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 


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5The inverted fee model is a pricing structure in 

which a market, such as an exchange, charges its 

participants a fee to provide liquidity in securities, 

and provides a rebate to participants that remove 

liquidity in securities. See SEC Market Structure 

Advisory Committee, Memorandum on ‘‘MakerTaker Fees on Equities Exchanges,’’ October 20, 

2015, available at: https://www.sec.gov/spotlight/ 

emsac/memo-maker-taker-fees-on-equitiesexchanges.pdf. 

6The maker-taker fee model is a pricing structure 

in which a market, such as an exchange, generally 

pays its members a per share rebate to provide (i.e., 

‘‘make’’) liquidity in securities and assesses on 

them a fee to remove (i.e., ‘‘take’’) liquidity. Id. 

7The Exchange notes that it has also made a 

related EDGA fee filing, effective November 1, 2024, 

to reflect EDGA’s new maker-taker fee model. See 

SR–CboeEDGA–2024–045. 

8These rules will be substantively identical, 

absent the EDGA Rules’ references to the ‘‘EDGA 

Book’’, and the EDGX Rules’ references to the 

‘‘EDGX Book.’’ 

9See Securities Exchange Act Release No. 75479 

(July 17, 2015), 80 FR 43810 (July 23, 2015) (SR– 

EDGX–2015–33) (Notice of Filing and Immediate 

Effectiveness of a Proposed Rule Change to Rules 

11.6, 11.8, 11.9, 11.10 and 11.11 to Align With 

Similar Rules of the BATS Exchange, Inc.) (i.e., Rule 

11.6(D) and Rule 11.8(d)(5)); see also Securities 

Exchange Act Release No. 90713 (December 17, 

2020), 85 FR 84065 (December 23, 2020) (SR– 

CboeEDGX–2020–063) (Notice of Filing and 

Immediate Effectiveness of a Proposed Rule Change 

To Amend EDGX Rule 11.8(g), Which Describes the 

Handling of MidPoint Discretionary Orders Entered 

on the Exchange) (i.e., Rule 11.6(e)(5)). 

10The term ‘‘User’’ shall mean any Member or 

Sponsored Participant who is authorized to obtain 

access to the System pursuant to Rule 11.3. See 

Rule 1.5(ee). 

11The Exchange notes that many EDGA Users are 

also EDGX Users. In this regard, the Exchange’s 

transition to a maker-taker fee model and to EDGX 

functionality will not present any new or novel 

issues for such EDGA Users to consider, as they are 

already familiar with EDGX’s maker-taker fee 

model, and EDGX’s order behavior. 

12See Rule 11.6(d). 

13Post Only is ‘‘[a]n instruction that may be 

attached to an order that is to be ranked and 

executed on the Exchange pursuant to Rule 11.9 

and Rule 11.10(a)(4) or cancelled, as appropriate, 

without routing away to another trading center 

except that the order will not remove liquidity from 

the EDGA Book, except as described below. An 

order with a Post Only instruction will remove 

contra-side liquidity from the EDGA Book if the 

order is an order to buy or sell a security priced 

below $1.00 or if the value of such execution when 

removing liquidity equals or exceeds the value of 

such execution if the order instead posted to the 

EDGA Book and subsequently provided liquidity, 

including the applicable fees charged or rebates 

provided. To determine at the time of a potential 

execution whether the value of such execution 

when removing liquidity equals or exceeds the 

value of such execution if the order instead posted 

to the EDGA Book and subsequently provided 

liquidity, the Exchange will use the highest possible 

rebate paid and highest possible fee charged for 

such executions on the Exchange.’’ See EDGA Rule 

11.6(n)(4). 

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 move 

EDGA from its current inverted 5 fee 

model to a maker-taker fee model.6 The 

Exchange anticipates that this transition 

will take effect on November 1, 2024. In 

order to move EDGA to a maker-taker 

fee model, the Exchange seeks to amend 

Rule 11.11(g)(3)(D), Rule 11.11(g)(3)(E), 

11.11(g)(12)(A), 11.11(g)(12)(B), to 

remove the routing options ROBB, 

ROCO, RMPT, and RMPL, respectively, 

from the EDGA rulebook, as well as 

amend Rule 11.11(g)(14) to remove 

references to ROBB and ROCO. The 

Exchange also seeks to align certain 

EDGA order type functionality with 

how such orders behave on EDGX (a 

maker-taker exchange). These 

functionality changes will require 

amendments to EDGA Rules 11.8(d)(5), 

11.8(e)(5), and 11.6(d), to fully align 

them with EDGX Rules, 11.8(d)(5), 

11.8(g)(5), and 11.6(d), respectively.7

The Exchange believes these changes 

are non-controversial because they are 

identical 8 to existing EDGX rules which 

were immediately effective upon filing 9

and are already codified in the EDGX 

rulebook. In this regard, the proposed 

rule changes present no new or novel 

issues for consideration. Moreover, 

because the proposed functionality will 

mirror exactly the order behavior as it 

exists on EDGX, today, Users 10 will 

already be familiar with the new EDGA 

functionality.11 In addition to the filing 

of this proposal, the Exchange has 

provided Users with advance notice of 

these proposed changes, via a Trade 

Desk Notice and client letter on October 

1, 2024 (i.e., one full month prior to the 

proposed changes), thereby providing 

Users with as much advanced notice of 

the proposed changes as possible and 

giving Users additional time to make 

any technological and operational 

changes necessary, on their end. 

Importantly, various Users have verbally 

expressed their support for this proposal 

and have verbally indicated they will be 

ready to trade on EDGA under a makertaker fee model. 

Rule 11.11(g)—Routing Options 

The Exchange proposes to amend 

Rule 11.11(g)(3)(D), Rule 11.11(g)(3)(E), 

11.11(g)(12)(A), 11.11(g)(12)(B), to 

remove the routing options ROBB, 

ROCO, RMPT, and RMPL, respectively, 

from the EDGA rulebook, as well as 

amend Rule 11.11(g)(14) to remove 

references to ROBB and ROCO. These 

routing options are strategies that 

specifically target certain equities 

exchanges that provide low-cost 

executions or rebates to liquidity 

removing orders, and route to those 

venues after trading with the EDGA 

Book—i.e., ROBB, ROCO, RMPT, and 

RMPL are routing options applicable 

only to an inverted market. More 

specifically, these routing options are 

targeting Users that want low-cost 

executions. In this regard, each of these 

routing options first seek liquidity from 

the Exchange, which is currently 

inverted. However, once the Exchange 

transitions to a maker-taker fee model, 

these strategies will no longer be useful 

for Users targeting a low-cost execution, 

since the first trading venue these 

routing options would check—EDGA— 

will now assess Users a full remove fee. 

