Federal Register / Vol. 80, No. 63 / Thursday, April 2, 2015 / Notices 17797 

to procedures designed to prevent the use and 

dissemination of material non-public information 

regarding such portfolio. See Notice, supra note 3, 

80 FR at 9300. 

23 17 CFR 240.10A–3. 

24 17 CFR 200.30–3(a)(57). 

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). 

The Exchange deems the Shares to be 

equity securities, thus rendering trading 

in the Shares subject to the Exchange’s 

existing rules governing the trading of 

equity securities. Additionally, in 

support of its proposal, the Exchange 

has made the following representations: 

(1) The Shares will conform to the 

initial and continued listing criteria 

under NYSE Arca Equities Rule 8.600. 

(2) The Exchange has appropriate 

rules to facilitate transactions in the 

Shares during all trading sessions. 

(3) The Exchange has in place 

surveillance procedures that are 

adequate to properly monitor trading in 

the Shares in all trading sessions and to 

deter and detect violations of Exchange 

rules and applicable federal securities 

laws. 

(4) Financial Industry Regulatory 

Authority (‘‘FINRA’’), on behalf of the 

Exchange, will communicate as needed 

regarding trading in the Shares and 

underlying exchange-traded equity 

securities with other markets and other 

entities that are members of the ISG, and 

FINRA, on behalf of the Exchange, may 

obtain trading information regarding 

trading in the Shares, underlying 

exchange-traded equity securities, from 

such markets and other entities. 

(5) Prior to the commencement of 

trading, the Exchange will inform its 

Equity Trading Permit Holders in an 

Information Bulletin (‘‘Bulletin’’) of the 

special characteristics and risks 

associated with trading the Shares. 

Specifically, the Bulletin will discuss 

the following: (1) The procedures for 

purchases and redemptions of Shares in 

Creation Unit aggregations (and that 

Shares are not individually redeemable); 

(2) NYSE Arca Equities Rule 9.2(a), 

which imposes a duty of due diligence 

on its Equity Trading Permit Holders to 

learn the essential facts relating to every 

customer prior to trading the Shares; (3) 

the risks involved in trading the Shares 

during the Opening and Late Trading 

Sessions when an updated Portfolio 

Indicative Value will not be calculated 

or publicly disseminated; (4) how 

information regarding the Portfolio 

Indicative Value is disseminated; (5) the 

requirement that Equity Trading Permit 

Holders deliver a prospectus to 

investors purchasing newly issued 

Shares prior to or concurrently with the 

confirmation of a transaction; and (6) 

trading information. 

(6) The Exchange represents that, for 

initial and continued listing, the Fund 

will be in compliance with Rule 10A– 

3 23 under the Act, as provided by NYSE 

Arca Equities Rule 5.3. 

(7) The Fund may hold up to an 

aggregate amount of 15% of its net 

assets (calculated at the time of 

investment) in assets deemed illiquid by 

the Adviser, consistent with 

Commission guidance. 

(8) A minimum of 100,000 Shares of 

each Fund will be outstanding at the 

commencement of trading on the 

Exchange. 

(9) Not more than 10% of the net 

assets of the Fund in the aggregate 

invested in exchange-traded equity 

securities shall consist of equity 

securities whose principal market is not 

a member of the ISG or is a market with 

which the Exchange does not have a 

comprehensive surveillance sharing 

agreement. 

(10) The Fund will not invest in 

options, futures contracts or swaps 

agreements. 

(11) The Fund will not invest in 

leveraged or inverse leveraged (e.g., 2X, 

¥2X, 3X or ¥3X) ETFs. 

This approval order is based on all of 

the Exchange’s representations and 

description of the Funds. 

For the foregoing reasons, the 

Commission finds that the proposed 

rule change, as modified by Amendment 

No. 1, is consistent with Section 6(b)(5) 

of the Act and the rules and regulations 

thereunder applicable to a national 

securities exchange. 

III. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act, that the 

proposed rule change (SR–NYSEArca– 

2015–04), as modified by Amendment 

No. 1, be, and it hereby is, approved. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.24

Brent J. Fields, 

Secretary. 

[FR Doc. 2015–07517 Filed 4–1–15; 8:45 am] 

BILLING CODE CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–74600; File No. SR–EDGA– 

2015–14] 

Self-Regulatory Organizations; EDGA 

Exchange, Inc.; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Amend the Fees for 

the BATS One Market Data Product 

March 27, 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 March 17, 

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 and II 

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 the market data section of its fee 

schedule to: (i) Establish a Digital Media 

Enterprise Fee for the BATS One Feed; 

and (ii) make a non-substantive change 

to the description of the BATS One Feed 

Enterprise fee. 

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 


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5See Securities Exchange Act Release No. 73918 

(December 23, 2014), 79 FR 78920 (December 31, 

2014) (File Nos. SR–EDGX–2014–25; SR–EDGA– 

2014–25; SR–BATS–2014–055; SR–BYX–2014–030) 

(Notice of Amendments No. 2 and Order Granting 

Accelerated Approval to Proposed Rule Changes, as 

Modified by Amendments Nos. 1 and 2, to Establish 

a New Market Data Product called the BATS One 

Feed) (‘‘BATS One Approval Order’’). 

6See Securities Exchange Act Release Nos. 74282 

(February 17, 2015), 80 FR 9487 (February 23, 2015) 

(SR–EDGX–2015–09); 74283 (February 18, 2015), 80 

FR 9809 (February 24, 2015) (SR–EDGA–2015–09); 

74284 (February 18, 2015), 80 FR 9792 (February 

24, 2015) (SR–BYX–2015–09); and 74285 (February 

18, 2015), 80 FR 9828 (February 24, 2015) (SR– 

BATS–2015–11) (‘‘BATS One Fee Proposals’’). 

7EDGA’s affiliated exchanges are BATS 

Exchange, Inc. (‘‘BZX’’), BATS Y-Exchange, Inc. 

(‘‘BYX’’), and EDGX Exchange, Inc. (‘‘EDGX’’, 

together with EDGA, BZX, and BYX, the ‘‘BATS 

Exchanges’’). On January 31, 2014, Direct Edge 

Holdings LLC (‘‘DE Holdings’’), the former parent 

company of the Exchange and EDGX, completed its 

business combination with BATS Global Markets, 

Inc., the parent company of BZX and BYX. See 

Securities Exchange Act Release No. 71449 (January 

30, 2014), 79 FR 6961 (February 5, 2014) (SR– 

EDGX–2013–43, SR–EDGA–2014–34). Upon 

completion of the business combination, DE 

Holdings and BATS Global Markets, Inc. each 

became intermediate holding companies, held 

under a single new holding company. The new 

holding company, formerly named ‘‘BATS Global 

Markets Holdings, Inc.,’’ changed its name to 

‘‘BATS Global Markets, Inc.’’ 

8The Exchange understands that each of the 

BATS Exchanges will separately file substantially 

similar proposed rule changes with the Commission 

to implement fees for the BATS One Feed. 

9The Exchange assesses a monthly fee for 

Professional Users of $10.00 per User for receipt of 

the BATS One Summary Feed or $15.00 per User 

who elects to also receive the BATS One Premium 

Feed. Non-Professional Users are assessed a 

monthly fee of $0.25 per user for the BATS One 

Summary Feed or $0.50 per user for the BATS One 

Premium Feed. External Distributors must count 

every Professional User and Non-Professional User 

to which they provide BATS One Feed data. See 

BATS One Fee Proposals, supra note 6. 

10As defined in the Exchange’s fee schedule, an 

External Distributor of an Exchange Market Data 

product is a Distributor that receives the Exchange 

Market Data product and then distributes that data 

to a third party or one or more Users outside the 

Distributor’s own entity. 

