Federal Register / Vol. 89, No. 220 / Thursday, November 14, 2024 / Notices 90133 

23 15 U.S.C. 78s(b)(3)(A). 

24 17 CFR 240.19b–4(f)(6). 

25 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 100666 

(Aug. 7, 2024), 89 FR 65957 (‘‘Notice’’). 

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

5See Securities Exchange Act Release No. 101157 

(Sept. 24, 2024), 89 FR 79678 (Sept. 30, 2024) 

(designating November 11, 2024, as the date by 

which the Commission shall either approve, 

disapprove, or institute proceedings to determine 

whether to disapprove the proposed rule change). 

hearing, and any transcription if the 

recording is transcribed. 

In addition, the proposed rule change 

will protect investors and the public 

interest by updating the Codes to more 

accurately reflect DRS’ current practice 

of making digital or other recordings to 

record hearings in the DRS arbitration 

forum. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

FINRA does not believe that the 

proposed rule change will result in any 

burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. The 

proposed rule change would allow 

customers who attend and participate in 

expungement hearings, or provide their 

position in writing, under Rule 13805, 

to obtain a copy of the official record of 

the hearing that is required to be made 

under Rule 13606. The proposed rule 

change provides to non-party customers 

the potential benefits of having a copy 

of the official record that are currently 

available to parties to the dispute. These 

benefits may include greater assurance 

that arbitrators have considered all 

issues raised and enhance their 

understanding of the decision, which 

may increase confidence in the 

expungement process. FINRA does not 

anticipate an impact on its member 

firms or their associated persons. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

Written comments were neither 

solicited nor received. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Because the foregoing proposed rule 

change does not: (i) significantly affect 

the protection of investors or the public 

interest; (ii) impose any significant 

burden on competition; and (iii) become 

operative for 30 days 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 23 and Rule 19b– 

4(f)(6) thereunder.24

At any time within 60 days of the 

filing of the proposed rule change, the 

Commission summarily may 

temporarily suspend such rule change if 

it appears to the Commission that such 

action is necessary or appropriate in the 

public interest, for the protection of 

investors, or otherwise in furtherance of 

the purposes of the Act. If the 

Commission takes such action, the 

Commission shall institute proceedings 

to determine whether the proposed rule 

should be approved or disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s internet 

comment form (http://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

FINRA–2024–018 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–FINRA–2024–018. 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 (http://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 such filing 

also will be available for inspection and 

copying at the principal office of 

FINRA. 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–FINRA–2024–018 and 

should be submitted on or before 

December 5, 2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.25

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–26420 Filed 11–13–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101573; File No. SR– 

NYSEAMER–2024–45] 

Self-Regulatory Organizations; NYSE 

American LLC; Order Instituting 

Proceedings To Determine Whether To 

Approve or Disapprove a Proposed 

Rule Change To Amend Exchange 

Rule 915 To Permit the Listing and 

Trading of Options on the Bitwise 

Ethereum ETF, the Grayscale 

Ethereum Trust, the Grayscale 

Ethereum Mini Trust, and Any Trust 

That Holds Ether 

November 8, 2024. 

I. Introduction 

On July 23, 2024, NYSE American 

LLC (‘‘NYSE American’’ or ‘‘Exchange’’) 

filed with the Securities and Exchange 

Commission (‘‘Commission’’), pursuant 

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

Exchange Act of 1934 (‘‘Act’’ or 

‘‘Exchange Act’’) 1 and Rule 19b–4 

thereunder,2 a proposed rule change to 

amend Exchange Rule 915 to permit the 

listing and trading of options on the 

Bitwise Ethereum ETF, the Grayscale 

Ethereum Trust (ETH), the Grayscale 

Ethereum Mini Trust, and any trust that 

holds ether. The proposed rule change 

was published for comment in the 

Federal Register on August 13, 2024.3

The Commission has received no 

comments regarding the proposal. 

On September 24, 2024, pursuant to 

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

the Commission designated a longer 

period within which to approve the 

proposed rule change, disapprove the 

proposed rule change, or institute 

proceedings to determine whether to 

disapprove the proposed rule change.5

This order institutes proceedings under 


ddrumheller on DSK120RN23PROD with NOTICES1
90134 Federal Register / Vol. 89, No. 220 / Thursday, November 14, 2024 / Notices 

6 15 U.S.C. 78s(b)(2)(B). 

7See supra note 3. 

