13656 Federal Register / Vol. 80, No. 50 / Monday, March 16, 2015 / Notices 

24 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). 

6See Rule 11.8(d) for a description of MidPoint 

Match Orders. 

7See Rule 11.6(l)(1)(B) for a description of the 

Hide Not Slide instruction. 

8See Rule 11.6(e)(2) for a description of the NonDisplayed instruction. 

9See Rule 11.6(n)(4) for a description of the Post 

Only instruction. 

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–EDGX– 

2015–13, and should be submitted on or 

before April 6, 2015. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.24

Brent J. Fields, 

Secretary. 

[FR Doc. 2015–05860 Filed 3–13–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–74463; File No. SR–EDGX– 

2015–12] 

Self-Regulatory Organizations; EDGX 

Exchange, Inc.; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change Related to Fees for Use 

of EDGX Exchange, Inc. 

March 10, 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 February 

26, 2015, EDGX Exchange, Inc. (the 

‘‘Exchange’’ or ‘‘EDGX’’) 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 

EDGX Rule 15.1(a) and (c) (‘‘Fee 

Schedule’’) related to the fees charged 

and rebates provided for executions 

occurring at the midpoint of the 

National Best Bid or Offer (‘‘NBBO’’) by: 

(i) Amending the descriptions of fee 

codes MM and MT; and (ii) adopting 

new fee code AM. 

The text of the proposed rule change 

is available at the Exchange’s Web site 

at www.batstrading.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 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 

The Exchange proposes to amend its 

Fee Schedule related to the fees charged 

and rebates provided for executions 

occurring at the midpoint of the NBBO 

by: (i) Amending the descriptions of fee 

codes MM and MT; and (ii) adopting 

new fee code AM. 

Fee Code MM 

Fee code MM is applied to orders that 

add liquidity at the midpoint of the 

NBBO using: (i) A MidPoint Match 

Order; 6 (ii) an order with a Hide Not 

Slide instruction; 7 or (iii) an order with 

a Non-Displayed instruction.8 Orders 

yielding fee code MM are charged a fee 

of $0.0012 per share in securities priced 

at $1.00 or above and receive a rebate 

of $0.00003 per share in securities 

priced below $1.00. The Exchange 

proposes to reformat the description of 

fee code MM using numbers (1) through 

(3) to better delineate each transaction 

to which the fee code is applied. 

Pursuant to footnote 11 of the Fee 

Schedule, an order with a NonDisplayed instruction will receive fee 

code MM where it executes against an 

order that receives fee code MT, as 

discussed below. The Exchange 

proposes to amend footnote 11 to 

specifically state that an order with a 

Non-Displayed instruction that adds 

liquidity at the midpoint of the NBBO 

will only receive fee code MM where it 

receives price improvement relative to 

its limit price (in contrast to an order 

receiving fee code AM, as proposed 

below). Footnote 11 also currently lists 

the three types of orders against which 

an order with a Non-Displayed 

instruction will execute that results in 

fee code MM for such order, including 

orders with a Hide Not Slide instruction 

(as well as MidPoint Match Orders and 

orders with a Non-Displayed and Post 

Only instruction). The Exchange 

proposes to specify in footnote 11 that 

an order with a Non-Displayed 

instruction executing against an order 

with a Hide Not Slide instruction will 

receive fee code MM if the order with 

a Hide Not Slide instruction receives fee 

code MT because it also contains a Post 

Only instruction 9 and the difference 

between the NBB and NBO is $0.01. The 

applicability of fee code MT to such 

orders with a Hide Not Slide instruction 

is described in further detail below and 

in proposed footnote 13. As described 

below, the Exchange proposes an update 

to footnote 3, which relates to a volume 

tier for orders that receive fee code MM, 

and to append footnote 3 to fee code 

MM, as this is the fee code to which the 

footnote pertains. 

Neither the proposed changes to fee 

code MM nor the proposed changes to 

footnotes 3 and 11 are intended to 

amend the amount of the fees charged, 

the amount of the rebate provided or the 

transactions to which fee code MM is 

applied. The proposed changes are 

intended to clearly delineate the 

transactions to which fee code MM may 

be applied when adding liquidity at the 

midpoint of the NBBO. 

