Federal Register / Vol. 89, No. 229 / Wednesday, November 27, 2024 / Notices 93707 

6 15 U.S.C. 78s(b)(3)(A)(iii). 

7 17 CFR 240.19b–4(f)(6). 

8 15 U.S.C. 78s(b)(3)(A). 

9 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– 

4(f)(6) requires a self-regulatory organization to give 

the Commission written notice of its 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. 

10 15 U.S.C. 78s(b)(2)(B). 

11 17 CFR 200.30–3(a)(12), (59). 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

19(b)(3)(A)(iii) of the Act 6 and Rule 

19b–4(f)(6) thereunder.7 Because the 

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 

prior to 30 days from the date on which 

it was filed, or such shorter time as the 

Commission may designate, if 

consistent with the protection of 

investors and the public interest, the 

proposed rule change has become 

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

of the Act 8 and Rule 19b–4(f)(6)(iii) 

thereunder.9

At any time within 60 days of the 

filing of such 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 

under Section 19(b)(2)(B) 10 of the Act 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–NYSEARCA–2024–95 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–NYSEARCA–2024–95. 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–NYSEARCA–2024–95 and should be 

submitted on or before December 18, 

2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.11

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–27750 Filed 11–26–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101678; File No. SR– 

NYSEAMER–2024–69] 

Self-Regulatory Organizations; NYSE 

American LLC; Notice of Filing and 

Immediate Effectiveness of Proposed 

Change To Amend Rule 7.37E 

November 21, 2024. 

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

Securities Exchange Act of 1934 (the 

‘‘Act’’),2 and Rule 19b–4 thereunder,3

notice is hereby given that on November 

7, 2024, NYSE American LLC (‘‘NYSE 

American’’ or the ‘‘Exchange’’) 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 self-regulatory 

organization. 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 amend 

Rule 7.37E to specify the Exchange’s 

source of data feeds from Investors’ 

Exchange, LLC (‘‘IEX’’) for purposes of 

order handling, order execution, order 

routing, and regulatory compliance. The 

proposed rule change is available on the 

Exchange’s website at www.nyse.com, 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 

self-regulatory organization 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 those 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 parts of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and the 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to update and 

amend the use of data feeds table in 

Rule 7.37E(d), which sets forth on a 

market-by-market basis the specific 

securities information processor (‘‘SIP’’) 

and proprietary data feeds that the 

Exchange utilizes for the handling, 

execution, and routing of orders, and for 

performing the regulatory compliance 

checks related to each of those 

functions. Specifically, the Exchange 

proposes to amend the table in Rule 

7.37E(d) to specify that, with respect to 

IEX, the Exchange will receive an IEX 

direct feed as its primary source of data 

for order handling, order execution, 

order routing, and regulatory 

compliance, and will use the SIP Data 

Feed as its secondary source for data 

from IEX. 


ddrumheller on DSK120RN23PROD with NOTICES1
93708 Federal Register / Vol. 89, No. 229 / Wednesday, November 27, 2024 / Notices 

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

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

6 15 U.S.C. 78s(b)(3)(A)(iii). 

7 17 CFR 240.19b–4(f)(6). 

8 15 U.S.C. 78s(b)(3)(A). 

9 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– 

4(f)(6) requires a self-regulatory organization to give 

the Commission written notice of its 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. 

10 15 U.S.C. 78s(b)(2)(B). 

The Exchange proposes to make this 

change operative in the fourth quarter of 

2024, and, in any event, before the end 

of the first quarter of 2025. The 

Exchange proposes to announce the 

implementation date of this change by 

Trader Update. 

2. Statutory Basis 

The proposed rule change is 

consistent with Section 6(b) of the Act,4

in general, and furthers the objectives of 

Section 6(b)(5),5 in particular, because it 

is 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 

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 that the proposed 

rule change is consistent with the 

Section 6(b)(5) requirement that the 

rules of an exchange not be designed to 

permit unfair discrimination between 

customers, issuers, brokers, or dealers. 