8The Exchange states that the Commission 

approved rule changes to list and trade shares of 

Ether-based exchange-traded products (‘‘ETPs’’), 

including, among others, the Bitwise Ethereum 

ETF, the Grayscale Ethereum Trust, and the 

Grayscale Ethereum Mini Trust. See Notice, 89 FR 

at 65958, note 4, and Securities Exchange Act 

Release Nos. 100224 (May 23, 2024), 89 FR 3008 

(May 30, 2024); and 100541 (July 17, 2024) 89 FR 

59786 (July 23, 2024). 

9See Notice, 89 FR at 65958. 

10See id. 

11See id. 

12See Notice, 89 FR at 65958–9. 

13See Notice, 89 FR at 65959. 

14See id. 

15See id. 

16See id. For avoidance of doubt, the Exchange 

proposes to amend Exchange Rule 916 to include 

the Ether ETPs in the list of ETFs subject to the 

continued listing standards. See id. at note 11. 

17See Notice, 89 FR at 65959. 

18See id. 

19See id. 

20See id. 

21See id. 

22See id. at 65960. 

23See id. 

24See id. 

25See id. 

26See id. 

Section 19(b)(2)(B) of the Act 6 to 

determine whether to approve or 

disapprove the proposed rule change. 

II. Description of the Proposal 

As described more fully in the 

Notice,7 the Exchange proposes to 

amend Exchange Rule 915, Commentary 

.10, to allow the Exchange to list and 

trade options on the Bitwise Ethereum 

ETF, the Grayscale Ethereum Trust, the 

Grayscale Ethereum Mini Trust, and any 

trust that holds ether (collectively, the 

‘‘Ether ETPs’’).8 The Exchange states 

that Ether ETPs are ether-backed 

commodity ETPs structured as trusts, 

and that, similar to exchange-traded 

funds (‘‘ETFs’’) currently deemed 

appropriate for options trading under 

Exchange Rule 915, the investment 

objective of an Ether ETP trust is for its 

shares to reflect the performance of 

ether (less the expenses of the trust’s 

operations), thereby offering investors 

an opportunity to gain exposure to ether 

without the complexities of ether 

delivery.9 The Exchange states that an 

Ether ETP’s shares represent units of 

fractional undivided beneficial interest 

in the trust, and that Ether ETPs provide 

investors with cost efficient alternatives 

that allow a level of participation in the 

ether market through the securities 

market.10

The Exchange states that Ether ETPs 

will trade in the same manner as 

options on other ETFs and will be 

subject to the same rules as options on 

other ETFs, including, for example, 

rules that govern listing criteria, 

expirations, exercise prices, minimum 

increments, position and exercise limits, 

margin requirements, customer accounts 

and trading halt procedures.11 In 

addition, the Exchange states that its 

initial listing standards for ETFs on 

which options may be listed and traded 

on the Exchange will apply to Ether 

ETPs, and that the Exchange expects the 

Ether ETPs to satisfy the initial listing 

standards in Exchange Rule 915(a) and 

in Commentary .06 to Exchange Rule 

915.12 The Exchange states that, 

pursuant to Exchange Rule 915(a), a 

security on which options may be listed 

and traded on the Exchange must be 

registered with the Commission and be 

an NMS stock (as defined in Rule 600 

of Regulation NMS under the Act) and 

be characterized by a substantial 

number of outstanding shares that are 

widely held and actively traded.13 In 

addition, the Exchange states that 

Commentary .06 requires that ETFs 

must either (1) meet the criteria and 

standards set forth in Commentary .01 

to Rule 915; or (2) be available for 

creation and redemption each business 

day as set forth in Commentary 

.06(a)(ii).14 The Exchange states that 

options on Ether ETPs will also be 

subject to the Exchange’s continued 

listing standards set forth in Exchange 

Rule 916, Commentary .07, which 

provides that options on ETFs may be 

subject to the suspension of opening 

transactions if: (1) the ETF no longer 

meets the terms of Commentary .01 to 

Rule 916; (2) following the initial 

twelve-month period beginning upon 

the commencement of trading of the 

ETF, there are fewer than 50 record and/ 

or beneficial holders of the ETF for 30 

or more consecutive trading days; (3) 