11As defined in the Exchange’s fee schedule, a 

User of an Exchange Market Data product is a 

natural person, a proprietorship, corporation, 

partnership, or entity, or device (computer or other 

automated service), that is entitled to receive 

Exchange data. A Non-Professional User of an 

Exchange Market Data product is a natural person 

who is not: (i) Registered or qualified in any 

capacity with the Commission, the Commodity 

Futures Trading Commission, any state securities 

agency, any securities exchange or association, or 

any commodities or futures contract market or 

association; (ii) engaged as an ‘‘investment adviser’’ 

as that term is defined in Section 201(11) of the 

Investment Advisers Act of 1940 (whether or not 

registered or qualified under that Act); or (iii) 

employed by a bank or other organization exempt 

from registration under federal or state securities 

laws to perform functions that would require 

registration or qualification if such functions were 

performed for an organization not so exempt. A 

Professional User of an Exchange Market Data 

product is any User other than a Non-Professional 

User. 

12The Data Consolidation Fee is $1,000 per 

month and is designed to reflect the value of the 

aggregation and consolidation function the 

Exchange performs in creating the BATS One Feed. 

See BATS One Fee Proposals, supra note 6. 

13 15 U.S.C. 78f. 

14 15 U.S.C. 78f(b)(4). 

15 15 U.S.C. 78k–1. 

16See 17 CFR 242.603. 

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 the 

market data section of its fee schedule 

to: (i) Establish a Digital Media 

Enterprise Fee for the BATS One Feed; 

and (ii) make a non-substantive change 

to the description of the BATS One Feed 

Enterprise fee. 

The Commission recently approved a 

proposed rule change by the Exchange 

to establish a new market data product 

called the BATS One Feed 5 as well as 

published proposed rule changes to 

establish related fees.6 The BATS One 

Feed is a data feed that disseminates, on 

a real-time basis, the aggregate best bid 

and offer (‘‘BBO’’) of all displayed 

orders for securities traded on EDGA 

and its affiliated exchanges 7 and for 

which the BATS Exchanges report 

quotes under the Consolidated Tape 

Association (‘‘CTA’’) Plan or the 

Nasdaq/UTP Plan.8 The BATS One Feed 

also contains the individual last sale 

information for the BATS Exchanges 

(collectively with the aggregate BBO, the 

‘‘BATS One Summary Feed’’). In 

addition, the BATS One Feed contains 

optional functionality which enables 

recipients to receive aggregated twosided quotations from the BATS 

Exchanges for up to five (5) price levels 

(‘‘BATS One Premium Feed’’). 

BATS One Digital Media Enterprise Fee 

The Exchange proposes to amend its 

fee schedule to establish a Digital Media 

Enterprise Fee of $15,000 per month for 

the BATS One Summary Feed and 

$25,000 per month for the BATS One 

Premium Feed. As an alternative to User 

fees,9 a recipient firm may purchase a 

monthly Digital Media Enterprise 

license to receive the BATS One Feed 

from an External Distributor 10 to 

distribute to an unlimited number of 

Professional and Non-Professional 

Users 11 for viewing via television, Web 

sites, and mobile devices for 

informational and non-trading purposes 

only without having to account for the 

extent of access to the data or the report 

the number of Users to the Exchange. 

The Digital Media Enterprise Fee would 

be in addition to the Data Consolidation 

Fee.12

Non-Substantive Change to the 

Description of the BATS One Enterprise 

Fee 

The Exchange proposes a nonsubstantive change to the description of 

the BATS One Enterprise fee. The fee 

schedule currently states that, ‘‘[a]s an 

alternative to User fees, a recipient firm 

may purchase a monthly Enterprise Fee 

to receive the BATS One Feed from an 

External Distributor for an unlimited 

number of Professional and NonProfessional Users.’’ The Exchange 

proposes to amend this sentence in two 

ways. The first amendment is to state 

that a recipient firm may purchase a 

monthly Enterprise license, rather than 

Enterprise fee, as the term ‘‘license’’ is 

a more accurate description. The second 

is to specify that the recipient firm 

purchasing a monthly enterprise license 

does so to distribute the BATS One Feed 

to an unlimited number of Professional 

and Non-Professional Users. 