The Exchange believes its proposal to 

update the table in Rule 7.37E(d) to 

include the IEX direct feed will ensure 

that the Rule correctly identifies and 

publicly states on a market-by-market 

basis all of the specific SIP and 

proprietary data feeds that the Exchange 

utilizes for the handling, execution, and 

routing of orders, and for performing the 

regulatory compliance checks for each 

of those functions. The proposed rule 

change also removes impediments to 

and perfects the mechanism of a free 

and open market and protects investors 

and the public interest by providing 

additional specificity, clarity, and 

transparency in the Exchange’s rules. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed rule change will impose 

any burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. Rather, the 

Exchange believes that the proposal will 

enhance competition because providing 

the public and market participants with 

up-to-date information about the data 

feeds the Exchange will use for the 

handling, execution, and routing of 

orders, as well as for regulatory 

compliance would enhance 

transparency and enable investors to 

better assess the quality of the 

Exchange’s execution and routing 

services. The Exchange also believes the 

proposal would enhance competition 

because it would potentially enhance 

the performance of its order handling 

and execution of orders in equity 

securities by receiving market data 

directly from IEX. Finally, the proposed 

rule change would not impact 

competition between market 

participants because it will affect all 

market participants equally. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

No written comments were solicited 

or received with respect to 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 

19(b)(3)(A)(iii) of the Act 6 and Rule 

19b–4(f)(6) thereunder.7 Because the 

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 

prior to 30 days from the date on which 

it was filed, or such shorter time as the 

Commission may designate, if 

consistent with the protection of 

investors and the public interest, the 

proposed rule change has become 

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

of the Act 8 and Rule 19b–4(f)(6)(iii) 

thereunder.9

At any time within 60 days of the 

filing of such 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 

under Section 19(b)(2)(B) 10 of the Act 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– 

NYSEAMER–2024–69 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–2024–69. 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–NYSEAMER–2024–69 and should 

be submitted on or before December 18, 

2024. 


ddrumheller on DSK120RN23PROD with NOTICES1
Federal Register / Vol. 89, No. 229 / Wednesday, November 27, 2024 / Notices 93709 

11 17 CFR 200.30–3(a)(12), (59). 

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

2 17 CFR 240.19b–4. 

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

4 17 CFR 240.19b–4(f)(2). 

5See FINRA’s Financial Guiding Principles, 

https://www.finra.org/sites/default/files/finra_

financial_guiding_principles_0.pdf. 

6See Securities Exchange Act Release No. 90176 

(October 14, 2020), 85 FR 66592 (October 20, 2020) 

(Notice of Filing and Immediate Effectiveness of 

File No. SR–FINRA–2020–032). 

7See supra note 6. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.11

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–27747 Filed 11–26–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101696; File No. SR– 

FINRA–2024–019] 

Self-Regulatory Organizations; 

Financial Industry Regulatory 

Authority, Inc.; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Adjust FINRA Fees To 

Provide Sustainable Funding for 

FINRA’s Regulatory Mission 

November 21, 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 November 

8, 2024, the Financial Industry 

Regulatory Authority, Inc. (‘‘FINRA’’) 

filed with the Securities and Exchange 

Commission (‘‘SEC’’ or ‘‘Commission’’) 

the proposed rule change as described 

in Items I, II, and III below, which Items 

have been prepared by FINRA. FINRA 

has designated the proposed rule change 

as ‘‘establishing or changing a due, fee 

or other charge’’ under Section 

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

4(f)(2) thereunder,4 which renders the 

proposal effective upon receipt of this 

filing by the Commission. 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 

FINRA is proposing to adjust FINRA 

fees to provide sustainable funding for 

FINRA’s regulatory mission. 