Fee Code MT 

Fee code MT is applied to orders that 

remove liquidity at the midpoint of the 

NBBO using: (i) A MidPoint Match 

Order; (ii) an order with a Hide Not 

Slide instruction; or (iii) an order with 

a Non-Displayed and Post Only 


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10See Rule 1.5(d) for the definition of the EDGX 

Book. 

11The Exchange notes that a recently approved 

proposal to amend Exchange rules provided 

information regarding the execution of an order 

with a Hide Not Slide instruction and a Post Only 

instruction at the midpoint of the NBBO. See 

Securities Exchange Act Release No. 72676 (July 25, 

2014), 79 FR 44520, 44535 (July 31, 2014) 

(‘‘Proposing Release’’), ‘‘Operation of Limit Orders 

with Displayed and Post Only Instructions,’’ 

Example Number 1, Scenario Number 2. See also, 

Securities Exchange Act Release No. 73468 (October 

29, 2014), 79 FR 65450 (November 4, 2014) (SR– 

EDGX–2014–18) (‘‘Approval Order’’). The Exchange 

believes, however, that readers of the Exchange’s 

fee schedule could benefit from additional detail 

with respect to this behavior. 

12See Rule 11.6(d) for a description of the 

Discretionary Range instruction. 13Currently, such orders may receive an 

increased rebate where the Member qualifies for the 

Exchange’s tier-based pricing structure. Orders 

yielding fee code AM will continue to count 

towards a Member’s monthly ADV to determine 

whether that Member qualifies for an increased 

rebate or lower fee. 

instruction. Orders yielding fee code 

MT are charged a fee of $0.0012 per 

share in securities priced at $1.00 or 

above and 0.30% of the trade’s dollar 

value in securities priced below $1.00. 

The Exchange proposes to reformat the 

description of fee code MT using 

numbers (1) through (3) to better 

delineate each type of transaction to 

which the fee code is applied. The 

Exchange also proposes to specify 

within the description of fee code MT 

that an order with a Non-Displayed and 

Post Only instruction that removes 

liquidity at the midpoint of the NBBO 

will receive fee code MT if such order 

receives price improvement relative to 

its limit price. As background for this 

change, an order with a Post Only 

instruction typically does not remove 

liquidity. However, pursuant to Rule 

11.6(n)(4), an order with a Post Only 

instruction will remove contra-side 

liquidity from the EDGX Book 10 under 

specific circumstances, including if the 

value of such execution when removing 

liquidity equals or exceeds the value of 

such execution if the order instead 

posted to the EDGX Book and 

subsequently provided liquidity, 

including the applicable fees charged or 

rebates provided. Thus, to the extent an 

order with a Non-Displayed and Post 

Only instruction would not receive 

price improvement at the midpoint of 

the NBBO relative to its limit price then 

it will not remove liquidity on entry 

based on the Post Only instruction on 

such order. Accordingly, the additional 

language proposed for fee code MT is 

intended to avoid potential confusion 

that all orders with a Non-Displayed 

and Post Only instruction will remove 

liquidity and receive such fee code. 

The Exchange also proposes to 

append footnote 13 to fee code MT. 