2. Statutory Basis 

BATS One Digital Media Enterprise Fee 

The Exchange believes that the 

proposed Digital Media Enterprise Fee 

for the BATS One Feed is consistent 

with Section 6(b) of the Act,13 in 

general, and Section 6(b)(4) of the Act,14

in particular, in that it provides for an 

equitable allocation of reasonable fees 

among recipients of the data and is not 

designed to permit unfair 

discrimination among customers, 

brokers, or dealers. The Exchange also 

believes that the proposed rule change 

is consistent with Section 11(A) of the 

Act 15 in that it supports (i) fair 

competition among brokers and dealers, 

among exchange markets, and between 

exchange markets and markets other 

than exchange markets and (ii) the 

availability to brokers, dealers, and 

investors of information with respect to 

quotations for and transactions in 

securities. Furthermore, the proposed 

rule change is consistent with Rule 603 

of Regulation NMS,16 which provides 

that any national securities exchange 

that distributes information with respect 

to quotations for or transactions in an 

NMS stock do so on terms that are not 

unreasonably discriminatory. In 

adopting Regulation NMS, the 

Commission granted self-regulatory 

organizations and broker-dealers 

increased authority and flexibility to 

offer new and unique market data 

products to the public. It was believed 

that this authority would expand the 


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17The Nasdaq Stock Market offers proprietary 

data products for distribution over the internet and 

television under alternative fee schedules that are 

subject to maximum fee of $50,000 per month. See 

Nasdaq Rule 7039(b). The NYSE charges a Digit 

Media Enterprise fee of $40,000 per month for the 

NYSE Trade Digital Media product. See Securities 

Exchange Act Release No. 69272 (April 2, 2013), 78 

FR 20983 (April 8, 2013) (SR–NYSE–2013–23). 

18See BATS One Fee Proposals, supra note 6. 

19See EDGA Rule 13.8, EDGX Rule 13.8, BZX 

Rule 11.22(a) and (c), and BYX Rule 11.22 (a) and 

(c) for a description of the depth of book feeds 

offered by each of the BATS Exchanges. 

20Like the Exchange, an External Distributor 

would also be able to create a competing product 

to the BATS One Summary Feed from the data 

received via EDGX Depth, EDGA Depth, BYX 

Depth, and BZX Depth, without having to 

separately purchase the top and last sale feeds from 

each of the BATS Exchanges. 

21The monthly External Distributor fee is $2,500 

per month for EDGX Depth, $2,500 per month for 

EDGA Depth, $2,500 for BYX Depth, and $5,000 for 

BZX Depth. 

22See supra note 5. See also BATS Rule 11.22(d) 

and (g). 

23The monthly External Distributor fee is $1,250 

per month for EDGX Top and EDGX Last Sale (as 

proposed herein), free for EDGA Top and EDGA 

Last Sale, $1,250 for BYX Top and BYX Last Sale, 

and $2,500 for BZX Top and BZX Last Sale. See 

BATS One Fee Proposals, supra note 7. 

amount of data available to consumers, 

and also spur innovation and 

competition for the provision of market 

data. 

In addition, the proposed fee is 

equitable and not unfairly 

discriminatory because it will apply 

uniformly to market data vendors, 

television broadcasters, Web site and 

mobile service providers. The Exchange 

believes it is reasonable to establish a 

lower cost fee structure that is designed 

to facilitate broader media distribution 

of the BATS One Data Feed for 

informational purposes because it will 

benefit investors generally. 