the value of the underlying commodity 

is no longer calculated or available; or 

(4) such other event occurs or condition 

exists that in the opinion of the 

Exchange makes further dealing on the 

Exchange inadvisable.15 In addition, the 

Exchange states that ETFs will be 

deemed to not meet the requirements for 

continued approval, and the Exchange 

states that it will not open for trading 

any additional series of option contracts 

covering the ETF if such security ceases 

to be an ‘‘NMS stock,’’ as provided in 

Exchange Rule 915, Commentary .01(5), 

or the ETF is halted from trading on its 

primary market.16

The Exchange states that options on 

Ether ETPs listed pursuant to proposed 

Exchange Rule 915, Commentary .10 

would be physically settled contracts 

with American-style exercise and would 

be subject to Exchange rules and 

procedures that currently govern the 

trading of securities on the Exchange, 

including Exchange rules governing the 

trading of equity options.17 The 

Exchange further states that its rules 

pertaining to position and exercise 

limits or margin will apply to options 

on Ether ETPs.18 As described more 

fully in the Notice, the Exchange’s rules 

governing the opening of options series 

and the strike prices for ETP options 

also would apply to the proposed Ether 

ETP options.19

The Exchange states that position and 

exercise limits for options on the 

proposed Ether ETP options will be 

determined pursuant to Exchange Rules 

904 and 905, respectively.20 The 

Exchange further states that position 

and exercise limits for ETF options vary 

according to the number of outstanding 

shares and the trading volumes of the 

underlying ETF over the past six 

months, where the largest in 

capitalization and the most frequently 

traded ETFs have an option position 

and exercise limit of 250,000 contracts 

(with adjustments for splits, 

recapitalizations, etc.) on the same side 

of the market; and smaller capitalization 

ETFs have position and exercise limits 

of 200,000, 75,000, 50,000 or 25,000 

contracts (with adjustments for splits, 

recapitalizations, etc.) on the same side 

of the market.21

The Exchange states that options on 

Ether ETPs would not be available for 

trading until The Options Clearing 

Corporation (‘‘OCC’’) represents to the 

Exchange that it is fully able to clear 

and settle such options.22 In addition, 

the Exchange states that it has analyzed 

its capacity and represents that it and 

The Options Price Reporting Authority 

(‘‘OPRA’’) have the necessary systems 

capacity to handle the additional traffic 

associated with the listing of options on 

Ether ETPs.23 In addition, the Exchange 

represents that the same surveillance 

procedures applicable to all other 

options on other ETFs currently listed 

and traded on the Exchange will apply 

to options on Ether ETPs.24 Further, as 

described in the Notice, the Exchange 

states that it will implement any new 

surveillance procedures it deems 

necessary to effectively monitor the 

trading of options on Ether ETPs.25

Finally, the Exchange states that the 

quotation and last sale information for 

ETFs is available via the Consolidated 

Tape Association high speed line, and 

that quotation and last sale information 

for such securities is also available from 

the exchange on which such securities 

are listed.26 The Exchange states that 

quotation and last sale information for 

options on Ether ETPs will be available 


ddrumheller on DSK120RN23PROD with NOTICES1
Federal Register / Vol. 89, No. 220 / Thursday, November 14, 2024 / Notices 90135 

27See id. 

28See id. 

29See id. 

30See id. 

31See id. 

32See id. 

33 15 U.S.C. 78s(b)(2)(B). 

34 Id. 

35 15 U.S.C. 78f(b)(5). 

36Rule 700(b)(3), Commission Rules of Practice, 

17 CFR 201.700(b)(3). 

37See id. 

38See id. 

39Section 19(b)(2) of the Act, as amended by the 

Securities Acts Amendments of 1975, Public Law 

94–29 (June 4, 1975), grants the Commission 

flexibility to determine what type of proceeding— 

either oral or notice and opportunity for written 

comments—is appropriate for consideration of a 

particular proposal by a self-regulatory 

organization. See Securities Acts Amendments of 

1975, Senate Comm. on Banking, Housing & Urban 

Affairs, S. Rep. No. 75, 94th Cong., 1st Sess. 30 

(1975). 

