new 

product types, the Exchange believes 

that these could include adding ADR 

Hedge products to a liquidity incentive 

program, e.g., the Liquidity 


ddrumheller on DSK120RN23PROD with NOTICES1
87906 Federal Register / Vol. 89, No. 214 / Tuesday, November 5, 2024 / Notices 

19See LEP Tier 1 under Footnote 13 of the BZX 

Fee Schedule; Securities Exchange Act No. 99147 

(December 12, 2023) 88 FR 87476 (December 18, 

2023) (SR–CboeBZX–2023–099) (Notice of Filing 

and Immediate Effectiveness of a Proposed Rule 

Change To Amend the Fee Schedule Applicable to 

Members and Non-Members of the Exchange 

Pursuant to BZX Rules 15.1(a) and (c) in Order To 

Adopt a New Tier Under Footnote 13 (Tape B 

Volume and Quoting) Specific to Single-Stock 

Exchange Traded Funds (‘‘Single-Stock ETFs’’). 

20See Arca Schedule of Fees and Charges for 

Exchange Services as of January 10, 2024, Annual 

Fees, Item 6. If an ADR Hedge listed on Arca, the 

listing fee would be between $10,000 and $35,000, 

depending on the number of shares outstanding. 

21See Arca Schedule of Fees and Charges for 

Exchange Services as of January 10, 2024, Annual 

Fees, Item 6b. Specifically, Arca differentiates its 

annual listing fee for ETPs based on whether the 

ETP tracks an index, regardless of whether the ETP 

may rely on Rule 6c–11. See e.g., Securities 

Exchange Act No. 90988 (January 26, 2021) 86 FR 

7754 (February 1, 2021) (SR–NYSEArca–2021–04) 

(Notice of Filing and Immediate Effectiveness of 

Proposed Rule Change To Amend Its Schedule of 

Fees and Charges To Establish Annual Fees for 

Exchange Traded Products). 

22See Arca Schedule of Fees and Charges for 

Exchange Services as of January 10, 2024, Annual 

Fees, Item 6b. 

Enhancement Program,19 educating 

market participants about the product 

type, and any other unanticipated 

needs, each of which would require 

time and/or Exchange resources to 

accommodate. Without the ability to 

increase its fees in such instances, the 

Exchange will be less able to support 

innovation and changes in the 

marketplace. The Exchange also notes 

that this proposed fee is only $2,000 

more than the highest tier of the 

Exchange’s standard fee schedule and is 

significantly less than the standard fees 

charged by another exchange.20 The 

Exchange also notes that another 

exchange charges a higher annual fee for 

certain sub-categories of ETPs that are 

eligible to operate in reliance on Rule 

6c–11 citing the higher costs associated 

with issuer services, listing 

administration, product development 

and regulatory oversight.21 As such, the 

Exchange believes it is reasonable to 

charge a higher annual fee for ADR 

Hedges than other ETPs because such a 

fee better correlates with costs 

associated with the listing and 

supporting of ADR Hedges and the 

inability to increase its fees in such 

instances would leave the Exchange less 

able to both support innovation and 

changes in the marketplace and to 

compete with other venues that already 

have disparate pricing arrangements. 

The Exchange believes its proposal 

equitably allocates its fees among its 

market participants. In the prevailing 

competitive environment, issuers can 

readily favor competing venues or 

transfer listings if they deem fee levels 

at a particular venue to be excessive, or 

discount opportunities available at other 

venues to be more favorable. The 

proposed annual fee for ADR Hedges is 

only $2,000 more than the highest tier 

of the Exchange’s standard fee schedule 

and is significantly less than the 

standard fees charged by Arca, that 

charge up to $35,000.22 The proposed 

annual fees for ADR Hedges are 

equitable because the proposed 

increased annual fees would apply 

uniformly to all issuers. As noted above, 

the Exchange is proposing to adopt this 

fee in in order to provide uniform 

pricing for all ADR Hedges listed on the 

Exchange. 

The Exchange believes that the 

proposal is not unfairly discriminatory. 

In the prevailing competitive 

environment, issuers are free to list 

elsewhere if they believe that alternative 

venues offer them better value. The 

Exchange believes it is not unfairly 

discriminatory to apply a higher annual 

fee to ADR Hedges because the 

proposed fee would be offered on an 

equal basis to all issuers listing an ADR 

Hedge on the Exchange. Even though 

the proposed annual fee for ADR Hedges 

is higher than the standard ETP annual 

fee, the Exchange believes that the 

proposal is not unfairly discriminatory 

because of the higher Exchange costs 

associated with issuer services, listing 

administration, and product 

development that have historically 

come along with the introduction of 

new product types on the Exchange. As 

discussed above, based on prior 

experience with listing new product 

types, the Exchange believes that these 

could include potentially adding ADR 

Hedge products to a liquidity incentive 

program, e.g., the Liquidity 

Enhancement Program, educating 

market participants about the product 

type, and any other unanticipated 

needs, each of which would require 

time and/or Exchange resources to 

accommodate. Without the ability to 

increase its fees in such instances, the 

Exchange will be less able to support 

innovation and changes in the 

marketplace. Finally, the Exchange 

believes that it is subject to significant 

competitive forces, as described below 

in the Exchange’s statement regarding 

the burden on competition. 