Therefore, given the proposal to convert 

EDGA to a maker-taker fee structure, 

these routing options are no longer 

necessary. 

EDGA Rule 11.6(d)—Order With a 

Discretionary Range 

Current Functionality 

Currently, EDGA Rule 11.6(d) 

provides that Discretionary Range 12 is 

an instruction that a User may attach to 

an order to buy (sell) a stated amount of 

a security at a specified, displayed or 

non-displayed ranked price with 

discretion to execute up (down) to 

another specified, non-displayed price. 

Moreover, resting orders with a 

Discretionary Range instruction will be 

executed at a price that uses the 

minimum amount of discretion 

necessary to execute the order against 

an incoming order. When an incoming 

order also contains a Discretionary 

Range instruction, an order with a 

Discretionary Range instruction resting 

on the EDGA Book will execute at its 

least aggressive price when it matches 

against such incoming order. Any 

contra-side order that executes against a 

resting order with a Discretionary Range 

instruction at its displayed or nondisplayed ranked price, or a price in the 

discretionary range, will remove 

liquidity against the order with a 

Discretionary Range instruction. 

Furthermore, where an incoming order 

with a Post Only 13 instruction does not 

remove liquidity on entry pursuant to 

Rule 11.6(n)(4) against a resting order 

with a Discretionary Range instruction, 

the discretionary range of the resting 

order with a Discretionary Range 

instruction will be shortened to equal 

the limit price of the incoming contraside order with a Post Only instruction. 

As such, resting orders with a 

Discretionary Range instruction do not 

perform a liquidity swap against 


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14Supra note 8. 15The term ‘‘Immediate-or-Cancel (‘‘IOC’’) shall 

mean, ‘‘An instruction the User may attach to an 

order stating the order is to be executed in whole 

or in part as soon as such order is received. The 

portion not executed immediately on the Exchange 

or another trading center is treated as cancelled and 

is not posted to the EDGA Book. An order with an 

IOC instruction that does not include a Book Only 

instruction and that cannot be executed in 

accordance with Rule 11.10(a)(4) on the System 

when reaching the Exchange will be eligible for 

routing away pursuant to Rule 11.11.’’ See Rule 

11.6(q)(1). 

16The term Fill-or-Kill (‘‘FOK’’) shall mean, ‘‘An 

instruction the User may attach to an order stating 

that the order is to be executed in its entirety as 

soon as it is received and, if not so executed, 

cancelled. An order with a FOK instruction is not 

eligible for routing away pursuant to Rule 11.11.’’ 

See Rule 11.6(q)(3). 

17For example, an incoming order that executes 

at the ranked price of the Discretionary Range order, 

or an IOC or FOK order that executes at a price 

within the Discretionary Range would execute as 

the liquidity remover. 

18See EDGA Rule 11.6(n), which in relevant part, 

provides, ‘‘. . . An order with a Post Only 

instruction will remove contra-side liquidity from 

the EDGA Book if the order is an order to buy or 

sell a security priced below $1.00 or if the value of 

such execution when removing liquidity equals or 

exceeds the value of such execution if the order 

instead posted to the EDGA Book and subsequently 

provided liquidity, including the applicable fees 

charged or rebates provided. To determine at the 

time of a potential execution whether the value of 

such execution when removing liquidity equals or 

exceeds the value of such execution if the order 

instead posted to the EDGA Book and subsequently 

provided liquidity, the Exchange will use the 

highest possible rebate paid and highest possible 

fee charged for such executions on the Exchange.’’ 

19The term ‘‘EDGA Book’’ shall mean the 

System’s electronic file of orders. See Rule 1.5(d). 

incoming orders (including those with a 

Post Only instruction), such that 

incoming orders always act as takers of 

liquidity, and the resting order with a 

Discretionary Range instruction always 

acts as the maker of liquidity, thereby 

ensuring that the incoming order is the 

taker of liquidity and is paid the 

applicable rebate rather than charged an 

unexpected fee. 

Proposed Functionality 

The Exchange proposes to add rule 

text to EDGA Rule 11.6(d) to align it 

with the rule text of EDGX Rule 11.6(d). 

As proposed, the EDGA and EDGX rule 

text will be identical.14 Moreover, by 

aligning the EDGA rule text with EDGX 

rule text, the behavior of EDGA orders 

with a Discretionary Range will be 

identical to how such orders behave on 

the maker-taker exchange, EDGX. 

Specifically, the Exchange proposes that 

a resting order with a Discretionary 

Range instruction would remove 

liquidity against: (1) an incoming Post 

Only order at its displayed or nondisplayed ranked price that does not 

remove liquidity on entry pursuant to 

Rule 11.6(n)(4), and (2) an incoming 

order with a time-in-force (‘‘TIF’’) other 

than Immediate-or-Cancel (‘‘IOC’’) 15 or 

Fill-or-Kill (‘‘FOK’’) 16 that is priced 

within its Discretionary Range. All other 

orders follow normal handling for the 

execution of an incoming order and 

remove liquidity when trading with a 

resting order with a Discretionary Range 

instruction.17

Accordingly, the Exchange proposes 

to amend its current Rule by adding 

language to 11.6(d) discussing how an 

order with a Discretionary Range 

instruction would interact with an order 

with a Post Only instruction. 

Specifically, when an order with a Post 

Only instruction that is entered at the 

displayed or non-displayed ranked price 

of an order with a Discretionary Range 

instruction that does not remove 

liquidity on entry pursuant to Rule 

11.6(n)(4), the order with a 

Discretionary Range instruction would 

be converted to an executable order and 

will remove liquidity against such 

incoming order. 

