Federal Register / Vol. 80, No. 15 / Friday, January 23, 2015 / Notices 3683 

35 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3The Exchange, NASDAQ OMX PHLX LLC 

(‘‘Phlx’’), and NASDAQ OMX BX, Inc. (‘‘BX’’) are 

self-regulatory organizations (‘‘SROs’’) that are 

wholly owned subsidiaries of The NASDAQ OMX 

Group, Inc. (‘‘NASDAQ OMX’’). The Exchange, 

NOM (a facility of the Exchange), BX, BX Options 

(a facility of BX), Phlx, and PSX (a facility of Phlx) 

(together with the Exchange known as the 

‘‘NASDAQ Markets’’), are independently filing 

proposals to conform their respective Extranet 

Access Fee rules to NASDAQ Rule 7025. 

4See Securities Exchange Act Release Nos. 50483 

(October 1, 2004), 69 FR 60448 (October 8, 2004) 

(SR–NASD–2004–118) (establishing the Extranet 

Access Fee on NASDAQ); and 71199 (December 30, 

2013), 79 FR 686 (January 6, 2014) (SR–NASD [sic]– 

2013–159) (notice of filing and immediate 

effectiveness increasing the Extranet Access Fee to 

$1,000). 

5See SR–SR– [sic] NASDAQ–2015–001 [sic] 

(immediately effective filing on January 2 [sic], 

2015, establishing the Extranet Access Fee on NOM 

pursuant to Chapter XV, Section 12). 

6As noted, the NASDAQ Markets are 

independently filing proposals to conform their 

respective Extranet Access Fee. 

7The Exchange notes that while NOM Chapter 

XV, Section 12 and NASDAQ Rule 7025 each 

contain some language particular to the relevant 

exchange, with this proposal the language of the 

two rules is substantively identical. For example, 

language in Rule 7025 that refers to consolidated 

data disseminated by the UTP SIP is not reflected 

in NOM Chapter XV, Section 12, as it deals with 

options. 

10:00 a.m. and 3:00 p.m. Copies of the 

filing also will be available for 

inspection and copying at the principal 

office of the Exchange. All comments 

received will be posted without change; 

the Commission does not edit personal 

identifying information from 

submissions. You should submit only 

information that you wish to make 

available publicly. All submissions 

should refer to File Number SR–BATS– 

2015–04 and should be submitted on or 

before February 13, 2015. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.35

Brent J. Fields, 

Secretary. 

[FR Doc. 2015–01063 Filed 1–22–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–74077; File No. SR– 

NASDAQ–2015–002] 

Self-Regulatory Organizations; The 

NASDAQ Stock Market LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change Regarding the 

Extranet Access Fee 

January 16, 2015. 

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 January 5, 

2015, 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, II, and III below, which Items 

have been prepared by NASDAQ. 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 

NASDAQ proposes to add language to 

Rule 7025 (‘‘Extranet Access Fee’’), 

which includes a new section about the 

applicability of the Extranet Access Fee. 

This will conform the Exchange’s 

Extranet Access Fee rule to that of other 

markets. 

The text of the proposed rule change 

is available on the Exchange’s Web site 

at http://

www.nasdaq.cchwallstreet.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 

Exchange included statements 

concerning the purpose of and basis for 

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 purpose of the proposal is to add 

language to Rule 7025 (‘‘Extranet Access 

Fee’’), which includes a new section 

about the applicability of the Extranet 

Access Fee. This will conform the 

Exchange’s Extranet Access Fee rule to 

that of other markets.3

Specifically, the Exchange proposes 

language in Rule 7025 to indicate that 

an Extranet Access connection with 

NASDAQ pursuant to Rule 7025 on the 

equity side as well as a connection 

pursuant to Chapter XV, Section 12 on 

the options side shall be assessed a total 

monthly access fee of $1,000 per 

recipient CPE Configuration [sic] This 

proposal conforms the Extranet Access 

Fee in Rule 7025 (equities) and the 

Extranet Access Fee in NASDAQ 

Options Market (‘‘NOM’’) Chapter XV, 

Section 12 (options), as well as the other 

NASDAQ Markets. 