Proposed footnote 13 would further 

explain when an order with a Hide Not 

Slide instruction would remove 

liquidity at the midpoint of the NBBO 

and receive fee code MT. Specifically, 

as proposed, an order with a Hide Not 

Slide instruction that removes liquidity 

at the midpoint of the NBBO will 

receive fee code MT if such order also 

contains a Post Only instruction and the 

difference between the NBB and NBO is 

$0.01. As described in further detail 

below, by charging a lower fee of 

$0.0012 per share for an order with a 

Hide Not Slide and Post Only 

instruction, the Exchange facilitates an 

execution pursuant to its rule applicable 

to orders with a Post Only instruction 

(i.e., such orders will execute despite 

their Post Only instruction if 

economically in the best interest of the 

Member, as described above).11 If, 

instead, the Exchange assigned its 

standard fees in such a situation, an 

order with a Hide Not Slide and Post 

Only instruction would instead be 

posted to the EDGX Book because the 

price improvement associated with a 

midpoint execution when the spread of 

the NBBO is $0.01 would not be 

sufficient to result in an execution. The 

Exchange also proposes to state in 

footnote 13 that it will charge the 

standard fee to remove liquidity to any 

order with a Hide Not Slide instruction 

that does not contain a Post Only 

instruction and to any order with a Hide 

Not Slide and Post Only instruction that 

removes liquidity at the midpoint of the 

NBBO when the difference between the 

NBB and NBO is larger than $0.01. 

Neither the proposed changes to fee 

code MT nor the addition of footnote 12 

are intended to amend the amount of 

the fees charged or the transactions to 

which fee code MT is applied. These 

changes are intended to clearly 

delineate the transactions to which fee 

code MT may be applied when 

removing liquidity at the midpoint of 

the NBBO. 

Fee Code AM 

The Exchange proposes to adopt new 

fee code AM, which would be applied 

to certain orders that add liquidity at the 

midpoint of the NBBO using: (i) An 

order with a Non-Displayed instruction; 

or (ii) an order with a Discretionary 

Range instruction.12 Under the 

Exchange’s fee structure, executions of 

orders with a Non-Displayed instruction 

that add liquidity and to which fee code 

MM does not apply receive fee code HA 

and a rebate of $0.0015 per share. 

Further, orders with a Discretionary 

Range instruction receive either a rebate 

of $0.0020 per share if such orders 

include a Displayed instruction or a 

rebate of $0.0015 per share if such 

orders include a Non-Displayed 

instruction.13 As proposed, rather than 

receiving a rebate of $0.0015 or $0.0020 

per share when executing against 

incoming MidPoint Match Orders, such 

orders will yield fee code AM as 

described above and will not be charged 

a fee nor provided any rebate. The 

proposed pricing for fee code AM is 

applicable to both securities priced at 

$1.00 or above and securities priced 

below $1.00. 

The Exchange also proposes to adopt 

footnote 12 to add additional detail 

regarding the situations in which an 

order with a Non-Displayed instruction 

that adds liquidity at the midpoint of 

the NBBO will receive fee code AM 

(rather than fee code MM). As proposed, 

an order that adds liquidity at the 

midpoint of the NBBO using an order 

with a Non-Displayed instruction will 

receive fee code AM if it receives no 

price improvement relative to its limit 

price and executes against the following 

orders that receive fee code MT: A 

MidPoint Match order and an order 

with a Non-Displayed and Post Only 

instruction. As explained in further 

detail below, the Exchange proposes to 

adopt footnote 12 to specifically 

differentiate between an order with a 

Non-Displayed instruction that receives 

price improvement relative to its limit 

price, which will receive fee code MM 

and pay a fee of $0.0012 per share in 

such circumstances, and an order with 

a Non-Displayed instruction that 

receives no price improvement relative 

to its limit price, which will receive fee 

code AM and neither pay a fee nor 

receive a rebate. A Member that submits 

an order with a Non-Displayed 

instruction that is resting on the 

Exchange likely anticipates to receive an 

execution with fee code HA, and thus, 

a rebate of $0.0015 per share; however, 

the Exchange believes that assigning fee 

code MM and charging a fee when an 

execution occurs at a price better than 

an order’s limit price is reasonable 

because it recognizes the value 

associated with the price improvement 

received by the Non-Displayed order as 

compared to the limit price of the order. 

In contrast, when a Member expects a 

rebate and receives no price 

improvement, the Exchange believes it 

is reasonable to provide an execution 

free of charge in order to facilitate an 

execution at the midpoint of the NBBO. 

Similarly, as proposed, an order with 

a Discretionary Range instruction will 

receive fee code AM where it adds 

liquidity at the midpoint of the NBBO 

and executes against a MidPoint Match 


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14See Rule 11.6(n)(3) for a description of the 

Book Only instruction. 