Since an order with a Discretionary 

Range instruction contains a more 

aggressive price at which it is willing to 

execute, the Exchange proposes to treat 

orders with a Discretionary Range 

instruction as aggressive orders that 

would prefer to execute rather than 

forego an execution, due to applicable 

fees or rebates. In such instances, Users 

of orders with Discretionary Range 

instructions, willing to execute at more 

aggressive prices, would expect to pay 

a fee to remove liquidity. Similarly, for 

example, a User who has entered a PostOnly order onto a maker-taker exchange, 

would not expect to immediately 

remove liquidity against a resting order 

with a Discretionary Range, and would 

expect instead to be treated as an adder 

of liquidity and receive a rebate. 

Accordingly, the proposed amendments 

align EDGA rule text with Users’ 

expectations. 

Examples—Order With a Discretionary 

Range Instruction Executes Against an 

Order With a Post Only Instruction 

• Assume that the National Best Bid 

or Offer (‘‘NBBO’’) is $10.00 by $10.05, 

and the Exchange’s BBO is $9.99 by 

$10.06. 

• Assume that the Exchange receives 

a non-routable order to buy 100 shares 

at $10.00 per share designated with 

discretion to pay up to an additional 

$0.05 per share. Assume further that an 

order would not remove any liquidity 

upon entry pursuant to the Exchange’s 

economic best interest functionality.18

• Assume that the next order received 

by the Exchange is an order with a Post 

Only instruction to sell 100 shares of the 

security priced at $10.03 per share. The 

order with a Post Only instruction 

would not remove any liquidity upon 

entry and would post to the EDGA Book 

at $10.03. This would, in turn, trigger 

the discretion of the resting buy order 

with a Discretionary Range instruction 

and an execution would occur at $10.03. 

The order with a Post Only instruction 

to sell would be treated as the adder of 

liquidity and the buy order with 

discretion would be treated as the 

remover of liquidity. 

• Assume the same facts as above, but 

that the incoming order with a Post 

Only instruction is priced at $10.00 

instead of $10.03. As is true in the 

example above, the order with a Post 

Only instruction would not remove any 

liquidity upon entry. Rather than 

cancelling the incoming order, with a 

Post Only instruction to sell, back to the 

User, particularly when the resting 

order with a Discretionary Range 

instruction is willing to buy the security 

for up to $10.05 per share, the Exchange 

proposes to execute at $10.00 the order 

with a Post Only instruction against the 

resting buy order with a Discretionary 

Range instruction. As is also true in the 

example above, the order with a Post 

Only instruction to sell would be treated 

as the liquidity adder and the buy order 

with discretion would be treated as the 

liquidity remover. As set forth in more 

detail below, if the incoming order was 

not an order with a Post Only 

instruction to sell, the incoming order 

could be executed at the ranked price of 

the order with a Discretionary Range 

instruction without restriction and 

would therefore be treated as the 

liquidity remover. 

Furthermore, the Exchange proposes 

to modify the description of the process 

by which it handles incoming orders 

that interact with orders with a 

Discretionary Range instruction. The 

Exchange proposes to specify in Rule 

11.6(d) its proposed handling of a 

contra-side order that executes against a 

resting order with a Discretionary Range 

instruction at its displayed or nondisplayed ranked price or that contains 

a time-in-force of IOC or FOK and a 

price in the discretionary range by 

stating that such an incoming order will 

remove liquidity against the order with 

a Discretionary Range instruction. The 

Exchange also proposes to specify in 

Rule 11.6(d) its handling of orders that 

are intended to post to the EDGA 

Book 19 at a price within the 

discretionary range of an order with a 

Discretionary Range instruction. This 

includes, but is not limited to, an order 

with a Post Only instruction. 

Specifically, the Exchange proposes to 

specify in Rule 11.6(d) that any contraVerDate Sep<11>2014 18:07 Nov 04, 2024 Jkt 265001 PO 00000 Frm 00070 Fmt 4703 Sfmt 4703 E:\FR\FM\05NON1.SGM 05NON1

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20The term Book Only shall mean ‘‘An order 

instruction stating that an order will be matched 

against an order on the EDGA Book or posted to the 

EDGA Book, but will not route to an away Trading 

Center.’’ See Rule 11.6(n)(3). 

21A MidPoint Peg Order is ‘‘[a] non-displayed 

Market Order or Limit Order with an instruction to 

execute at the midpoint of the NBBO, or, 

alternatively, pegged to the less aggressive of the 

midpoint of the NBBO or one minimum price 

variation inside the same side of the NBBO as the 

order. A MidPoint Peg Order with a limit price that 

is more aggressive than the midpoint of the NBBO 

will execute at the midpoint of the NBBO or better 

subject to its limit price. A MidPoint Peg Order may 

execute at its limit price or better when its limit 

price is less aggressive than the midpoint of the 

NBBO. A MidPoint Peg Order will be ranked at the 

midpoint of the NBBO where its limit price is equal 

to or more aggressive than the midpoint of the 

NBBO. A MidPoint Peg Order will not be eligible 

for execution when an NBBO is not available. In 

such case, a MidPoint Peg Order would rest on the 

EDGA Book and would not be eligible for execution 

in the System until an NBBO is available. The 

MidPoint Peg Order will receive a new time stamp 

when an NBBO becomes available and a new 

midpoint of the NBBO is established. In such case, 

pursuant to Rule 11.9, all MidPoint Peg Orders that 

are ranked at the midpoint of the NBBO will retain 

their priority as compared to each other based upon 

the time such orders were initially received by the 

System. A MidPoint Peg Order will be ranked at its 

limit price where its limit price is less aggressive 

than the midpoint of the NBBO. Notwithstanding 

that a MidPoint Peg Order may be a Market Order 

or a Limit Order, its operation and available 

modifiers are limited to this Rule 11.8(d).’’ See Rule 

11.8(d). 22See Rule 11.11(g)(12)(A). 

23See Rule 11.11(g)(12)(B). 

24See Rule 11.11(g)(13). 