The Extranet Access Fee was 

introduced a decade ago on NASDAQ 

Rule 7025 as an equity fee.4 The 

Extranet Access Fee was also introduced 

on NOM.5 By this proposal, the 

Exchange normalizes the application of 

the Extranet Access Fee on NASDAQ 

and on NOM.6

As proposed, Rule 7025 will read as 

follows: ‘‘Extranet providers that 

establish a connection with Nasdaq to 

offer direct access connectivity to 

market data feeds shall be assessed a 

monthly access fee of $1,000 per 

recipient Customer Premises Equipment 

(‘‘CPE’’) Configuration. If an extranet 

provider uses multiple CPE 

Configurations to provide market data 

feeds to any recipient, the monthly fee 

shall apply to each such CPE 

Configuration. For purposes of this Rule 

7025, the term ‘‘Customer Premises 

Equipment Configuration’’ shall mean 

any line, circuit, router package, or 

other technical configuration used by an 

extranet provider to provide a direct 

access connection to Nasdaq market 

data feeds to a recipient’s site. No 

extranet access fee will be charged for 

connectivity to market data feeds 

containing only consolidated data. For 

purposes of this rule, consolidated data 

includes data disseminated by the UTP 

SIP. Extranet providers that establish a 

connection with Nasdaq pursuant to 

this Rule 7025 as well as a connection 

pursuant to Chapter XV, Section 12 

shall be assessed a total monthly access 

fee of $1,000 per recipient CPE 

Configuration.’’ The proposal conforms 

NASDAQ Rule 7025 to NOM Chapter 

XV, Section 12 and makes them 

substantively identical.7 The proposal 

also makes it clear that if an extranet 

provider establishes a connection on 

NASDSAQ [sic] (equities) as well as on 

NOM (options), the extranet provider 

will not need to pay a double $1,000 

monthly access fee per CPE, but rather 

only one total monthly access fee of 

$1,000 per CPE. 

The proposed [sic] Extranet Access 

Fee will continue to be used to help 

recoup the Exchange’s costs associated 

with maintaining multiple extranet 

connections with multiple providers. 

These costs include those associated 

with overhead and technology 

infrastructure, administrative, 

maintenance and operational costs. 

Since the inception of Extranet Access 


tkelley on DSK3SPTVN1PROD with NOTICES
3684 Federal Register / Vol. 80, No. 15 / Friday, January 23, 2015 / Notices 

8The Exchange will inform extranet providers of 

their reporting responsibilities via its public Web 

site. This will include, as an example, reporting 

CPE usage. 

9 15 U.S.C. 78f. 

10 15 U.S.C. 78f(b)(4). 

11For example, NASDAQ Technology Services, a 

subsidiary of the Exchange, pays the applicable 

fee(s) to the Exchange for services covered under 

the Extranet Access Fee. 12 15 U.S.C. 78s(b)(3)(A)(ii). 

there have been numerous network 

infrastructure improvements and 

administrative controls enacted. 

Additionally, the Exchange has 

implemented automated retransmission 

facilities for most of its data clients that 

benefit extranet clients by reducing 

operational costs associated with 

retransmissions. 

As the number of extranets has 

increased, the management of the 

downstream customers has expanded 

and the Exchange has had to ensure 

appropriate reporting and review 

processes, which has resulted in a 

greater cost burden on the Exchange 

over time. The proposed [sic] fee will 

also help to ensure that the Exchange is 

better able to closely review reports and 

uncover reporting errors via audits thus 

minimizing reporting issues.8 The 

network infrastructure has increased in 

order to keep pace with the increased 

number of products, which, in turn, has 

caused an increased administrative 

burden and higher operational costs 

associated with delivery via extranets. 