For the foregoing reasons, the 

Exchange believes that the proposal is 

consistent with the Act. 

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 proposal 

ensures that the fees charged by the 

Exchange accurately reflect the services 

provided and benefits realized by listed 

issuers. The market for listing services 

is extremely competitive. Issuers have 

the option to list their securities on 

these alternative venues based on the 

fees charged and the value provided by 

each listing exchange. Because issuers 

have a choice to list their securities on 

a different national securities exchange, 

the Exchange does not believe that the 

proposed fee changes impose a burden 

on competition. 

Intramarket Competition. The 

Exchange’s listing fees are designed to 

attract additional listings to the 

Exchange. The Exchange believes that 

the proposed changes would continue to 

incentivize issuers to develop and list 

new products, transfer existing products 

to the Exchange, and maintain listings 

on the Exchange. The proposed fees 

would be applicable to all issuers that 

list ADR Hedges on the Exchange, and, 

as such, the proposed change would not 

impose a disparate burden on 

competition among market participants 

listing ADR Hedges on the Exchange. 

Further, the Exchange is proposing to 

adopt this fee in in order to provide 

uniform pricing for all ADR Hedges 

listed on the Exchange. 

While the proposed annual fee for 

ADR Hedges is higher than the standard 

annual ETP fee, 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. 

As discussed above, the Exchange 

believes that these higher proposed fees 

are appropriate for this new product 

type because of the higher Exchange 

costs associated with issuer services, 

listing administration, and product 

development that have historically 

come along with the introduction of 

new product types on the Exchange. 

Based on prior experience with listing 

new product types, the Exchange 

believes that these could include 

potentially adding ADR Hedge products 

to a liquidity incentive program, e.g. the 

Liquidity Enhancement Program, 

educating market participants about the 

product type, and any other 

unanticipated needs, each of which 

would require time and/or Exchange 

resources to accommodate. Without the 

ability to increase its fees in such 

instances, the Exchange will be less able 

to support innovation and changes in 

the marketplace. 

Intermarket Competition. The 

Exchange operates in a highly 

competitive listings market in which 

issuers can readily choose alternative 


ddrumheller on DSK120RN23PROD with NOTICES1
Federal Register / Vol. 89, No. 214 / Tuesday, November 5, 2024 / Notices 87907 

23 15 U.S.C. 78s(b)(3)(A). 24 17 CFR 240.19b–4(f). 25 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

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

4 17 CFR 240.19b–4(f)(6). 

listing venues. In such an environment, 

the Exchange must adjust its fees and 

discounts to remain competitive with 

other exchanges competing for the same 

listings. Because competitors are free to 

modify their own fees and discounts in 

response, and because issuers may 

readily adjust their listing decisions and 

practices, the Exchange does not believe 

its proposed fee change can impose any 

burden on intermarket competition. As 

such, the proposal is a competitive 

proposal designed to enhance pricing 

competition among listing venues and 

implement pricing for Fund Shares to 

reflect the revenue and expenses 

associated with listing on the Exchange. 

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 23 and paragraph (f) of Rule 

19b–4 24 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– 

CboeBZX–2024–102 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–CboeBZX–2024–102. 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–CboeBZX–2024–102 and should be 

submitted on or before November 26, 

2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.25

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–25635 Filed 11–4–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101476; File No. SR– 

CboeEDGA–2024–042] 

Self-Regulatory Organizations; Cboe 

EDGA Exchange, Inc.; Notice of Filing 

and Immediate Effectiveness of a 

Proposed Rule Change To Remove 

Certain Routing Options and Amend 

Certain Order Types 

October 30, 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 

28, 2024, Cboe EDGA Exchange, Inc. 

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

the Securities and Exchange 

Commission (the ‘‘Commission’’) the 

proposed rule change as described in 

Items I and II below, which Items have 

been prepared by the Exchange. The 

Exchange filed the proposal as a ‘‘noncontroversial’’ proposed rule change 

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

the Act 3 and Rule 19b–4(f)(6) 

thereunder.4 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 move 

EDGA from its current inverted fee 

model to a maker-taker fee model, by 

remove certain routing options from the 

EDGA rulebook, and amending certain 

order type rules to align their behavior 

with the EDGX rule text, and the makertaker functionality that currently exists 

on EDGX. 

The text of the proposed rule change 

is also available on the Exchange’s 

website (http://markets.cboe.com/us/ 

equities/regulation/rule_filings/edga/), 

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 


ddrumheller on DSK120RN23PROD with NOTICES1