[Federal Register Volume 89, Number 213 (Monday, November 4, 2024)]
[Notices]
[Pages 87654-87656]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2024-25537]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-101467; File No. SR-CboeBYX-2024-038]


Self-Regulatory Organizations; Cboe BYX Exchange, Inc.; Notice of 
Filing and Immediate Effectiveness of a Proposed Rule Change To Provide 
a Temporary Discount for Certain Purchases of BYX Historical Depth Data

October 29, 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 18, 2024, Cboe BYX Exchange, Inc. (``Exchange'') 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.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    Cboe BYX Exchange, Inc. (the ``Exchange'' or ``BYX'') proposes to 
amend its Fee 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://markets.cboe.com/us/equities/regulation/rule_filings/BYX/), 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 proposes to update its Fee Schedule to provide a 
temporary discount on fees assessed to BYX Members (``Members'') \3\ 
and non-Members that purchase $20,000 or more of ad hoc purchases of 
historical BYX Historical Depth Data (``Historical Depth Reports''), 
effective October 18, 2024 through December 31, 2024.
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    \3\ See Rule 1.5(n) (``Member''). The term ``Member'' shall mean 
any registered broker or dealer that has been admitted to membership 
in the Exchange. A Member will have the status of a ``member'' of 
the Exchange as that term is defined in Section 3(a)(3) of the Act. 
Membership may be granted to a sole proprietor, partnership, 
corporation, limited liability company or other organization which 
is a registered broker or dealer pursuant to Section 15 of the Act, 
and which has been approved by the Exchange.
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    By way of background, the Exchange currently makes available for 
purchase Depth Data, which is a daily archive of the Exchange's depth 
of book real-time feed, which provides depth-of-book quotations and 
execution information based on equity orders entered into the System. 
The Exchange also offers Historical Depth Data, which offers such data 
on a historical basis, i.e., T+1 or later. The Historical Depth Report 
is a completely voluntary product, in that the Exchange is not required 
by any rule or regulation to make this data available and that 
potential customers may purchase it on an ad-hoc basis only if they 
voluntarily choose to do so.
    Cboe LiveVol, LLC (``LiveVol''), a wholly owned subsidiary of the 
Exchange's parent company, Cboe Global Markets, Inc., makes the 
Historical Depth Report available for purchase to Users on the LiveVol 
DataShop website (datashop.cboe.com). The Historical Depth Data is 
available for purchase to Members and Non-Members; the Exchange charges 
a fee per month of historical data of $1,000. The Historical Depth 
Report provided on a historical basis is only provided to data 
recipients for internal use only, and thus, no redistribution will be 
permitted. The Exchange notes that the Historical Depth Report is 
subject to direct competition from other exchanges, as other exchanges 
offer similar products for a fee.\4\
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    \4\ See, e.g., https://www.nasdaqtrader.com/Trader.aspx?id=DPPriceListOptions#nom; and https://www.nyse.com/publicdocs/nyse/data/NYSE_Market_Data_Fee_Schedule.pdf.
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    The Exchange's affiliated equities and options exchanges (i.e., 
Cboe Exchange, Inc. (``Cboe Options''), Cboe C2 Exchange, Inc. (``C2 
Options''), Cboe EDGX Exchange, Inc. (``EDGX''), Cboe BZX Exchange, 
Inc. (``BZX''), and Cboe EDGA Exchange, Inc. (``EDGA''), (collectively, 
``Affiliates'') also offer similar data products.\5\ Particularly, each 
of the Exchange's Affiliates offer a daily and historical archive of 
their depth of book real-time feed with execution information based on 
their trading activity that is substantially similar to the information 
provided by the Exchange through its Depth Data products.
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    \5\ See, for example, EDGX Fee Schedule, BZX Fee Schedule, EDGA 
Fee Schedule.
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    The Exchange proposes to provide a temporary pricing incentive 
program in which Members or Non-Members that purchase Historical Depth 
Reports will receive a percentage fee discount where specific purchase 
thresholds are met. Specifically, the Exchange proposes to provide a 
20% discount for ad-hoc purchases of Historical Depth Data of $20,000 
or more.\6\ The proposed program will apply to all market participants 
irrespective of whether the market participant is a new or current 
purchaser; however, the discount cannot be combined with any other 
discounts offered by the Exchange. The Exchange intends to introduce 
the discount program beginning October 18, 2024, with the program 
remaining in effect through December 31, 2024. The Exchange also notes 
that it previously adopted similar discount programs for other 
historical data products offered by the Exchange.\7\
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    \6\ The discount will apply on an order-by-order basis. The 
discount will apply to the total purchase price, once the $20,000 
minimum purchase is satisfied (for example, a qualifying order of 
$25,000 would be discounted to $20,000, i.e., receive a 20% discount 
of $5,000).
    \7\ See Securities Exchange Act Release No. 99181 (December 14, 
2023), 88 FR 88176 (December 20, 2023) (SR-CboeBYX-2023-017) and 
Securities Exchange Act Release No. 100331 (June 13, 2024), 89 FR 
51916 (June 20, 2024) (SR-CboeBYX-2024-022).