25A Non-Displayed Swap (‘‘NDS’’) NonDisplayed Swap (‘‘NDS’’) is ‘‘[a]n instruction that 

may be attached to an order with a Non-Displayed 

instruction that when such order is resting on the 

EDGA Book and is locked by an incoming order 

with a Post Only instruction that does not remove 

liquidity pursuant to paragraph (4) of this rule, the 

order with an NDS instruction is converted to an 

executable order and will remove liquidity against 

such incoming order. An order with an NDS 

instruction is not eligible for routing pursuant to 

Rule 11.11.’’ See Rule 11.6(n)(7). 

26Note the Exchange proposes to remove the 

RMPT and RMPL routing strategies from the EDGA 

rulebook. While the Exchange does not propose to 

entirely remove the Destination Specific routing 

option from the rulebook, EDGA does propose to 

prohibit the routing of Midpoint Peg Orders 

utilizing the Destination Specific routing option, 

just as it does on EDGX, today. 

27Supra note 8. 

28See Rule 11.8(d)(5). 

29A MidPoint Discretionary Order (‘‘MDO’’) is 

‘‘[a] limit order to buy that is pegged to the NBB, 

with or without an offset, with discretion to execute 

at prices up to and including the midpoint of the 

NBBO, or a limit order to sell that is pegged to the 

NBO, with or without an offset, with discretion to 

execute at prices down to and including the 

midpoint of the NBBO. An MDO’s pegged price and 

Discretionary Range are bound by its limit price. An 

MDO to buy or sell with a limit price that is less 

(higher) than its pegged price, including any offset, 

is posted to the EDGA Book at its limit price. The 

pegged prices of an MDO are derived from the NBB 

or NBO, and cannot independently establish or 

maintain the NBB or NBO. An MDO in a stock 

priced at $1.00 or more can only be executed in 

sub-penny increments when it executes at the 

midpoint of the NBBO or against a contra-side order 

side order with a time-in-force other 

than IOC or FOK and a price within the 

discretionary range but not at the 

displayed or non-displayed ranked price 

of an order with a Discretionary Range 

instruction will be posted to the EDGA 

Book and then the order with a 

Discretionary Range instruction would 

remove liquidity against such posted 

order. 

Examples—Order With a Discretionary 

Instruction Executes Against an Order 

Without a Post Only Instruction 

• Assume that the NBBO is $10.00 by 

$10.05, and the Exchange’s BBO is $9.99 

by $10.06. Assume that the Exchange 

receives an order to buy 100 shares of 

a security at $10.00 per share designated 

with discretion to pay up to an 

additional $0.05 per share. 

• Assume that the next order received 

by the Exchange is an order with a Book 

Only 20 instruction to sell 100 shares of 

the security with a TIF other than IOC 

or FOK priced at $10.03 per share. The 

order with a Book Only instruction 

would not remove any liquidity upon 

entry and would post to the EDGA Book 

at $10.03. This would, in turn, trigger 

the discretion of the resting buy order 

and an execution would occur at $10.03. 

The order with a Book Only instruction 

to sell would be treated as the adder of 

liquidity and the buy order with 

discretion would be treated as the 

remover of liquidity. 

• Assume the same facts as above, but 

that the incoming order with a Book 

Only instruction is priced at $10.00 

instead of $10.03. The order with a Book 

Only instruction would remove 

liquidity upon entry at $10.00 per share 

pursuant to the Exchange’s order 

execution rule. Contrary to the examples 

set forth above, the order with a Book 

Only instruction to sell would be treated 

as the liquidity remover and the resting 

buy order with discretion would be 

treated as the liquidity adder. The 

Exchange notes that this example 

operates the same whether an order 

contains a TIF of IOC, FOK or any other 

TIF. 

EDGA Rule 11.8(d)(5)—MidPoint Peg 

Order, Routing and Posting 

Current Functionality 

Pursuant to EDGA Rule 11.8(d), a 

MidPoint Peg Order 21 may include a 

Book Only or Post Only instruction. 

MidPoint Peg Orders are not eligible for 

routing pursuant to Rule 11.11 unless 

routed utilizing the RMPT,22 RMPL,23 or 

Destination Specific 24 routing strategy 

as defined in Rule 11.11(g)(13). A 

MidPoint Peg Order may include a NonDisplayed Swap (‘‘NDS’’) 25 instruction, 

however, when such instruction is 

included, a MidPoint Peg Order is not 

eligible for routing pursuant to Rule 

11.11. 

Currently, RMPL and RMPT are 

routing strategies under which a 

MidPoint Peg Order checks the System 

for available shares and any remaining 

shares are then sent to destinations on 

the System routing table that support 

midpoint eligible orders. If any shares 

remain unexecuted after routing, they 

are posted on the EDGA Book as a 

MidPoint Peg Order, unless otherwise 

instructed by the User. 

Proposed Functionality 

The Exchange proposes to amend 

EDGA Rule 11.8(d)(5)’s rule text to align 

with the rule text of EDGX Rule 

11.8(d)(5).26 As proposed, the EDGA 

and EDGX rule text will be identical,27

and the routing and posting behavior of 

MidPoint Peg Orders on EDGA will now 

be identical to how such orders behave 

on EDGX. Specifically, as is the case 

under both the current EDGA and EDGX 

rules, MidPoint Peg Orders may contain 

a Book Only, Post Only, or NDS 

instruction. However, pursuant to the 

proposed EDGA Rule 11.8(d)(5), 

MidPoint Peg Orders entered onto 

EDGA will no longer be routable, 

thereby aligning the rule text with 

EDGX’s rule text. 

By fully adopting the EDGX Rule 

11.8(d)(5) language, the Routing and 

Posting behavior for MidPoint Peg 

Order’s will be identical to that of 

MidPoint Peg Order’s entered onto 

EDGX, thereby aligning functionality on 

affiliated exchanges, EDGA and EDGX. 

Typically, MidPoint Peg Orders are 

entered with a Post Only or Book Only 

instruction,28 which result in orders 

seeking to either execute on the 

Exchange or post to the EDGA Book, but 

not route to an away market. Users often 

prefer to use these types of instructions 

to help them manage trading fees they 

may incur when their orders are routed 

away from EDGA and access other 

markets. In this regard, the Exchange 

believes that the alignment of EDGA’s 

rule text with EDGX’s rule text— 

particularly removing the routing of 

EDGA MidPoint Peg Orders—will help 

to make MidPoint Peg Order behavior 

consistent with Users’ expectations, as 

well as increase liquidity at the 

midpoint on EDGA. 