Thus, subsequent to the proposal 

extranet providers that establish a 

connection with the Exchange to offer 

direct access connectivity to market data 

feeds shall continue to be assessed a 

monthly access fee of $1,000 per CPE 

Configuration. If, as discussed, an 

extranet provider has a connection on 

the NASDAQ side (equity) and NOM 

side (options), the provider will not be 

charged double. The proposal would 

make the Exchange’s Extranet Access 

Fee in Rule 7025 work the same as the 

equivalent fee in NOM Chapter XV, 

Section 12 NASDAQ [sic], and complete 

the effort to conform the two rules, as 

well as the equivalent rules of the 

NASDAQ Markets. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

Section 6(b) of the Act,9 in general, and 

with Section 6(b)(4) of the Act,10 in 

particular, in that it provides for the 

equitable allocation of reasonable dues, 

fees and other charges among members 

and issuers and other persons using any 

facility or system which the Exchange 

operates or controls. 

The Exchange believes that its 

proposal to add language in Rule 7025 

regarding the applicability of the 

Extranet Access Fee if an extranet 

provider has a connection on both the 

equity side through NASDAQ and the 

options side through NOM conforms the 

rules of the entities and is consistent 

with the Act. 

All similarly situated extranet 

providers, including the Exchange 

operating its own extranet, that establish 

an extranet connection with the 

Exchange to access market data feeds 

from the Exchange are subject to the 

same fee structure.11 The fee will help 

the Exchange to offset some of the rising 

overhead and technology infrastructure, 

administrative, maintenance and 

operational costs it incurs in support of 

the service. If such costs are covered, 

the service may provide the Exchange 

with a profit. As such, the Exchange 

believes that the proposal is reasonable 

and notes that this proposal conforms 

similarly-situated Extranet Access Fee 

rules on NOM options and NASDAQ 

equities. The extranet costs are separate 

and different from the colocation facility 

that is able to recoup these fees by 

charging for servers within the 

associated data centers. Additionally, 

the Exchange believes that the proposed 

change is equitable and not 

unreasonably discriminatory. The 

monthly fee is assessed uniformly to all 

extranet providers that establish a 

connection with the Exchange to offer 

direct access connectivity to market data 

feeds, and is the same for all at $1,000 

per recipient CPE Configuration. Thus, 

any burden arising from the fees is 

necessary in the interest of promoting 

the equitable allocation of a reasonable 

fee. Moreover, firms make decisions on 

how much and what types of data to 

consume on the basis of the total cost of 

interacting with the Exchange or other 

markets and, of course, the Extranet 

Access Fee is but one factor in a total 

platform analysis. 

The proposal provides for uniform 

application of the equitable allocation of 

reasonable dues, fees and other charges 

among members and issuers and other 

persons using any facility or system 

which the Exchange operates or 

controls, and is thereby consistent with 

the Act. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed rule change will result in 

any burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act, as amended. 

The proposed [sic] fees are applied 

uniformly among extranet providers, 

which are not compelled to establish a 

connection with the Exchange to offer 

access connectivity to market data feeds. 

For these reasons, any burden arising 

from the fees is necessary in the interest 

of promoting the equitable allocation of 

a reasonable fee. Additionally, firms 

make decisions on how much and what 

types of data to consume on the basis of 

the total cost of interacting with the 

Exchange or other exchanges and, of 

course, the Extranet Access Fee is but 

one factor in a total platform analysis. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

No written comments were either 

solicited or received. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Pursuant to Section 19(b)(3)(A)(ii) of 

the Act,12 the Exchange has designated 

this proposal as establishing or changing 

a due, fee, or other charge imposed by 

the self-regulatory organization on any 

person, whether or not the person is a 

member of the self-regulatory 

organization, which renders the 

proposed rule change effective upon 

filing. 