15As set forth in Rule 11.6(l)(3), an order with a 

Non-Displayed instruction that is priced better than 

the midpoint of the NBBO is ranked at the midpoint 

of the NBBO with discretion to execute at its limit 

price. Thus, an order to buy at $10.06 with a NonDisplayed instruction would be re-priced to $10.05 

with discretion to its limit price of $10.06. In turn, 

when the later arriving MidPoint Match Order 

arrives the execution would occur at $10.05, thus 

resulting in an execution $0.01 better than the limit 

price of the order with the Non-Displayed 

instruction. 

16 15 U.S.C. 78f. 

17 15 U.S.C. 78f(b)(4). 

18 15 U.S.C. 78f. 

19 15 U.S.C. 78f(b)(4). 

order. The Exchange believes it is 

reasonable to apply fee code AM to an 

order with a Discretionary Range 

instruction for reasons similar to those 

described above. Although a Member 

representing an order with a 

Discretionary Range instruction on the 

Exchange is likely expecting to receive 

a rebate for such execution, if the 

Member receives a midpoint execution 

against a MidPoint Match Order and 

receives fee code AM, such Member is 

at least receiving price improvement as 

compared to the NBB or NBO, as 

applicable. 

In addition to the changes described 

above, the Exchange proposes to modify 

footnote 3 to add fee code AM to the list 

of orders that contribute to the tier 

calculation specified in such footnote. 

Footnote 3 describes the MidPoint 

Match Volume Tier, which results in 

executions without charge or rebate for 

any Member that adds liquidity yielding 

fee code MM if such Member adds or 

removed a combined ADV of 2,500,000 

shares resulting from various fee codes 

related to midpoint executions, 

including AA, MM or MT. The 

Exchange proposes to add fee code AM 

to this list, as executions receiving fee 

code AM will also be midpoint 

executions. 

The below examples illustrate when 

fee codes AM and MM would be 

applied to executions of specified orders 

at the midpoint of the NBBO. 

Example—An Order With a NonDisplayed Instruction Adds Liquidity 

Assume the NBBO is $10.00 by 

$10.10, resulting in a midpoint of the 

NBBO of $10.05. Assume the Exchange 

receives an order with a Non-Displayed 

and Book Only instruction 14 to buy 100 

shares at $10.05 per share and that there 

is no available contra-side liquidity on 

the EDGX Book. The order to buy is 

posted to the EDGX Book non-displayed 

at $10.05, the midpoint of the NBBO. 

An incoming MidPoint Match Order to 

sell is entered and executes against the 

resting order to buy at $10.05, the 

midpoint of the NBBO. The order to buy 

with a Non-Displayed and Book Only 

instruction will receive fee code AM 

and will not be charged a fee because it 

added liquidity at the midpoint of the 

NBBO against an incoming Midpoint 

Match Order and did not receive price 

improvement relative to its limit price. 

The incoming MidPoint Match Order to 

sell will receive fee code MT and will 

be charged $0.0012 per share based on 

the Exchange’s pre-existing pricing 

structure. The result would be the same 

if the incoming order was not a 

MidPoint Match Order but was instead 

an order with a Non-Displayed and Post 

Only instruction that removed liquidity 

on entry (i.e., priced at $10.04 or better, 

thus removing liquidity based on the 

economic best interest discussion 

above). 

If, in the example above, the original 

order posted to the EDGX Book was an 

order with a Non-Displayed and Book 

Only instruction to buy 100 shares at 

$10.06 per share, then the example 

above would still be accurate except 

that such order would receive fee code 

MM and would be charged a fee of 

$0.0012 per share because the order 

receives price improvement relative to 

its limit price when executed.15

Example—An Order With a 

Discretionary Range Instruction Yields 

Fee Code AM 

Assume again that the NBBO is 

$10.00 by $10.10, resulting in a 

midpoint of the NBBO of $10.05. 