In establishing the Digital Media 

Enterprise Fee, the Exchange recognizes 

that there is demand for a more 

seamless and easier–to-administer data 

distribution mode that takes into 

account the expanded variety of media 

and communication devices that 

investors utilize today. The Exchange 

believes the Digital Media Enterprise 

Fee will be easy to administer because 

data recipients that purchase it would 

not be required to differentiate between 

Professional and Non-Professional 

Users, account for the extent of access 

to the data, or report the number of 

Users. This is a significant reduction on 

a recipient firm’s administrative 

burdens and is a significant value to 

investors. For example, a television 

broadcaster could display the BATS 

One Feed data during market-related 

programming and on its Web site or 

allow viewers to view the data via their 

mobile devices, creating a more 

seamless distribution model that will 

allow investors more choice in how they 

receive and view market data, all 

without having to account for and/or 

measure who accesses the data and how 

often they do so. 

The proposed Digital Media 

Enterprise Fee is equitable and 

reasonable because it will also enable 

recipient firms to more widely 

distribute data from the BATS One Feed 

to investors for informational purposes 

at a lower cost than is available today. 

For example, a recipient firm may 

purchase an Enterprise license in the 

amount of $50,000 per month for the 

BATS One Summary Feed and $100,000 

per month for the BATS One Premium 

Feed to receive the BATS One Feed 

from an External Distributor for an 

unlimited number of Professional and 

Non-Professional Users, which is greater 

than the Digital Media Enterprise fee 

proposed herein. The Exchange also 

believes the amount of the Digital 

Enterprise [sic] is reasonable as 

compared to the existing Enterprise fees 

discussed above because the 

distribution of BATS One Feed data is 

limited to television, Web sites, and 

mobile devices for informational 

purposes only, while distribution of the 

BATS One Feed data pursuant to an 

Enterprise license contains no such 

limitation. The Exchange also believes 

that the proposed Digital Media 

Enterprise fee is equitable and 

reasonable because it is less than similar 

fees charged by other exchanges.17

The Exchange has taken into 

consideration its affiliated relationship 

with EDGX, BYX, and BZX in proposing 

the Digital Media Enterprise fee to 

assure that vendors would be able to 

offer a similar product on the same 

terms as the Exchange from a cost 

perspective. While the BATS Exchanges 

are the exclusive distributors of the 

individual data feeds from which 

certain data elements may be taken to 

create the BATS One Feed, they are not 

the exclusive distributors of the 

aggregated and consolidated 

information that comprises the BATS 

One Feed. As discussed in in [sic] the 

BATS One Fee Proposal,18 any entity 

may separately purchase the individual 

underlying products, and if they so 

choose, perform a similar aggregation 

and consolidation function that the 

Exchange performs in creating the BATS 

One Feed, and offer a data feed with the 

same information included in the BATS 

One Feed to sell and distribute it to its 

clients with no greater cost than the 

Exchange. 

To enable such competition, the 

Exchange is offering the Digital Media 

Enterprise license for the BATS One 

Feed on terms that a subscriber of the 

underlying feeds could offer a 

competing product if it so chooses. The 

BATS One Feed is comprised of data 

included in EDGX Depth, EDGA Depth, 

BYX Depth, and BZX Depth.19

Currently, an External Distributor could 

create a competing product to the BATS 

One Premium Feed 20 by purchasing 

each of these depth of book products 

from the individual BATS Exchanges 

and then performing its own aggregation 

and consolidation functions. The 

combined External Distributor fees for 

these individual data feeds of the BATS 

Exchanges is $12,500 per month.21 An 

External Distributor that seeks to create 

a competing product to the BATS One 

Summary Feed could instead subscribe 

to the following data feeds: EDGX Top, 

EDGX Last Sale, EDGA Top, EDGA Last 

Sale, BZX Top, BZX Last Sale, BYX 

Top, and BYX Last Sale,22 and then 

perform their own aggregation and 

consolidation function. The combined 

External Distributor fees for these 

individual data feeds of the BATS 

Exchanges is $5,000 per month.23 The 

Exchange proposes to charge a Digital 

Media Enterprise Fee ($15,000 per 

month for the BATS One Summary Feed 

and $25,000 per month for the BATS 

One Premium Feed, plus the $1,000 per 

month Data Consolidation fee) that 

exceeds the combined External 

Distributor fees for each of the 

individual feeds listed above to ensure 

that vendors could compete with the 

Exchange by creating the same product 

as the BATS One Feed to sell to their 

clients at no greater cost than the 

Exchange. 