EDGA Rule 11.8(e)(5)—MidPoint 

Discretionary Order (‘‘MDO’’) 29

Functionality 

Current Functionality 

Today, EDGA Rule 11.8(e)(5), 

Routing, provides only that MDOs are 


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pursuant to Rule 11.10(a)(4)(D). Notwithstanding 

that an MDO Order may be a Limit Order, its 

operation and available modifiers are limited to this 

Rule 11.8(e). See EDGA Rule 11.8(e). 

30Quote Depletion Protection (‘‘QDP’’) is an 

optional instruction that a User may include on an 

MDO to limit the order’s ability to exercise 

discretion in certain circumstances. A ‘‘QDP Active 

Period’’ will be enabled or refreshed for buy (sell) 

MDOs if the best bid (offer) displayed on the EDGA 

Book is executed below one round lot. During the 

QDP Active Period, an MDO entered with a QDP 

instruction will not exercise discretion, and is 

executable only at its ranked price. When a QDP 

Active Period is initially enabled, or refreshed by 

a subsequent execution or cancellation of the best 

bid (offer) then displayed on the EDGA Book, it will 

remain enabled for two milliseconds. Unless the 

User chooses otherwise, an MDO to buy (sell) 

entered with a QDP instruction will default to a 

Non-Displayed instruction and will include an 

Offset Amount equal to one Minimum Price 

Variation below (above) the NBB (NBO). See Rule 

11.8(e)(10). 

31For instance, a QDP instruction would provide 

Users with protective features that would limit the 

order’s ability to exercise discretion in certain 

circumstances that may be indicative of a quotation 

that is moving against the resting MDO—i.e., a buy 

quotation that is moving to a lower price for MDOs 

to buy, or a sell quotation that is moving to a higher 

price for MDOs to sell. 

32Supra note 8. 

33Super Aggressive is ‘‘[a]n order instruction that 

directs the System to route the order if an away 

Trading Center locks or crosses the limit price of 

the order resting on the EDGA Book. A User may 

instruct the Exchange to apply the Super Aggressive 

instruction solely to routable orders posted to the 

EDGA Book with remaining size of an Odd Lot. 

When any order with a Super Aggressive 

instruction is locked by an incoming order with a 

Post Only instruction that does not remove liquidity 

pursuant to Rule 11.6(n)(4) below, the order with 

a Super Aggressive instruction is converted to an 

executable order and will remove liquidity against 

such incoming order. Notwithstanding the 

foregoing, if an order that does not contain a Super 

Aggressive instruction maintains higher priority 

than one or more Super Aggressive eligible orders, 

the Super Aggressive eligible order(s) with lower 

priority will not be converted, as described above, 

and the incoming order with a Post Only 

instruction will be posted or cancelled in 

accordance with Rule 11.6(n)(4) below.’’ See Rule 

11.6(n)(2). 

34 Displayed is ‘‘[a]n instruction the User may 

attach to an order stating that the order is to be 

displayed by the System on the EDGA Book. Unless 

the User elects otherwise, all orders eligible to be 

displayed on the EDGA Book will be automatically 

defaulted by the System to Displayed. See Rule 

11.6(e)(1). 

35 15 U.S.C. 78f(b). 

36 15 U.S.C. 78f(b)(5). 

37 Id. 

38Supra note 8. 

not eligible for routing pursuant to Rule 

11.11. As such, MDOs entered onto 

EDGA today will typically exercise 

discretion and remove liquidity against 

eligible contra-side orders upon arrival 

or execute against contra-side MDOs at 

the NBBO midpoint and will not act as 

providers of liquidity. MDOs may also 

be entered with a Quote Depletion 

Protection (‘‘QDP’’) 30 instruction that 

Users may include on their MDOs to 

limit their orders’ ability to exercise 

discretion in certain circumstances. 

QDP restricts the exercise of discretion 

on MDOs in circumstances where 

applicable market conditions indicate 

that it may be less desirable to execute 

within an order’s Discretionary Range.31

Proposed Functionality 

While the non-routable restriction 

will remain in place, the Exchange now 

seeks to add additional rule text to 

EDGA 11.8(e)(5) to align it with EDGX 

Rule 11.8(g)(5). As proposed, the EDGA 

and EDGX rule text will be identical,32

and the posting behavior of MDOs on 

EDGA will now be identical to how 

such orders behave on EDGX. 

Specifically, the Exchange seeks to add 

rule text to provide that MDOs entered 

onto the Exchange will, by default, act 

as liquidity providers. However, by 

adding rule text that allows MDOs 

entered with a QDP instruction to 

remove liquidity, by default, unless a 

User chooses to require an MDO act 

only as a liquidity provider, MDOs with 

a QDP instruction will be able to act as 

a liquidity provider or remover. 

In addition, the Exchange seeks to add 

rule text to EDGA Rule 11.8(e)(5) that 

would provide that if the instructions 

included on an MDO do not permit the 

order to remove liquidity, the MDO will 

only execute on entry against resting 

orders that include a Super 

Aggressive 33 instruction priced at the 

MDO’s pegged price if the MDO also 

contains a Displayed 34 instruction, and 

against orders with an NDS instruction 

priced at the MDO’s pegged price or 

within its Discretionary Range. 

The Exchange also proposes to add 

language to EDGA Rule 11.8(e)(5) stating 

that if a resting contra-side order that 

does not include an NDS instruction is 

priced within the discretionary range of 

an incoming MDO that is not permitted 

to remove liquidity, then the incoming 

MDO will be placed on the EDGA Book 

and its discretionary range will be 

shortened to equal the limit price of the 

resting contra-side order. 

Finally, the Exchange seeks to add 

language to Rule 11.8(e)(5) which 

provides that where an incoming order 

with a Post Only instruction does not 

remove liquidity on entry pursuant to 

EDGA Rule 11.6(n)(4) against a resting 

MDO, the discretionary range of the 

resting MDO will be shortened to equal 

the limit price of the incoming contraside order with a Post Only instruction. 