Assume the Exchange receives an order 

with a Displayed and Book Only 

instruction to buy 100 shares of a 

security at $10.00 per share and that 

such order also contains a Discretionary 

Range instruction to pay up to an 

additional $0.05 per share. Further 

assume that there is no available contraside liquidity on the EDGX Book. The 

order to buy is posted to the EDGX Book 

at $10.00 with discretion to pay up to 

$10.05. An incoming MidPoint Match 

Order to sell is entered and executes 

against the resting order with a 

Discretionary Range instruction to buy 

at $10.05, the midpoint of the NBBO. 

The order to buy with a Discretionary 

Range instruction will receive fee code 

AM and will not be charged a fee 

because it added liquidity at the 

midpoint of the NBBO against an 

incoming Midpoint Match Order. The 

incoming MidPoint Match Order will 

receive fee code MT and be charged 

$0.0012 per share based on the 

Exchange’s pre-existing pricing 

structure. 

Implementation Date 

The Exchange proposes to implement 

these amendments to its Fee Schedule 

on March 2, 2015. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

the objectives of section 6 of the Act,16

in general, and furthers the objectives of 

section 6(b)(4),17 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 

non-discriminatory in that they apply 

uniformly to all Members. 

The Exchange believes the proposed 

amendments to fee codes MM and MT 

are reasonable and equitable and not 

unfairly discriminatory because they 

provide additional specificity regarding 

the fees charged for executions 

occurring at the midpoint of the NBBO. 

The Exchange notes that the proposed 

changes to fee codes MM, MT, and the 

related footnotes do not amend the 

amount of the fees charged or rebate 

provided. Nor do the proposed changes 

to fee code MM, MT, or the related 

footnotes amend the transactions to 

which they may be applied. These 

changes are intended to amend the 

description of fee codes MM and MT to 

clearly delineate the transactions to 

which such fee codes are applied when 

adding liquidity and removing liquidity 

at the midpoint of the NBBO. Included 

within these changes are the changes to 

footnotes 11 and 13 that specify when 

an order with a Hide Not Slide 

instruction will receive fee code MT 

(i.e., when also designated with a Post 

Only instruction and the difference 

between the NBB and NBO is $0.01). 

The Exchange believes that this pricing 

model is reasonable and equitable 

because it helps to facilitate executions 

at the midpoint of the NBBO that would 

not otherwise occur based on the Post 

Only instruction of such orders. Based 

on the foregoing, the proposed rule 

changes 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. 

The Exchange also believes the 

proposed new fee code AM is consistent 

with the objectives of section 6 of the 

Act,18 in general, and furthers the 

objectives of section 6(b)(4),19 in 


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20 15 U.S.C. 78s(b)(3)(A). 

21 17 CFR 240.19b–4(f). 

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 because it will enable the 

Exchange to realign its pricing structure 

for such executions with its costs for 

providing such executions while 

continuing to enable the Exchange to 

offer competitive, incentive based 

pricing for executions occurring at the 

midpoint of the NBBO. The Exchange 

believes that all Members utilizing 

orders that are eligible for an execution 

at the midpoint receive a form of price 

improvement even when such price 

improvement is not measured against 

their limit price. Specifically, a 

midpoint execution is by definition a 

better price than executing at the NBB 

for an order to sell or NBO for an order 

to buy. Therefore, the Exchange believes 

it is reasonable and equitable to provide 

a free transaction (i.e., no fee or rebate) 

for those executions at the midpoint of 

the NBBO that yield fee code AM. The 

Exchange also believes that the 

proposed pricing for fee code AM is not 

unfairly discriminatory because it is 

tailored to balance competing interests 

of the Member that submitted the order 

to add liquidity (and likely expects a 

rebate) against the fact that such 

Member receives a midpoint execution, 

which is typically an execution that is 

charged a fee pursuant to the Exchange’s 

fee structure based on the value of such 

execution when compared to the NBB or 

NBO. 