via OPRA and major market data 

vendors.27

The Exchange states that the proposal 

is consistent with Section 6(b) of the 

Act, in general, and furthers the 

objectives of Section 6(b)(5) of the Act, 

in particular, in that it is designed to 

promote just and equitable principles of 

trade, to remove impediments to and 

perfect the mechanisms of a free and 

open market and a national market 

system. The Exchange believes that the 

proposal to list and trade options on 

Ether ETPs will remove impediments to 

and perfect the mechanism of a free and 

open market and a national market 

system and, in general, protect investors 

because offering options on Ether ETPs 

will provide investors with a greater 

opportunity to realize the benefits of 

utilizing options on an ETF based on 

spot ether, including cost efficiencies 

and increased hedging strategies.28 The 

Exchange states that offering options on 

a competitively priced ETF based on 

spot ether will benefit investors by 

providing them with an additional, 

relatively lower cost risk management 

tool that will allow them to more easily 

manage their positions, and the 

associated risks, in their portfolios in 

connection with exposure to spot 

ether.29 The Exchange states that it 

currently lists options on other 

commodity ETFs structured as a trust 

and that it has not identified any issues 

with the continued listing and trading of 

options on those ETFs.30 In addition, 

the Exchange states that the proposal to 

permit options on Ether ETPs will 

remove impediments to and perfect the 

mechanism of a free and open market 

and a national market system because 

options on Ether ETPs will comply with 

current Exchange rules, as discussed 

above.31 The Exchange states that the 

Commission has previously approved 

the listing and trading of options on 

other commodity-based ETFs structured 

as a trust, including options on the 

SPDR Gold Trust, the iShares COMEX 

Gold Trust, the iShares Silver Trust, the 

ETFS Gold Trust, and the ETFS Silver 

Trust.32

III. Proceedings To Determine Whether 

To Approve or Disapprove SR– 

NYSEAMER–2024–45 and Grounds for 

Disapproval Under Consideration 

The Commission is instituting 

proceedings pursuant to Section 

19(b)(2)(B) of the Act 33 to determine 

whether the proposed rule change 

should be approved or disapproved. 

Institution of proceedings is appropriate 

at this time in view of the legal and 

policy issues raised by the proposed 

rule change. Institution of proceedings 

does not indicate that the Commission 

has reached any conclusions with 

respect to any of the issues involved. 

Rather, as described below, the 

Commission seeks and encourages 

interested persons to provide comments 

on the proposed rule change. 

Pursuant to Section 19(b)(2)(B) of the 

Act,34 the Commission is providing 

notice of the grounds for disapproval 

under consideration. The Commission is 

instituting proceedings to allow for 

additional analysis of the proposed rule 

change’s consistency with Section 

6(b)(5) of the Act,35 which requires, 

among other things, that the rules of a 

national securities exchange be 

designed to prevent fraudulent and 

manipulative acts and practices, to 

promote just and equitable principles of 

trade, to remove impediments to and 

protect the mechanism of a free and 

open market and a national market 

system, and, in general, to protect 

investors and the public interest. 

Under the Commission’s Rules of 

Practice, the ‘‘burden to demonstrate 

that a proposed rule change is 

consistent with the Exchange Act and 

the rules and regulations issued 

thereunder . . . is on the self-regulatory 

organization that proposed the rule 

change.’’ 36 The description of a 

proposed rule change, its purpose and 

operation, its effect, and a legal analysis 

of its consistency with applicable 

requirements must all be sufficiently 

detailed and specific to support an 

affirmative Commission finding,37 and 

any failure of a self-regulatory 

organization to provide this information 

may result in the Commission not 

having a sufficient basis to make an 

affirmative finding that a proposed rule 

change is consistent with the Act and 

the applicable rules and regulations.38

The Commission is instituting 

proceedings to allow for additional 

consideration and comment on the 

issues raised herein, including as to 

whether the proposal is consistent with 

the Act. In particular, the Commission 

asks commenters to address whether the 

proposal includes sufficient data and 

analysis to support a conclusion that the 

proposal is consistent with the 

requirements of Section 6(b)(5) of the 

Act. 

IV. Procedure: Request for Written 

Comments 

The Commission requests that 

interested persons provide written 

submissions of their views, data, and 

arguments with respect to the issues 

identified above, as well as any other 

concerns they may have with the 

proposal. In particular, the Commission 

invites the written views of interested 

persons concerning whether the 

proposal is consistent with Section 

6(b)(5) or any other provision of the Act, 

and the rules and regulations 

thereunder. Although there do not 

appear to be any issues relevant to 

approval or disapproval that would be 

facilitated by an oral presentation of 

views, data, and arguments, the 

Commission will consider, pursuant to 

Rule 19b–4, any request for an 

opportunity to make an oral 

presentation.39

Interested persons are invited to 

submit written data, views, and 

arguments regarding whether the 

proposed rule change should be 

approved or disapproved by December 

5, 2024. Any person who wishes to file 

a rebuttal to any other person’s 

submission must file that rebuttal by 

December 19, 2024. 