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.35 Specifically, 

the Exchange believes the proposed rule 

change is consistent with the Section 

6(b)(5) 36 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) 37 requirement that 

the rules of an exchange not be designed 

to permit unfair discrimination between 

customers, issuers, brokers, or dealers. 

In particular, the proposed changes 

are designed to align the economics of 

executing under the pending EDGA 

maker-taker fee model, with that of the 

EDGX maker-taker fee model. In order to 

do so, though, certain amendments to 

EDGA order type behavior are 

necessary, such that EDGA adders of 

liquidity and removers of liquidity, 

receive rebates and pay fees, as 

expected, i.e., receive rebate to add 

liquidity, and pay a fee to remove 

liquidity. The proposed changes 

appropriately treat aggressive order 

types that would prefer to immediately 

execute, favoring immediate executions 

over rebates. The Exchange believes that 

such Users would naturally expect to 

pay a fee to immediately remove 

liquidity. In this regard, the proposed 

changes are designed to promote just 

and equitable principles of trade, and 

facilitate 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 proposed changes 

are necessary to align EDGA rules 

11.6(d), 11.8(d)(5), and 11.8(e)(5), with 

EDGX rules 11.6(d), 11.8(d)(5), and 

11.8(g)(5), respectively, thereby making 

the EDGA rule text 38 and order behavior 

identical to that of EDGX, a maker-taker 

exchange. 

Rule 11.11(g)—Routing Options 

The Exchange believes that the 

deletion of the routing options ROBB, 

ROCO, RMPT, and RMPL from the 

EDGA rulebook are consistent with the 

Act and these requirements because 


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39The term ‘‘System’’ shall mean the electronic 

communications and trading facility designated by 

the Board through which securities orders of Users 

are consolidated for ranking, execution and, when 

applicable, routing away. See Rule 1.5(cc). 

doing so will remove impediments to 

the mechanism of a free and open 

market, thereby protecting investors and 

the public interest. As stated, ROBB, 

ROCO, RMPT, and RMPL are routing 

options designed for an inverted fee 

schedule. Because EDGA is 

transitioning to a maker-taker fee model, 

these routing options are no longer 

necessary. Additionally, these routing 

options are targeting Users that want 

low-cost executions. In this regard, each 

of these routing options first seek 

liquidity from the Exchange, which is 

currently inverted. However, once the 

Exchange transitions to a maker-taker 

fee model, these strategies will no 

longer be useful for Users targeting a 

low-cost execution, since the first 

trading venue these routing options 

would check—EDGA—will now assess 

Users a full fee for removing liquidity. 

Therefore, the Exchange is 

discontinuing these routing options. 

The Exchange notes that routing 

through the Exchange is voluntary and 

alternative routing options offered by 

the Exchange as well as other methods 

remain available to Users that wish to 

route to other trading centers. By 

removing references to routing options 

that will no longer be offered by the 

Exchange, the Exchange believes the 

proposed rule change will remove 

impediments to the mechanism of a free 

and open market and protect investors 

by providing investors with rules that 

accurately reflect routing options 

currently available on the Exchange. 

The Exchange does not believe that this 

proposal will permit unfair 

discrimination among customers, 

brokers, or dealers because the ROBB, 

ROCO, RMPT, and RMPL routing 

options will no longer be available to 

any User. 

EDGA Rule 11.6(d)—Order With a 

Discretionary Range; EDGA Rule 

11.8(d)(5)—MidPoint Peg Order, 

Routing and Posting; EDGA Rule 

11.8(e)(5)—MidPoint Discretionary 

Order (‘‘MDO’’) Routing and Posting 

In general, these proposed 

amendments to EDGA Rule 11.6(d) are 

intended to better align certain 

Exchange rules and System 39

functionality with that currently offered 

by EDGX in order to provide a 

consistent functionality across the 

Exchange and EDGX and to align the 

economics of these order types and 

executions with that of a maker-taker 

model (i.e., receive a rebate to add 

liquidity, and pay a fee to remove 

liquidity). Consistent functionality 

between the EDGA and EDGX will 

reduce complexity and streamline 

duplicative functionality, thereby 

resulting in simpler technology 

implementation, and changes and 

maintenance by Users of the Exchange 

that are also participants on EDGX. 

The proposed rule changes also do 

not propose to implement new or 

unique functionality that has not been 

previously filed with the Commission or 

is not available on EDGX. The Exchange 

notes that the proposed rule text is 

based on applicable EDGX rule text, and 

that the proposed language of the 

Exchange’s Rules differs only to extent 

necessary to conform to existing 

Exchange rule text or to account for 

minor differences, such as references to 

EDGA and EDGX. Where possible, the 

Exchange has mirrored EDGX rules, 

because consistent rules will simplify 

the regulatory requirements and 

increase the understanding of the 

Exchange’s operations for Users of the 

Exchange that are also participants on 

EDGX. As such, the proposed rule 

change would foster cooperation and 

coordination with persons engaged in 

facilitating transactions in securities and 

would remove impediments to and 

perfect the mechanism of a free and 

open market and a national market 

system. Moreover, these changes are not 

designed to permit unfair 

discrimination because they apply 

equally to all Users, and Users are not 

required to utilize the described 

functionality. 

EDGA Rule 11.6(d)—Order With a 

Discretionary Range Executes Against 

an Order With a Post Only Instruction; 

EDGA Rule 11.6(d)—Order With a 

Discretionary Range Executes vs. an 

Order Without a Post Only Instruction 

The Exchange believes that aligning 

EDGA Rule 11.6(d) with EDGX Rule 

11.6(d) will provide additional clarity 

and specificity regarding the 

functionality of the System and provide 

Users with consistent rules between 

EDGA and its affiliated exchange, 

EDGX. In this regard, the proposed 

amendments would promote just and 

equitable principles of trade and remove 

impediments to a free and open market. 