The Exchange’s fee structure is 

intended to reasonably and equitably 

allocate fees amongst Members that 

receive executions at the midpoint of 

the NBBO under various scenarios. For 

example, an order with a Non-Displayed 

instruction that adds liquidity at the 

midpoint of the NBBO that executes 

against an incoming MidPoint Match 

Order and receives price improvement 

relative to its limit price will receive fee 

code MM and pay a fee of $0.0012 per 

share. While such order has added 

liquidity, and thus the User that sent the 

order would typically expect a rebate, 

the Exchange believes that it is 

reasonable and equitable to impose a 

modest fee for such execution based on 

the price improvement received as 

compared to the order’s limit price. In 

contrast, as proposed, that same order 

with a Non-Displayed instruction that 

similarly adds liquidity at the midpoint 

of the NBBO but receives no price 

improvement will yield fee code AM. 

Because such order has not received 

price improvement over its limit price 

but has received an execution between 

the NBB and NBO, the Exchange 

believes it is reasonable and equitable 

not to assess a fee nor to pay a rebate. 

The Exchange further believes it is 

reasonable and equitable not to provide 

a rebate in such a circumstance because 

of the midpoint execution received on 

such order—while not price 

improvement from an order’s limit 

price, a midpoint execution is still price 

improvement as compared to the NBB 

or NBO, as applicable. The Exchange 

believes that the proposed pricing 

structure is reasonable and equitable 

because whether the order with a NonDisplayed instruction pays a fee or not 

in such circumstances is dependent on 

the order receiving price improvement. 

In addition, it is also reasonable and 

equitable to provide an order with a 

Discretionary Range instruction that 

adds liquidity at the midpoint of the 

NBBO against an incoming MidPoint 

Match Order with an execution at no 

charge because, as stated above, it will 

enable the Exchange to realign its fees 

and rebates for such executions while 

continuing to enable the Exchange to 

provide low cost midpoint executions 

for such orders. Lastly, the Exchange 

also believes that the proposed fee 

structure for fee code AM, MM and MT 

is not unfairly discriminatory because it 

applies uniformly to all Members and 

because all applicable order types and 

order instructions are equally available 

to all Members. 

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 believes that proposed 

amendments to fee codes MM and MT 

would not result in any burden on 

competition because they are not 

designed to have a competitive impact. 

Rather, such changes are proposed to 

provide additional specificity regarding 

the fees charged for executions 

occurring at the midpoint of the NBBO. 

The Exchange further believes that 

proposed fee code AM would increase 

intermarket competition because it 

would lead to more competition for 

orders that seek liquidity at the 

midpoint of the NBBO by continuing to 

allow the Exchange to offer competitive, 

incentive based pricing for midpoint 

executions. The Exchange believes that 

proposed fee code AM would neither 

increase nor decrease intramarket 

competition because it would to apply 

uniformly to all Members. 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 20 and paragraph (f) of Rule 

19b–4 thereunder.21 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–2015–12 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–EDGX–2015–12. 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 


Rmajette on DSK2VPTVN1PROD with NOTICES
13660 Federal Register / Vol. 80, No. 50 / Monday, March 16, 2015 / Notices 

22 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. 73736 

(December 4, 2014), 79 FR 73354 (‘‘Notice’’). 

4See Securities Exchange Act Release No. 74126 

(January 23, 2015), 80 FR 4953 (January 29, 2015). 

5 15 U.S.C. 78s(b)(2)(B). 

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 

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. 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–EDGX– 

2015–12, and should be submitted on or 

before April 6, 2015. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.22

Brent J. Fields, 

Secretary. 

[FR Doc. 2015–05859 Filed 3–13–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Submission for OMB Review; 

Comment Request 

Upon Written Request, Copies Available 

From: Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE., Washington, DC 

20549–2736. 

Extension: Rule 17a–5(c). 

SEC File No. 270–199, OMB Control No. 

3235–0199. 

Notice is hereby given that pursuant 

to the Paperwork Reduction Act of 1995 

(‘‘PRA’’) (44 U.S.C. 3501 et seq.), the 

Securities and Exchange Commission 

(‘‘Commission’’) has submitted to the 

Office of Management and Budget 

(‘‘OMB’’) a request for approval of 

extension of the previously approved 

collection of information provided for in 

Rule 17a–5(c), (17 CFR 240.17a–5(c)), 

under the Securities Exchange Act of 

1934 (15 U.S.C. 78a et seq.). 