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[[Page 87655]]

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.\8\ Specifically, the 
Exchange believes the proposed rule change is consistent with the 
Section 6(b)(5) \9\ 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) \10\ requirement that the rules of an exchange not be 
designed to permit unfair discrimination between customers, issuers, 
brokers, or dealers. The Exchange also believes the proposed rule 
change is consistent with Section 6(b)(4) of the Act,\11\ which 
requires that Exchange rules provide for the equitable allocation of 
reasonable dues, fees, and other charges among its Members and other 
persons using its facilities.
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    \8\ 15 U.S.C. 78f(b).
    \9\ 15 U.S.C. 78f(b)(5).
    \10\ Id.
    \11\ 15 U.S.C. 78f(b)(4).
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    In adopting Regulation NMS, the Commission granted self-regulatory 
organizations (``SROs'') and broker-dealers increased authority and 
flexibility to offer new and unique market data to the public. It was 
believed that this authority would expand the amount of data available 
to consumers, and also spur innovation and competition for the 
provision of market data. The Exchange believes that the proposed fee 
changes will further broaden the availability of U.S. equity market 
data to investors consistent with the principles of Regulation NMS. The 
Exchange believes the dissemination of historical market depth data via 
Historical Depth Reports benefits investors through increased 
transparency and may promote better informed trading, as well as 
research and studies of the equities industry. Nevertheless, the 
Exchange notes that such data is not necessary for trading and as noted 
above, is entirely optional. Moreover, several other exchanges offer a 
similar data product which offer the same type of data content through 
similar reports.\12\
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    \12\ See supra note 4.
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    The Exchange operates in a highly competitive environment. Indeed, 
there are currently 16 registered equities exchanges that trade 
equities. Based on publicly available information, no single equities 
exchange has more than 13% of the equity market share.\13\ The 
Commission has repeatedly expressed its preference for competition over 
regulatory intervention in determining prices, products, and services 
in the securities markets. Particularly, 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.'' \14\ Making similar data products 
available to market participants fosters competition in the 
marketplace, and constrains the ability of exchanges to charge 
supercompetitive fees. In the event that a market participant views one 
exchange's data product as more attractive than the competition, that 
market participant can, and often does, switch between similar 
products. The proposed fees are a result of the competitive environment 
of the U.S. equities industry as the Exchange seeks to adopt fees to 
attract purchasers of Historical Depth Reports.
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    \13\ See Cboe Global Markets, U.S. Equities Market Volume 
Summary, Month-to-Date (October 3, 2024), available at https://www.cboe.com/us/equities/market_statistics/.
    \14\ See Securities Exchange Act Release No. 51808 (June 9, 
2005), 70 FR 37496, 37499 (June 29, 2005) (``Regulation NMS Adopting 
Release'').
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    The Exchange believes that the proposed incentive program for any 
Member or non-Member who purchases Historical Depth Reports is 
reasonable because such purchasers would receive a 20% discount for 
purchasing $20,000 or more worth of Historical Depth Reports. The 
Exchange believes the proposed discount is reasonable as it will give 
purchasers the ability to use and test the Historical Depth Reports at 
a discounted rate, prior to purchasing additional months or a monthly 