In particular, the Exchange believes it 

is consistent with the Act to execute 

orders with a Discretionary Range 

instruction against marketable liquidity 

(e.g., order with a Post Only instruction) 

when an execution would not otherwise 

occur is consistent with both: (i) the 

Act, by facilitating executions, removing 

impediments and perfecting the 

mechanism of a free and open market 

and national market system; and (ii) a 

User’s instructions, which have 

evidenced a willingness by the User to 

pay applicable execution fees and/or 

execute at more aggressive prices than 

they are currently ranked in favor of an 

execution. As noted above, because 

Users of orders with Discretionary 

Range instructions are willing to 

execute at more aggressive prices, they 

typically expect to pay a fee to remove 

liquidity. Similarly, a User who has 

entered a Post Only order onto a makertaker exchange, would not expect to 

immediately remove liquidity against a 

resting order with a Discretionary 

Range, and would expect instead to be 

treated as an adder of liquidity and 

receive a rebate. Accordingly, in order 

to facilitate transactions consistent with 

the instructions and expectations of its 

Users, the Exchange proposes to execute 

resting orders with a Discretionary 

Range instruction against incoming 

orders, when such incoming orders 

would otherwise forego an execution. 

Moreover, the proposed rule change 

to Rule 11.6(d) is not designed to permit 

unfair discrimination amongst Users 

because the proposed amendment is 

applicable to all Users, and the use of 

a Discretionary Range instruction is not 

required. 

EDGA Rule 11.8(d)(5)—MidPoint Peg 

Order, Routing and Posting 

The proposed amendments to Rule 

11.8(d)(5) are consistent with the Act 

and its requirements because the 

MidPoint Peg Order would now operate 

in exactly the same fashion as the 

MidPoint Peg Order available on EDGX, 

thereby further aligning functionality 

across affiliated exchanges. In addition, 

the Exchange believes that by 

eliminating the routing of MidPoint Peg 

Orders entered on EDGA will help to 

increase liquidity at the midpoint of the 

National Best Bid or National Best Offer 

on EDGA, thereby improving both the 

potential for price improvement and 

execution on the Exchange. 

Accordingly, the Exchange believes that 

the proposed amendments to Rule 

11.8(d)(5) would promote just and 

equitable principles of trade, remove 

impediments to, and perfect the 

mechanism of, a free and open market 

and a national market system. 

Finally, the Exchange also notes that 

there are minor differences between 

EDGA Rule 11.8(d), MidPoint Peg 

Order, and EDGX Rule 11.8(d), 

MidPoint Peg Order. Importantly, 

however, these differences are minor 

and do not change how Midpoint Peg 

Orders behave on EDGX and how 

MidPoint Peg Orders will behave on 

EDGA post implementation of the 


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proposed changes. As such, the 

Exchange believes the proposed 

conforming changes to be appropriate. 

EDGA Rule 11.8(e)(5)—MidPoint 

Discretionary Order (‘‘MDO’’) 

Functionality 

As noted above, the Exchange seeks to 

add rule text to provide that MDOs 

entered onto the Exchange will, by 

default, act as liquidity providers. 

However, by adding rule text that allows 

MDOs entered with a QDP instruction to 

remove liquidity, by default, unless a 

User chooses to require an MDO act 

only as a liquidity provider, MDOs with 

a QDP instruction will be able to act as 

a liquidity provider or remover. 

The addition of rule text providing 

that MDOs will act only as adders of 

liquidity makes sense under a makertaker fee model, as such amendment 

will now align the rule text with the 

expectations of such Users—i.e., Users 

of MDOs can use MDOs to post 

displayed or non-displayed liquidity at 

the NBB or NBO with or without an 

offset, with a Discretionary Range 

extending to and including the NBBO 

midpoint, and receive a rebate for 

providing liquidity. Additionally, the 

proposed operation of the EDGA MDO 

enables Users to act as liquidity 

providers while increasing its 

opportunities to rest on the EDGA Book 

and potentially execute at prices more 

favorable than the midpoint whenever 

contra-side orders are priced more 

aggressively than the NBBO midpoint. 

Therefore, the proposed operation of 

the EDGA MDO promotes just and 

equitable principles of trade and would 

facilitate transactions in securities and 

improve trading within the national 

market system by increasing the 

potential price improvement 

opportunities for incoming orders that 

may execute against a resting MDO 

within its discretionary range. 

Additionally, as noted above, by 

adding rule text that allows MDOs 

entered with a QDP instruction to 

remove liquidity, by default, unless a 

User chooses to require an MDO act 

only as a liquidity provider, MDOs with 

a QDP instruction will be able to act as 

a liquidity provider or remover. The 

Exchange believes adding this rule text 

makes sense under a maker-taker fee 

model because Users that enter MDOs 

with a QDP instruction would expect to 

potentially pay a remove fee if they 

permit their orders to remove liquidity, 

and to receive a rebate should they 

permit their orders only to add 

liquidity. A User that enters a MDO 

with a QDP instruction, and permits 

their order only to add liquidity, is 

prioritizing the provision of liquidity 

and receipt of a rebate, rather than 

maximizing execution opportunities. 

Conversely, a User that enters a MDO 

with a QDP instruction, and permits 

their order to remove liquidity, would 

value the opportunity to improve their 

fill rates. 

Moreover, the addition of such rule 

text will help to increase price 

improvement opportunities to incoming 

orders, while at the same time limit the 

exercise of discretion in circumstances 

where an execution within the MDOs 

Discretionary Range may be 

undesirable. The Exchange therefore 

believes that the addition of the rule text 

regarding MDOs entered with a QDP 

instruction would remove impediments 

to and perfect the mechanism of a free 

and open market and a national market 

system. Furthermore, while the QDP 

instruction would be available to all 

Users, use of this instruction would be 

voluntary, meaning that Users could 

choose to use this instruction, or not, 

based on their specific needs. 

As a result of the proposed changes, 

MDOs entered on the Exchange without 

a QDP instruction will only execute on 

entry in limited circumstances where 

the resting order includes a Super 

Aggressive or NDS instruction that 

allows for a liquidity swap with the 

incoming MDO. The Exchange believes 

it is reasonable to execute resting orders 

with an NDS instruction within the 

incoming MDO’s discretionary range but 

not execute orders with a Super 

Aggressive instruction within the 

incoming MDO’s discretionary range 

due to the different purposes of each 

order instruction. Users of the Super 

Aggressive instruction tend to use it for 

best execution purposes because the 

order instruction enables the order to be 

routed away or executed locally when 

an order is displayed at a price equal to 

or better than the order’s limit price. 

