5856 Federal Register / Vol. 80, No. 22 / Tuesday, February 3, 2015 / Notices 

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

16 17 CFR 240.19b–4(f). 17 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)(ii). 

4 17 CFR 240.19b–4(f)(2). 

5The term ‘‘Member’’ is defined as ‘‘any 

registered broker or dealer, or any person associated 

with a registered broker or dealer, that has been 

admitted to membership in the Exchange. A 

Member will have the status of a ‘‘member’’ of the 

Exchange as that term is defined in Section 3(a)(3) 

of the Act.’’ See Exchange Rule 1.5(n). 

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 Exchange reiterates that the 

proposed rule change is being proposed 

in the context of the technology 

integration of the BGM Affiliated 

Exchanges and that the changes are 

entirely non-substantive. The proposed 

changes are not designed to have any 

impact on competition. Rather, they are 

intended to provide greater 

harmonization between Exchange, BYX, 

and BZX fee schedules and make the 

Fee Schedule clearer and less confusing 

for investors. As stated above, the 

Exchange 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 structures to be unreasonable 

or excessive. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

The Exchange has not solicited, and 

does not intend to solicit, comments on 

this proposed rule change. The 

Exchange has not received any 

unsolicited written comments from 

Members or other interested parties. 

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 15 and paragraph (f) of Rule 

19b–4 thereunder.16 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. 

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– 

EDGX–2015–04 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 EDGX–2015–04. 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 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 EDGX– 

2015–04, and should be submitted on or 

before February 24, 2015. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.17

Jill M. Peterson, 

Assistant Secretary. 

[FR Doc. 2015–02015 Filed 2–2–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–74166; File No. SR–EDGA– 

2015–04] 

Self-Regulatory Organizations; EDGA 

Exchange, Inc.; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Make Non-Substantive 

Amendments and Clarifications to the 

Fee Schedule 

January 28, 2015. 

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 January 

16, 2015, EDGA Exchange, Inc. (the 

‘‘Exchange’’ or ‘‘EDGA’’) filed with the 

Securities and Exchange Commission 

(‘‘Commission’’) the proposed rule 

change as described in Items I, II and III 

below, which Items have been prepared 

by the Exchange. The Exchange has 

designated the proposed rule change as 

one establishing or changing a member 

due, fee, or other charge imposed by the 

Exchange under Section 19(b)(3)(A)(ii) 

of the Act 3 and Rule 19b–4(f)(2) 

thereunder,4 which renders the 

proposed rule change effective upon 

filing with 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 

The Exchange filed a proposal to 

amend its fees and rebates applicable to 

Members 5 of the Exchange pursuant to 

EDGA Rule 15.1(a) and (c) (‘‘Fee 

Schedule’’) to make several nonsubstantive amendments and 

clarifications as part of its migration 

onto the same technology platform as its 

affiliated exchanges, BATS Exchange, 

Inc. (‘‘BZX’’) and BATS Y-Exchange, 

Inc. (‘‘BYX’’, collectively with BZX, 

‘‘BATS’’). The proposed rule change 

does not amend any existing fees or 

rebates, nor do they alter the manner in 

which the Exchange assesses fees or 

calculates rebates. 

The text of the proposed rule change 

is available at the Exchange’s Web site 

at http://www.batstrading.com, at the 


rljohnson on DSK3VPTVN1PROD with NOTICES
Federal Register / Vol. 80, No. 22 / Tuesday, February 3, 2015 / Notices 5857 

6See Securities Exchange Act Release No. 71449 

(January 30, 2014), 79 FR 6961 (February 5, 2014) 

(SR–EDGX–2013–43; SR–EDGA–2013–34). 

7The Exchange notes that the routing strategies 

listed in the description of fee codes T and Z route 

orders to both exchange and non-exchange 

destinations. The proposed rule change is intended 

to clarify that fee codes T and Z will only be 

appended to an order when routed to a nonexchange destination pursuant to one of the listed 

routing strategies. Orders routed to an exchange 

destination pursuant to one of the listed routing 

strategies will include a different fee code. 

8Previously, the Exchange would route reroutable orders to other exchanges in addition to 

the NYSE. This change is designed to reflect that 

the Exchange currently routes re-routable orders 

only to the NYSE. 

9See Securities Exchange Act Release Nos. 74023 

(January 9, 2015), 80 FR 2163 (January 15, 2015) 

(SR–EDGX–2015–03); and 74028 (January 9, 2015), 

80 FR 2125 (January 15, 2015) (SR–EDGA–2015– 

03). 

10 Id. 

11After January 16, 2015, the Exchange intends to 

submit a rule filing to the Commission to remove 

the provision to exclude from its calculation of 

ADV and TCV shares added, removed, or routed on 

each trading day from January 12, 2015 up to and 

including January 16, 2015 from its definitions of 

TCV and ADV. 