The text of the proposed rule change 

is available on FINRA’s website at 

http://www.finra.org, at the principal 

office of FINRA 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, 

FINRA 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. FINRA 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 

Overview 

FINRA is submitting this proposed 

rule change to increase the revenues 

that FINRA, as a not-for-profit selfregulatory organization (‘‘SRO’’), relies 

upon to fund its regulatory mission. 

Over the past year, FINRA has publicly 

stated many times its need to file a fee 

change this year to increase its fees. 

Over the past several years, FINRA has 

experienced significant expense growth 

resulting from rising technology costs 

related to capital investments seeking 

long-term efficiency gains for both 

FINRA and the industry, rising cloud 

hosting costs, ongoing disaster recovery 

and cybersecurity requirements, and 

elevated wage inflation and essential 

headcount increases necessitated by the 

growing breadth and complexity of 

FINRA’s responsibilities. 

To sustain FINRA’s regulatory 

capabilities, FINRA proposes to increase 

fees related to FINRA’s core regulatory 

functions as well as select fees related 

to the use of FINRA programs and 

services. The proposal is designed to 

closely align FINRA’s revenues with its 

costs while preserving the historical 

equitable allocation of fees among 

FINRA members. In parallel, FINRA 

continues to implement operational 

improvements to ensure FINRA’s 

operations are effective and efficient. 

Implementation of the proposed rule 

change would take place over several 

years, with a minority of fees going into 

effect in 2025, most fees implemented in 

2026 or later, and several fees phased in 

over several years between 2025 and 

2029. 

Thus, under the proposed rule change, 

FINRA would aim to collect more than 

90 percent of the revenue it seeks to 

raise in 2026 or later. FINRA is 

submitting the proposed rule change 

now to provide members with sufficient 

advance notice of the proposed fee 

changes for annual budgeting and 

financial planning purposes. The 

proposed rule change is intended to 

provide sustainable longer-term 

funding, in a manner consistent with 

FINRA’s public Financial Guiding 

Principles (‘‘Guiding Principles’’),5 to 

enable FINRA to continue fulfilling its 

regulatory mission. 

FINRA’s Current Fee Structure 

As a not-for-profit SRO, FINRA 

receives no taxpayer funding and 

instead relies on a mix of fees that are 

intended to cover the overall costs of 

FINRA’s operations. The majority of 

FINRA’s funding is derived from three 

regulatory fees: the Gross Income 

Assessment (GIA), Trading Activity Fee 

(TAF), and Personnel Assessment (PA). 

These fees, respectively, reflect one of 

the three critical components driving 

FINRA’s regulatory costs with respect to 

a particular member: (1) the size of the 

firm measured by firm revenue, (2) the 

firm’s trading activity, and (3) the 

number and role of persons registered 

with the firm. FINRA also employs usebased fees for specific services it 

provides to members and the public in 

support of its regulatory mission. 

Several use-based fees, including 

registration fees, qualification 

examination fees, and continuing 

education fees, among others, align with 

a critical component of FINRA’s 

regulatory costs (i.e., the number and 

role of registered persons at a firm). As 

such, FINRA considers those use-based 

fees part of its ‘‘core’’ regulatory fees. 

In addition, FINRA employs other 

use-based fees for certain services it 

provides to members and the public. 

Examples include fees associated with: 

reviewing public offering filings; 

reviewing communications with the 

public; and operating the FINRA 

Dispute Resolution Services (‘‘DRS’’) 

arbitration forum. As FINRA has 

explained previously,6 when applying 

use-based fees, FINRA takes into 

account three associated types of costs: 

direct costs for the program associated 

with the use-based fee, such as program 

development and operating expenses, 

and reinvestments and enhancements; 

indirect costs for the program, including 

supporting services necessary for the 

program’s associated regulatory activity; 

and a contribution to FINRA’s overall 

regulatory operations, which promotes 

its mission of investor protection.7

Thus, taken together, core regulatory 


ddrumheller on DSK120RN23PROD with NOTICES1