subscription, and will therefore encourage users to purchase Historical 
Depth Reports. Further, the proposed discount is intended to promote 
increased use of the Exchange's Historical Depth Reports by defraying 
some of the costs a purchaser would ordinarily have to expend before 
using the data product. The Exchange believes that the proposed 
discount is equitable and not unfairly discriminatory because it will 
apply equally to all Members and non-Members who purchase Historical 
Depth Reports. Lastly, the purchase of this data product is 
discretionary and not compulsory. Indeed, no market participant is 
required to purchase the Historical Depth Reports, and the Exchange is 
not required to make Historical Depth Reports available to all 
investors. Potential purchasers may request the data at any time if 
they believe it to be valuable or may decline to purchase such data. As 
noted above, the Exchange has previously adopted similar discount 
programs.\15\
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    \15\ See Securities Exchange Act Release No. 99181 (December 14, 
2023), 88 FR 88176 (December 20, 2023) (SR-CboeBYX-2023-017) and 
Securities Exchange Act Release No. 100331 (June 13, 2024), 89 FR 
51916 (June 20, 2024) (SR-CboeBYX-2024-022).
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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 operates in a 
highly competitive environment in which the Exchange must continually 
adjust its fees to remain competitive. Because competitors are free to 
modify their own fees in response, including the adoption of similar 
discounts to those fees, the Exchange believes that the degree to which 
fee changes (including discounts and rebates) in this market may impose 
any burden on competition is extremely limited. As discussed above, the 
Exchange's Historical Depth Reports offering is subject to direct 
competition from several other options exchanges that offer similar 
data products. Moreover, purchase of Historical Depth Reports is 
optional. It is designed to help investors understand underlying market 
trends to improve the quality of investment decisions, but is not 
necessary to execute a trade.
    The proposed rule changes are grounded in the Exchange's efforts to 
compete more effectively. In this competitive environment, potential 
purchasers are free to choose which, if any, similar product to 
purchase to satisfy their need for market information. As a result, the 
Exchange believes this proposed rule change permits fair competition 
among national securities exchanges. Further, the Exchange believes 
that these changes

[[Page 87656]]

will not cause any unnecessary or inappropriate burden on intermarket 
competition, as the proposed incentive program applies uniformly to any 
purchaser of Historical Depth Reports.

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 \16\ and paragraph (f) of Rule 19b-4 \17\ 
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.
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    \16\ 15 U.S.C. 78s(b)(3)(A).
    \17\ 17 CFR 240.19b-4(f).
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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

    <bullet> Use the Commission's internet comment form (https://www.sec.gov/rules/sro.shtml); or
    <bullet> Send an email to <a href="/cdn-cgi/l/email-protection#a0d2d5ccc58dc3cfcdcdc5ced4d3e0d3c5c38ec7cfd6"><span class="__cf_email__" data-cfemail="7b090e171e56181416161e150f083b081e18551c140d">[email protected]</span></a>. Please include 
file number SR-CboeBYX-2024-038 on the subject line.

Paper Comments

    <bullet> 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-CboeBYX-2024-038. 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-CboeBYX-2024-038 and should 
be submitted on or before November 25, 2024.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\18\
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    \18\ 17 CFR 200.30-3(a)(12).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2024-25537 Filed 11-1-24; 8:45 am]
BILLING CODE 8011-01-P


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