12See supra note 9. 

13The Exchange notes that the date of the Fee 

Schedule was amended to January 16, 2015 in a 

previously filed proposed rule change. See SR– 

EDGA–2015–01 (filed January 16, 2015). 

14 15 U.S.C. 78f. 

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

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 

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 

Earlier this year, the Exchange and its 

affiliate, EDGX Exchange, Inc. (‘‘EDGX’’) 

received approval to effect a merger (the 

‘‘Merger’’) of the Exchange’s parent 

company, Direct Edge Holdings LLC, 

with BATS Global Markets, Inc., the 

parent of BATS (together with BATS, 

EDGA and EDGX, the ‘‘BGM Affiliated 

Exchanges’’).6 In the context of the 

Merger, the BGM Affiliated Exchanges 

are working to migrate EDGX and EDGA 

onto the BATS technology platform, and 

align certain system functionality and 

rules, retaining only intended 

differences between the BGM Affiliated 

Exchanges. As a result of these efforts, 

the Exchange proposes to make several 

non-substantive amendments and 

clarifications to its Fee Schedule as part 

of its migration onto the BATS 

technology platform. The Exchange 

notes that none of these changes 

substantively amend any fee or rebate, 

nor do they alter the manner in which 

the Exchange assesses fees or calculates 

rebates. Specifically, the Exchange is 

proposing the following: 

• To eliminate the lead-in text that 

reads, ‘‘Download in pdf format. Rebates 

& Charges for Adding, Removing or 

Routing Liquidity per share for Tape A, 

B, & C securities 1’’ and replace it with 

the heading, ‘‘Transaction Fees.’’ 

• Replace references to the term 

‘‘liquidity flag’’ or ‘‘flag’’ with the term 

‘‘fee code’’ throughout the Fee 

Schedule. 

• Amend the bullets under the 

renamed section, Transactions to: (i) 

Clarify that the rates apply to a 

Member’s transactions by adding the 

term ‘‘transactions’’; and (ii) add a 

statement to clarify that, unless 

otherwise noted, all routing fees and 

rebates are for removing liquidity from 

the destination venue. 

• Rename the section entitled, 

‘‘Liquidity Flags’’ as ‘‘Fee Codes and 

Associated Fees.’’ The Exchange also 

proposes to: (i) Clarify under this 

section which fee codes apply to 

removing or adding liquidity on EDGA; 

(ii) amend certain terminology to ensure 

consistent phrasing and to align with 

similar language included in the BATS 

fee schedules; and (iii) amend: (a) Fee 

code O to clarify that it applies to orders 

routed to the listing market opening or 

re-opening cross; (b) fee codes T, and Z 

to clarify that the order must be routed 

to a non-exchange destination; 7 (c) fee 

code R to clarify that the order is rerouted by the New York Stock 

Exchange, Inc. (‘‘NYSE’’); 8 (d) amend 

fee code RP to reflect a change to the 

name of the Route Peg order to the 

Supplemental Peg order; 9 and (e) fee 

codes BY, RR, and SW to reflect the 

routing strategies that are to be added or 

removed upon migration of the 

Exchange onto BATS technology.10

• Amend the definitions of Average 

Daily Volume (‘‘ADV’’) and Total 

Consolidated Volume (‘‘TCV’’) to be 

substantially similar to the definitions 

for these terms in the BATS fee 

schedules. The only differences in the 

definitions are that the Exchange 

includes routed volume in its 

calculation of ADV and will exclude 

from its calculation of ADV and TCV 

shares added, removed, or routed on 

each trading day from January 12, 2015 

up to and including January 16, 2015.11

• Amend the section entitled General 

Notes to mirror a similar section within 

the BATS fee schedules by: (i) Deleting 

the first three bullets regarding added 

flags, removal flags, and routed flags 

because, it is redundant as the 

description of each fee code indicates 

whether is it for added, removed or 

routed orders; (ii) adding a bullet stating 

that rebates and charges for adding, 

removing or routing liquidity are listed 

as per share rebates and charges; and 

(iii) making certain non-substantive 

changes to the current fifth bullet. 

• Amend footnotes 1, 2, and 3 to 

amend the description of the each tier’s 

criteria to align with similar description 

in the BATS fee schedules. 

• Amend footnote 4 entitled Add 

Volume Tiers to amend the description 

of the each tier’s criteria to align with 

similar description in the BATS fee 

schedules. The Exchange also proposes 

to amend Step-Up Tiers 1 and 2 to 

clarify that a Member’s added ADV 

must be more than the Member’s added 

ADV as a percentage of TCV during the 

month indicated in the tier. The 

Exchange also proposes to amend StepUp Tier 2 to correctly refer to [sic] 

second requirement of the tier’s criteria 

as a percentage and not a ratio as this 

portion of the criteria is incorrectly 

categorized as a ratio. 