Conversely, an order with an NDS 

instruction is not routable and only 

executes against an incoming order that 

would lock it. The User of the NDS 

instruction is generally agnostic to 

whether the order is displayed on an 

away market or priced at the NBBO. It 

simply seeks to execute against an order 

that is priced at its limit price and 

engages in a liquidity swap to do so, 

even if the contra-side interest contains 

a NDS instruction. 

Finally, the Exchange also notes that 

there are minor differences between 

EDGA Rule 11.8(e), MidPoint 

Discretionary Orders, and EDGX Rule 

11.8(g), MidPoint Discretionary Orders. 

Importantly, however, these differences 

are minor and do not change how MDOs 

behave on EDGX and how MDOs will 

behave on EDGA post implementation 

of the proposed changes. As such, the 

Exchange believes the proposed 

conforming changes to be appropriate. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

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. 

The elimination of the routing options 

ROBB, ROCO, RMPT, and RMPL is due 

to the fact that these routing options are 

not viable on a maker-taker exchange 

and are therefore obsolete. Additionally, 

the proposed changes to Discretionary 

Ranges, MidPoint Peg Orders, and 

MDOs, will provide consistent 

functionality between the Exchange and 

EDGX, thereby reducing complexity and 

streamlining duplicative functionality, 

resulting in simpler technology 

implementation, as well as changes and 

maintenance by Users of the Exchange 

that are also participants on EDGX. 

Thus, the Exchange believes this 

proposed rule change is necessary to 

permit fair competition among national 

securities exchanges. In addition, the 

Exchange believes the proposed rule 

change will benefit Exchange 

participants in that it is designed to 

achieve a consistent technology offering 

by affiliated exchanges. 

Furthermore, the Exchange does not 

believe that the proposed rule changes 

will impose any burden on intramarket 

competition that is not necessary or 

appropriate in furtherance of the act, 

because the proposed changes to order 

type functionality, and the modification 

of the fee model from inverted to makertaker, will apply equally to all Users. 

Users are not required to continue to 

trade on the Exchange following the 

implementation of the proposed 

changes, and should they wish to 

continue to trade on an inverted 

exchange, Users may continue to access 

the Exchange’s affiliated inverted 

exchange, BYX, as well as other 

inverted exchanges offered by the 

Exchange’s competitors. 

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 written comments on the 

proposed rule change. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The Exchange has filed the proposed 

rule change pursuant to Section 


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40 15 U.S.C. 78s(b)(3)(A). 

41 17 CFR 240.19b–4(f)(6). 

42 15 U.S.C. 78s(b)(3)(A). 

43 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– 

4(f)(6)(iii) requires the Exchange to give the 

Commission written notice of the Exchange’s intent 

to file the proposed rule change, along with a brief 

description and text of the proposed rule change, 

at least five business days prior to the date of filing 

of the proposed rule change, or such shorter time 

as designated by the Commission. The Exchange 

has satisfied this requirement. 

44 17 CFR 240.19b–4(f)(6). 

45 17 CFR 240.19b–4(f)(6)(iii). 

46See supra notes 10–11 and accompanying text. 

47For purposes only of waiving the 30-day 

operative delay, the Commission also has 

considered the proposed rule’s impact on 

efficiency, competition, and capital formation. See 

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

48 17 CFR 200.30–3(a)(12), (59). 

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

2 17 CFR 240.19b–4. 

19(b)(3)(A) of the Act 40 and Rule 19b– 

4(f)(6) 41 thereunder. Because the 

foregoing proposed rule change does 

not: (i) significantly affect the protection 

of investors or the public interest; (ii) 

impose any significant burden on 

competition; and (iii) become operative 

for 30 days from the date on which it 

was filed, or such shorter time as the 

Commission may designate, it has 

become effective pursuant to Section 

19(b)(3)(A) of the Act 42 and Rule 19b– 

4(f)(6) 43 thereunder. 

A proposed rule change filed under 

Rule 19b–4(f)(6) 44 normally does not 

become operative prior to 30 days after 

the date of the filing. However, pursuant 

to Rule 19b–4(f)(6)(iii),45 the 

Commission may designate a shorter 

time if such action is consistent with the 

protection of investors and the public 

interest. The Exchange has asked the 

Commission to waive the 30-day 

operative delay so that the proposal may 

become operative immediately. 

According to the Exchange, waiver of 

the 30-day operative delay would assist 

the Exchange in transitioning from an 

inverted exchange to a maker-taker 

exchange, as well as harmonize its rules 

with its affiliate, EDGX. Further, the 

Exchange has alerted Users of these 

changes as well as its anticipated 

implementation date of November 1, 

2024, so that Users had additional time 

to make the requisite changes.46 Based 

on the foregoing, the Commission 

believes that waiving the 30-day 

operative delay is consistent with the 

protection of investors and the public 

interest. Accordingly, the Commission 

designates the proposed rule change to 

be operative on November 1, 2024.47

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– 

CboeEDGA–2024–042 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–CboeEDGA–2024–042. 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–CboeEDGA–2024–042 and should 

be submitted on or before November 26, 

2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.48

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–25633 Filed 11–4–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101483; File No. SR– 

NASDAQ–2024–059] 

Self-Regulatory Organizations; The 

Nasdaq Stock Market LLC; Notice of 

Filing of Proposed Rule Change To 

Modify the Package of Complimentary 

Services Provided to Certain Eligible 

Switches and To Modify the Definition 

of an Eligible Switch 

October 30, 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 

17, 2024, The Nasdaq Stock Market LLC 

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

Securities and Exchange Commission 

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

rule change as described in Items I and 

II below, which Items have been 

prepared by the Exchange. The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to modify the 

package of complimentary services 

provided to certain Eligible Switches 

and to modify the definition of an 

Eligible Switch. 

The text of the proposed rule change 

is available on the Exchange’s website at 

https://listingcenter.nasdaq.com/ 

rulebook/nasdaq/rules, at the principal 

office of the Exchange, 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 


ddrumheller on DSK120RN23PROD with NOTICES1