The decision of the United States 

Court of Appeals for the District of 

Columbia Circuit in NetCoalition v. 

SEC, 615 F.3d 525 (D.C. Cir. 2010), 

upheld the Commission’s reliance upon 

the existence of competitive market 

mechanisms to set reasonable and 

equitably allocated fees for proprietary 

market data. 

In fact, the legislative history 

indicates that the Congress intended 

that the market system ‘evolve through 

the interplay of competitive forces as 

unnecessary regulatory restrictions are 

removed’ and that the SEC wield its 

regulatory power ‘in those situations 

where competition may not be 

sufficient,’ such as in the creation of a 

‘consolidated transactional reporting 

system.’ 

Id. at 535 (quoting H.R. Rep. No. 94– 

229 at 92 (1975), as reprinted in 1975 

U.S.C.C.A.N. 323). The court agreed 

with the Commission’s conclusion that 

‘‘Congress intended that ‘competitive 

forces should dictate the services and 


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24NetCoalition, 615 F.3d at 535. 

25Section 916 of the Dodd-Frank Wall Street 

Reform and Consumer Protection Act of 2010 (the 

‘‘Dodd-Frank Act’’) amended paragraph (A) of 

Section 19(b)(3) of the Act, 15 U.S.C. 78s(b)(3), to 

make clear that all exchange fees for market data 

may be filed by exchanges on an immediately 

effective basis. 

26See Securities Exchange Act Release No. 63291 

(Nov. 9, 2010), 75 FR 70311 (November 17, 2010) 

(SR–NYSEArca–2010–97). 

27 15 U.S.C. 78f. 

28 15 U.S.C. 78f(b)(4). 

29See Nasdaq Basic, http://

www.nasdaqtrader.com/

Trader.aspx?id=nasdaqbasic (last visited May 29, 

2014) (data feed offering the BBO and Last Sale 

information for all U.S. exchange-listed securities 

based on liquidity within the Nasdaq market center, 

as well as trades reported to the FINRA/Nasdaq 

Trade Reporting Facility (‘‘TRF’’));Nasdaq NLS 

Plus, http://www.nasdaqtrader.com/

Trader.aspx?id=NLSplus (last visited July 8, 2014) 

(data feed providing last sale data as well as 

consolidated volume from the following Nasdaq 

OMX markets for U.S. exchange-listed securities: 

Nasdaq, FINRA/Nasdaq TRF, Nasdaq OMX BX, and 

Nasdaq OMX PSX); Securities Exchange Act 

Release No. 73553 (November 6, 2014), 79 FR 67491 

(November 13, 2014) (SR–NYSE–2014–40) (Notice 

of Amendment No. 1 and Order Granting 

Accelerated Approval to a Proposed Rule Change, 

as Modified by Amendment No.1, To Establish the 

NYSE Best Quote & Trades (‘‘BQT’’) Data Feed); 

http://www.nyxdata.com/Data-Products/NYSEBest-Quote-and-Trades (last visited May 27, 2014) 

(data feed providing unified view of BBO and last 

sale information for the NYSE, NYSE Arca, and 

NYSE MKT). 

30 Id. 

31 Id. 32See BATS One Fee Proposals, supra note 7. 

practices that constitute the U.S. 

national market system for trading 

equity securities.’ ’’ 24

As explained below in the Exchange’s 

Statement on Burden on Competition, 

the Exchange believes that there is 

substantial evidence of competition in 

the marketplace for data and that the 

Commission can rely upon such 

evidence in concluding that the fees 

established in this filing are the product 

of competition and therefore satisfy the 

relevant statutory standards.25 In 

addition, the existence of alternatives to 

the BATS One Feed, including real-time 

consolidated data, free delayed 

consolidated data, and proprietary last 

sale data from other sources, as 

described below, further ensures that 

the Exchange cannot set unreasonable 

fees, or fees that are unreasonably 

discriminatory, when vendors and users 

can elect such alternatives. 