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– 

NASDAQ–2015–002 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 


tkelley on DSK3SPTVN1PROD with NOTICES
Federal Register / Vol. 80, No. 15 / Friday, January 23, 2015 / Notices 3685 

13 17 CFR 200.30–3(a)(12). 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

Commission, 100 F Street NE., 

Washington, DC 20549–1090. 

All submissions should refer to File 

Number SR–NASDAQ–2015–002. 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 Web site (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 Web site 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 

10:00 a.m. and 3:00 p.m. Copies of such 

filing also will be available for 

inspection and copying at the principal 

offices of the Exchange. All comments 

received will be posted without change; 

the Commission does not edit personal 

identifying information from 

submissions. You should submit only 

information that you wish to make 

available publicly. All submissions 

should refer to File Number SR– 

NASDAQ–2015–002, and should be 

submitted on or before February 13, 

2015. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.13

Brent J. Fields, 

Secretary. 

[FR Doc. 2015–01067 Filed 1–22–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–74083; File No. SR– 

NYSEMKT–2015–01] 

Self-Regulatory Organizations; NYSE 

MKT LLC; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change Amending Sections 140 

and 141 of The NYSE MKT Company 

Guide To Adopt A New Flat Annual Fee 

of $5,000 for Listed Warrants 

January 16, 2015. 

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 January 

2, 2015, NYSE MKT LLC (the 

‘‘Exchange’’ or ‘‘NYSE MKT’’) 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 

The Exchange proposes to amend 

Sections 140 and 141 of the NYSE MKT 

Company Guide (the ‘‘Company Guide’’) 

to adopt a new flat annual fee of $5,000 

for listed warrants with effect from 

January 1, 2015. The Exchange also 

proposes to amend Section 140 of the 

Company Guide to make clear that the 

initial fee waiver for securities 

transferring from another national 

securities exchange or dual listing on 

the Exchange are applicable to all 

categories of securities. The text of the 

proposed rule change is available on the 

Exchange’s Web site 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 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to amend 

Sections 140 and 141 of the Company 

Guide to adopt a new flat annual fee of 

$5,000 for listed warrants with effect 

from January 1, 2015. The Exchange also 

proposes to amend Section 140 of the 

Company Guide to make clear that the 

initial fee waiver for securities 

transferring from another national 

securities exchange or dual listing on 

the Exchange are applicable to all 

categories of securities. 

Currently, Section 140 of the 

Company Guide provides that listed 

warrants are subject to the same initial 

and annual fees as common stock. The 

Exchange proposes to eliminate the 

reference to the annual fees for warrants 

in Section 140 and to add a new 

subparagraph of Section 141 which will 

establish a flat annual fee for warrants 

of $5,000 with effect from January 1, 

2015. The Exchange notes that Section 

105 of the Company Guide, which 

establishes initial listing standards for 

warrants, provides that warrants qualify 

for listing only if the common stock for 

which the warrants are exercisable are 

listed on the Exchange or another 

national securities exchange. Currently, 

the common stock into which all 

warrants listed on the Exchange are 

exercisable is listed either on the 

Exchange itself or on the NYSE and 

(while Section 105 would permit the 

listing of warrants exercisable for 

common stock listed on any national 

securities exchange, including those 

unaffiliated to NYSE MKT) the 

Exchange anticipates this will generally 

remain the case going forward. NYSE 

Regulation is responsible for all 

oversight of the compliance with 

applicable listing rules by issuers and 

securities listed on both the Exchange 

and the NYSE. Almost all regulatory 

obligations imposed upon listed issuers 

in connection with a warrant listing, 

including with respect director 

independence, also arise in connection 

with the issuer’s common stock listing. 

Accordingly, because NYSE Regulation 

is already conducting almost all of the 

regulatory oversight necessary in 

connection with a warrant listing 

because the issuers listing warrants on 

the Exchange also have their common 

stock listed on the Exchange or the 

NYSE, the incremental resources 


tkelley on DSK3SPTVN1PROD with NOTICES