• Amend footnotes 8 and 12 to reflect 

the routing strategies that are to be 

added or removed upon migration of the 

Exchange onto BATS technology.12

Implementation Date 

The Exchange proposes to implement 

these amendments to its Fee Schedule 

on January 16, 2015.13

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

the objectives of Section 6 of the Act,14

in general, and furthers the objectives of 

Section 6(b)(4),15 in particular, as it is 

designed to provide for the equitable 

allocation of reasonable dues, fees and 

other charges among its Members and 

other persons using its facilities. The 

Exchange also 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. The Exchange believes 

that the proposed rates are equitable and 


rljohnson on DSK3VPTVN1PROD with NOTICES
5858 Federal Register / Vol. 80, No. 22 / Tuesday, February 3, 2015 / Notices 

16 15 U.S.C. 78s(b)(3)(A). 

17 17 CFR 240.19b–4(f). 

18 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

non-discriminatory in that they apply 

uniformly to all Members. 

The Exchange believes that the nonsubstantive clarifying changes to its Fee 

Schedule are reasonable because they 

are designed to provide greater 

transparency to Members with regard to 

how the Exchange assesses fees and 

provides rebates. The Exchange notes 

that none of the proposed nonsubstantive clarifying changes are 

designed to amend any fee or rebate, nor 

alter the manner in which it assesses 

fees or calculates rebates. In particular, 

the proposed amendments to Step-Up 

Tiers 1 and 2 are reasonable and 

equitable because they conform to 

existing practice and do not modify the 

fees that the Exchange charges its 

Members that satisfy the tier’s criteria. 

The Exchange has historically in 

practice and will continue to require a 

Member’s added ADV be more than the 

Member’s added ADV as a percentage of 

TCV during the month indicated in the 

tier when determining the Member 

satisfied the tier’s criteria. The Exchange 

believes that Members would benefit 

from clear guidance in its Fee Schedule 

that describes the manner in which the 

Exchange would assess fees and 

calculate rebates. The proposed rule 

change is also designed, in part, to align 

terminology and definitions with that 

included in the current BATS fee 

schedules in order to use consistent fee 

schedules across the BGM Affiliated 

Exchanges. These changes to the Fee 

Schedule are intended to provide 

greater harmonization between 

Exchange, BYX, and BZX fee schedules 

and make the Fee Schedule clearer and 

less confusing for investors, thereby 

eliminating potential investor 

confusion. As such, the proposed rule 

change would remove impediments to 

and perfect the mechanism of a free and 

open market and a national market 

system, and, in general, protect 

investors and the public interest. 

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 Exchange reiterates that the 

proposed rule change is being proposed 

in the context of the technology 

integration of the BGM Affiliated 

Exchanges and that the changes are 

entirely non-substantive. The proposed 

changes are not designed to have any 

impact on competition. Rather, they are 

intended to provide greater 

harmonization between Exchange, BYX, 

and BZX fee schedules and make the 

Fee Schedule clearer and less confusing 

for investors. As stated above, the 

Exchange notes that it operates in a 

highly competitive market in which 

market participants can readily direct 

order flow to competing venues if the 

deem fee structures to be unreasonable 

or excessive. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

The Exchange has not solicited, and 

does not intend to solicit, comments on 

this proposed rule change. The 

Exchange has not received any 

unsolicited written comments from 

Members or other interested parties. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change has become 

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

of the Act 16 and paragraph (f) of Rule 

19b–4 thereunder.17 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. 

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– 

EDGA–2015–04 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–EDGA–2015–04. 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 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–EDGA– 

2015–04, and should be submitted on or 

before February 24, 2015. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.18

Jill M. Peterson, 

Assistant Secretary. 

[FR Doc. 2015–02016 Filed 2–2–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–74164; File No. SR–BYX– 

2015–04] 

Self-Regulatory Organizations; BATS 

Y-Exchange, Inc.; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Amend Chapter IX of 

Its Rulebook To Incorporate Certain 

Rules of NASDAQ and FINRA Relating 

to Arbitration and Mediation 

January 28, 2015. 

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 January 

14, 2015, BATS Y-Exchange, Inc. (the 

‘‘Exchange’’ or ‘‘BYX’’) filed with the 

Securities and Exchange Commission 

(‘‘Commission’’) the proposed rule 

change as described in Items I and II 

below, which Items have been 

substantially prepared by the Exchange. 


rljohnson on DSK3VPTVN1PROD with NOTICES