As the NetCoalition decision noted, 

the Commission is not required to 

undertake a cost-of-service or 

ratemaking approach, and the Exchange 

incorporates by reference into this 

proposed rule change its affiliate’s [sic] 

analysis of this topic in another rule 

filing.26

For these reasons, the Exchange 

believes that the proposed fees are 

reasonable, equitable, and not unfairly 

discriminatory. 

Non-Substantive Change to the 

Description of the BATS One Enterprise 

Fee 

The Exchange believes that the 

proposed change to the BATS One 

Enterprise Fee is consistent with 

Section 6(b) of the Act,27 in general, and 

Section 6(b)(4) of the Act,28 in 

particular, in that it provides for an 

equitable allocation of reasonable fees 

among recipients of the data and is not 

designed to permit unfair 

discrimination among customers, 

brokers, or dealers. The proposal to 

amend the description of the Enterprise 

fee within the fee schedule is equitable 

and reasonable because the changes are 

designed to clarify the fee schedule and 

avoid potential investor confusion. The 

proposed changes do not amend the 

amount or application of the BATS One 

Enterprise fee. The proposed changes 

are also non-discriminatory as they 

would apply to all recipient firms 

uniformly. 

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. 

BATS One Digital Media Enterprise Fee 

The BATS One Feed Digital Media 

Enterprise fee will enhance competition 

because it provides investors with an 

alternative option for receiving market 

data and competes directly with similar 

market data products currently offered 

by the NYSE and Nasdaq.29 The 

Exchange notes that there is already 

actual competition for products similar 

to the BATS One Feed. The NYSE offers 

BQT which provides BBO and last sale 

information for the NYSE, NYSE Arca 

Equities, Inc. and NYSE MKT LLC.30

Nasdaq offers Nasdaq Basic, a filed 

market data product, and through its 

affiliate, offers NLS Plus which provides 

a unified view of last sale information 

similar to the BATS One Feed.31 The 

existence of these competing data 

products demonstrates that there is 

ample, existing competition for 

products such as the BATS One Feed 

and the fees associated by such products 

is constrained by competition. 

In establishing the proposed fees, the 

Exchange considered the 

competitiveness of the market for 

proprietary data and all of the 

implications of that competition. The 

Exchange believes that it has considered 

all relevant factors in order to establish 

fair, reasonable, and not unreasonably 

discriminatory fees and an equitable 

allocation of fees among all Users. The 

existence of alternatives to the BATS 

One Feed, including the existing 

underlying feeds, consolidated data, and 

proprietary data from other sources, 

ensures that the Exchange cannot set 

unreasonable fees, or fees that are 

unreasonably discriminatory, when 

vendors and subscribers can elect these 

alternatives or choose not to purchase a 

specific proprietary data product if its 

cost to purchase is not justified by the 

returns any particular vendor or 

subscriber would achieve through the 

purchase. 

Finally, although the BATS 

Exchanges are the exclusive distributors 

of the individual data feeds from which 

certain data elements would be taken to 

create the BATS One Feed, the 

Exchange is not the exclusive 

distributor of the aggregated and 

consolidated information that would 

compose the BATS One Feed. The 

Exchange has taken into consideration 

its affiliated relationship with EDGX, 

BYX, and BZX in its design of the BATS 

One Feed to assure that vendors would 

be able to offer a similar product on the 

same terms as the Exchange from a cost 

perspective. While the BATS Exchanges 

are the exclusive distributors of the 

individual data feeds from which 

certain data elements may be taken to 

create the BATS One Feed, they are not 

the exclusive distributors of the 

aggregated and consolidated 

information that comprises the BATS 

One Feed. As discussed in in the BATS 

One Fee Proposal,32 any entity may 

separately purchase the individual 

underlying products, and if they so 

choose, perform a similar aggregation 

and consolidation function that the 

Exchange performs in creating the BATS 

One Feed, and offer a data feed with the 

same information included in the BATS 

One Feed to sell and distribute it to its 

clients with no greater cost than the 

Exchange. 