Rule 17a–5(c) generally requires 

broker-dealers who carry customer 

accounts to provide statements of the 

broker-dealer’s financial condition to 

their customers. Paragraph (5) of Rule 

17a–5(c) provides a conditional 

exemption from this requirement. A 

broker-dealer that elects to take 

advantage of the exemption must 

publish its statements on its Web site in 

a prescribed manner, and must maintain 

a toll-free number that customers can 

call to request a copy of the statements. 

The purpose of the Rule is to ensure 

that customers of broker-dealers are 

provided with information concerning 

the financial condition of the firm that 

may be holding the customers’ cash and 

securities. The Commission, when 

adopting the Rule in 1972, stated that 

the goal was to ‘‘directly’’ send a 

customer essential information so that 

the customer could ‘‘judge whether his 

broker or dealer is financially sound.’’ 

The Commission adopted the Rule in 

response to the failure of several brokerdealers holding customer funds and 

securities in the period between 1968 

and 1971. 

The Commission estimates that 

approximately 213 broker-dealer 

respondents carrying approximately 115 

million public customer accounts incur 

an average burden of 142,424 hours per 

year to comply with the Rule. 

An agency may not conduct or 

sponsor, and a person is not required to 

respond to, a collection of information 

under the PRA unless it displays a 

currently valid OMB control number. 

The public may view background 

documentation for this information 

collection at the following Web site: 

www.reginfo.gov. Comments should be 

directed to: (i) Desk Officer for the 

Securities and Exchange Commission, 

Office of Information and Regulatory 

Affairs, Office of Management and 

Budget, Room 10102, New Executive 

Office Building, Washington, DC 20503, 

or by sending an email to: Shagufta_

Ahmed@omb.eop.gov; and (ii) Pamela 

Dyson, Director/Chief Information 

Officer, Securities and Exchange 

Commission, c/o Remi Pavlik-Simon, 

100 F Street NE., Washington, DC 

20549, or by sending an email to: PRA_

Mailbox@sec.gov. Comments must be 

submitted to OMB within 30 days of 

this notice. 

Dated: March 10, 2015. 

Brent J. Fields, 

Secretary. 

[FR Doc. 2015–05984 Filed 3–13–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–74465; File No. SR–ISE– 

2014–24] 

Self-Regulatory Organizations; 

International Securities Exchange, 

LLC; Order Instituting Proceedings To 

Determine Whether To Approve or 

Disapprove a Proposed Rule Change 

To Modify ISE’s Opening Process 

March 10, 2015. 

I. Introduction 

On November 19, 2014, the 

International Securities Exchange, LLC 

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

the Securities and Exchange 

Commission (the ‘‘Commission’’), 

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

Securities Exchange Act of 1934 (the 

‘‘Act’’),1 and Rule 19b–4 thereunder,2 a 

proposed rule change to modify the 

opening process of the Exchange. The 

proposed rule change was published for 

comment in the Federal Register on 

December 10, 2014.3 On January 23, 

2015, the Commission extended the 

time 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, to 

March 10, 2015.4 The Commission 

received no comment letters on the 

proposed rule change. This order 

institutes proceedings under Section 

19(b)(2)(B) of the Act 5 to determine 

whether to approve or disapprove the 

proposed rule change. 

II. Description of the Proposal 

The Exchange proposes to (1) clarify 

and codify existing functionality within 

the trading system regarding the 

procedures for initiation of the opening 

process, and (2) modify the manner in 

which the Exchange’s trading system 

opens trading at the beginning of the 

day and after trading halts. 

According to the Exchange, the 

proposed rule change would codify 

certain existing functionality within the 

trading system that was not previously 

described in the Exchange’s rule and 

would provide new procedures for 

initiation of the opening rotation at the 

Exchange’s opening and reopening after 

a trading halt. A more detailed 


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