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– 

NYSEAMER–2024–45 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–NYSEAMER–2024–45. This 

file number should be included on the 

subject line if email is used. To help the 

Commission process and review your 


ddrumheller on DSK120RN23PROD with NOTICES1
90136 Federal Register / Vol. 89, No. 220 / Thursday, November 14, 2024 / Notices 

40 17 CFR 200.30–3(a)(57). 

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

2 17 CFR 240.19b–4. 

3See Cboe Global Markets, U.S. Equities Market 

Volume Summary, Month-to-Date (October 1, 2024), 

available at https://www.cboe.com/us/equities/ 

market_statistics/. 

4See SR–CboeEDGA–2024–045. The Exchange 

previously operated under a ‘‘Taker-Maker’’ model, 

in which the Exchange paid credits to members that 

removed liquidity and assessed fees to those that 

added liquidity. 

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–NYSEAMER–2024–45 and should 

be submitted on or before December 5, 

2024. Rebuttal comments should be 

submitted by December 19, 2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.40

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–26533 Filed 11–13–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101552; File No. SR– 

CboeEDGA–2024–047] 

Self-Regulatory Organizations; Cboe 

EDGA Exchange, Inc.; Notice of Filing 

and Immediate Effectiveness of a 

Proposed Rule Change To Amend Its 

Fee Schedule To Add a New Member 

Program 

November 7, 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 November 

1, 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, 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 EDGA Exchange, Inc. (the 

‘‘Exchange’’ or ‘‘EDGA’’) 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/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 

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 amend its 

Fee Schedule to introduce the New 

Member Program (the ‘‘Program’’), 

which offers discounted membership 

fees and logical port fees for up to 12 

months, effective beginning November 

1, 2024. 

The Exchange first notes that it 

operates in a highly competitive market 

in which market participants can 

readily direct order flow to competing 

venues if they deem fee levels at a 

particular venue to be excessive or 

incentives to be insufficient. More 

specifically, the Exchange is only one of 

16 registered equities exchanges, as well 

as a number of alternative trading 

systems and other off-exchange venues 

that do not have similar self-regulatory 

responsibilities under the Securities 

Exchange Act of 1934 (the ‘‘Act’’), to 

which market participants may direct 

their order flow. Based on publicly 

available information, no single 

registered equities exchange has more 

than 16% of the market share.3 Thus, in 

such a low-concentrated and highly 

competitive market, no single equities 

exchange possesses significant pricing 

power in the execution of order flow. 

The purpose of this filing is to broadly 

encourage new market participants that 

are not currently members of the 

Exchange to become members by 

discounting certain fixed costs 

associated with Exchange membership. 

By way of background, the Exchange 

currently charges member organizations 

certain fixed costs related to Exchange 

membership, including for example 

membership fees and logical port fees, 

both of which are filed with the 

Commission and set forth in the 

Exchange’s Fee Schedule. Also, by way 

of background, the Exchange recently 

adopted the ‘‘Maker-Taker’’ model 

whereby it pays rebates to members that 

add liquidity and assesses fees to those 

that remove liquidity.4 The Exchange’s 

Fee Schedule sets forth the standard 

rebates and rates applied per share for 

orders that provide and remove 

liquidity, respectively. 

As stated previously, the Exchange 

recently adopted the Maker-Taker 

model. Both the proposal of the Program 

and the Exchange’s adoption of the 

Maker-Taker Model are intended to 

drive liquidity for the Exchange for the 

benefit of market participants. 

Specifically, the Exchange notes that the 

market share of taker-maker exchanges 

has been steadily declining in recent 

years. The Exchange analyzed its 

internal data and found that in 

particular, the market share of inverted 

markets has dropped from 

approximately 8% in April 2020 to 

2.6% in July 2024. Similarly, the 

average monthly notional volume of 

taker-maker exchanges has declined 

from approximately $528.0 billion in 

2021 to an average monthly notional 

volume of $267.4 billion in 2024 (yearto-date). The Exchange believes that 

both the Program and the adoption of 

the Maker-Taker Model will increase the 

Exchange’s market share and bring 

additional liquidity to the Exchange for 

the benefit all participants. 


ddrumheller on DSK120RN23PROD with NOTICES1