To enable such competition, the 

amount of the proposed Digital Media 

Enterprise license compared to the cost 

of the individual data feeds from the 

BATS Exchanges would enable a vendor 

to receive the underlying data feeds and 

offer a similar product on a competitive 

basis and with no greater cost than the 

Exchange. The amount of the proposed 

Digital Media Enterprise license, 

coupled with the Data Consolidation 

Fee, is not lower than the cost to a 

vendor of receiving the underlying data 

feeds to create a competing product. 

Therefore, the amount of the proposed 


tkelley on DSK3SPTVN1PROD with NOTICES
Federal Register / Vol. 80, No. 63 / Thursday, April 2, 2015 / Notices 17801 

33 15 U.S.C. 78s(b)(3)(A). 

34 17 CFR 240.19b–4(f). 35 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). 

4 17 CFR 240.19b–4(f)(6)(iii). 

Digital Media Enterprise license the 

Exchange would charge clients for the 

BATS One Feed compared to the cost of 

the individual data feeds from the BATS 

Exchanges would enable a vendor to 

receive the underlying data feeds and 

offer a similar product on a competitive 

basis and with no greater cost than the 

Exchange. 

Non-Substantive Change to the 

Description of the BATS One Enterprise 

Fee 

The proposal to amend the 

description of the Enterprise fee within 

the fee schedule will not have any 

impact on completion [sic]. The 

proposed changes are designed to clarify 

the fee schedule and avoid potential 

investor confusion and do not amend 

the amount or application of the BATS 

One Enterprise fee. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

The Exchange has neither solicited 

nor received written comments on the 

proposed rule change. 

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 33 and paragraph (f) of Rule 

19b–4 thereunder.34 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–2015–14 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Brent J. Fields, Secretary, Securities 

and Exchange Commission, 100 F Street 

NE., Washington, DC 20549–1090. 

All submissions should refer to File 

Number SR–EDGA–2015–14. 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 20549–1090, 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 

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– 

2015–14, and should be submitted on or 

before April 23, 2015. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.35

Brent J. Fields, 

Secretary. 

[FR Doc. 2015–07521 Filed 4–1–15; 8:45 am] 

BILLING CODE CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–74597; File No. SR–NSX– 

2015–01] 

Self-Regulatory Organizations; 

National Stock Exchange, Inc.; Notice 

of Filing and Immediate Effectiveness 

of Proposed Rule Change in 

Connection With the Amended and 

Restated Certificate of Incorporation of 

National Stock Exchange Holdings, 

Inc., the Exchange’s Parent 

Corporation, and the Amended and 

Restated Certificate of Incorporation of 

the Exchange 

March 27, 2015. 

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

Securities Exchange Act of 1934 (the 

‘‘Exchange Act’’ or ‘‘Act’’) 1 and Rule 

19b–4 thereunder,2 notice is hereby 

given that on March 19, 2015, National 

Stock Exchange, Inc. (‘‘NSX®’’ or the 

‘‘Exchange’’) 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 

substantially prepared by the Exchange. 

The Exchange has designated this rule 

proposal as ‘‘non-controversial’’ 

pursuant to Section 19(b)(3)(A) of the 

Act 3 and Rule 19b–4(f)(6)(iii) 

thereunder.4 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 is filing the instant rule 

amendment to effectuate ministerial, 

non-substantive amendments to (i) the 

certificate of incorporation of National 

Stock Exchange Holdings, Inc. (‘‘NSX 

Holdings’’), a Delaware corporation that 

owns all of the issued and outstanding 

shares of NSX; and (ii) the certificate of 

incorporation of NSX. The text of the 

proposed change to the NSX Holdings 

certificate of incorporation is attached 

as Exhibit 5A and the text of the 

proposed change to the NSX certificate 

of incorporation is attached as Exhibit 

5B. 

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 


tkelley on DSK3SPTVN1PROD with NOTICES