Federal Register / Vol. 87, No. 22 / Wednesday, February 2, 2022 / Notices 5915 

53See id. 

54 17 CFR 201.700(b)(3). 

55See id. 

56See id. 

57See Susquehanna Int’l Group, LLP v. Securities 

and Exchange Commission, 866 F.3d 442, 446–47 

(D.C. Cir. 2017) (rejecting the Commission’s reliance 

on an SRO’s own determinations without sufficient 

evidence of the basis for such determinations). 

58 15 U.S.C. 78s(b)(2). Section 19(b)(2) of the Act 

grants the Commission flexibility to determine what 

type of proceeding—either oral or notice and 

opportunity for written comments—is appropriate 

for consideration of a particular proposal by an 

SRO. See Securities Acts Amendments of 1975, 

Report of the Senate Committee on Banking, 

Housing and Urban Affairs to Accompany S. 249, 

S. Rep. No. 75, 94th Cong., 1st Sess. 30 (1975). 

59 15 U.S.C. 78s(b)(3)(C). 

60 17 CFR 200.30–3(a)(57) and (58). 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

business needs and its impact on the 

Exchange resources?’’ 53

Under the Commission’s Rules of 

Practice, the ‘‘burden to demonstrate 

that a proposed rule change is 

consistent with the Exchange Act and 

the rules and regulations issued 

thereunder . . . is on the [SRO] that 

proposed the rule change.’’ 54 The 

description of a proposed rule change, 

its purpose and operation, its effect, and 

a legal analysis of its consistency with 

applicable requirements must all be 

sufficiently detailed and specific to 

support an affirmative Commission 

finding,55 and any failure of an SRO to 

provide this information may result in 

the Commission not having a sufficient 

basis to make an affirmative finding that 

a proposed rule change is consistent 

with the Act and the applicable rules 

and regulations.56 Moreover, 

‘‘unquestioning reliance’’ on an SRO’s 

representations in a proposed rule 

change would not be sufficient to justify 

Commission approval of a proposed rule 

change.57

The Commission believes it is 

appropriate to institute proceedings to 

allow for additional consideration and 

comment on the issues raised herein, 

including as to whether the proposals 

are consistent with the Act, any 

potential comments or supplemental 

information provided by the Exchange, 

and any additional independent 

analysis by the Commission. 

V. Request for Written Comments 

The Commission requests written 

views, data, and arguments with respect 

to the concerns identified above as well 

as any other relevant concerns. In 

particular, the Commission invites the 

written views of interested persons 

concerning whether the proposal is 

consistent with Sections 6(b)(4), 6(b)(5), 

and 6(b)(8), or any other provision of the 

Act, or the rules and regulations 

thereunder. The Commission asks that 

commenters address the sufficiency and 

merit of the Exchange’s statements in 

support of the proposal, in addition to 

any other comments they may wish to 

submit about the proposed rule change. 

Although there do not appear to be any 

issues relevant to approval or 

disapproval that would be facilitated by 

an oral presentation of views, data, and 

arguments, the Commission will 

consider, pursuant to Rule 19b–4, any 

request for an opportunity to make an 

oral presentation.58

Interested persons are invited to 

submit written data, views, and 

arguments regarding whether the 

proposal should be approved or 

disapproved by February 23, 2022. Any 

person who wishes to file a rebuttal to 

any other person’s submission must file 

that rebuttal by March 9, 2022. 

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 No. SR– 

EMERALD–2021–42 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–EMERALD–2021–42. This 

file number should be included on the 

subject line if email is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

internet website (http://www.sec.gov/ 

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

changes that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule changes between the 

Commission and any person, other than 

those that may be withheld from the 

public in accordance with the 

provisions of 5 U.S.C. 552, will be 

available for website viewing and 

printing in the Commission’s Public 

Reference Room, 100 F Street NE, 

Washington, DC 20549, on official 

business days between the hours of 

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

filings also will be available for 

inspection and copying at the principal 

office of each Exchange. All comments 

received will be posted without change. 

Persons submitting comments are 

cautioned that we do not redact or edit 

personal identifying information from 

comment submissions. You should 

submit only information that you wish 

to make available publicly. All 

submissions should refer to File 

Number SR–EMERALD–2021–42 and 

should be submitted on or before 

February 23, 2022. Rebuttal comments 

should be submitted by March 9, 2022. 

VI. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(3)(C) of the Act,59 that File 

Number SR–EMERALD–2021–42 be, 

and hereby is, temporarily suspended. 

In addition, the Commission is 

instituting proceedings to determine 

whether the proposed rule change 

should be approved or disapproved. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.60

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–02084 Filed 2–1–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–94075; File No. SR–NYSE– 

2022–03] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change to Adopt a 

Listing Standard for Rights 

January 27, 2022. 

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

Securities Exchange Act of 1934 (the 

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

notice is hereby given that on January 

13, 2022, New York Stock Exchange 

LLC (‘‘NYSE’’ or the ‘‘Exchange’’) 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 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to adopt a 

listing standard for rights. The proposed 

rule change is available on the 

Exchange’s website at www.nyse.com, at 

the principal office of the Exchange, and 


jspears on DSK121TN23PROD with NOTICES1
5916 Federal Register / Vol. 87, No. 22 / Wednesday, February 2, 2022 / Notices 

4When trading unlisted short-term rights under 

Section 703.03 of the Manual, the Exchange relies 

on the exemption from Exchange Act Section 12(a) 

registration requirements provided under Exchange 

Act Rule 12a–4. 

5The Exchange proposes to change a reference in 

Part (I) of Section 703.12 from ‘‘Para. 312.00’’ to 

‘‘Section 312.00’’ to conform to references 

elsewhere within the rule. 

6See Nasdaq Marketplace Rule 5515. 

7Specifically, the Exchange would immediately 

suspend trading in the rights upon delisting of the 

underlying security and would not trade the rights 

pending completion of any appeal by the issuer. 

8 15 U.S.C. 78f(b). 

9 15 U.S.C. 78f(b)(5). 

at the Commission’s Public Reference 

Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

self-regulatory organization included 

statements concerning the purpose of, 

and basis for, the proposed rule change 

and discussed any comments it received 

on the proposed rule change. The text 

of those statements may be examined at 

the places specified in Item IV below. 

The Exchange has prepared summaries, 

set forth in sections A, B, and C below, 

of the most significant parts of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and the 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

Listed companies sometimes seek to 

raise capital from their existing 

shareholders by granting rights to 

subscribe for additional shares of the 

issuer’s listed securities to all 

shareholders of record. The issuer may 

elect to make its rights either 

transferrable or non-transferable and 

may wish to have transferrable rights 

traded on the Exchange. Historically, 

the Exchange has traded short-term 

rights (i.e., rights with a subscription 

period of less than 90 days) pursuant to 

Section 703.03 of the NYSE Listed 

Company Manual (‘‘Manual’’) on an 

unlisted basis.4

While Section 703.03 provides for the 

unlisted trading of short-term rights, it 

does not enable the issuer to list such 

rights on the Exchange. Nor does the 

Manual currently provide any 

mechanism for the trading or listing of 

rights with a life of 90 days or longer. 

The Exchange proposes to amend 

Section 703.12 of the Manual, which 

currently provides for the listing of 

warrants, to create a proposed Part (II) 

of that rule. Part (I) of Section 703.12, 

as amended, would consist of the 

current warrant listing provisions, while 

proposed Part (II) would set forth new 

listing requirements for rights.5

For purposes of proposed Section 

703.12(II), the term ‘‘rights’’ refers to the 

privilege offered to holders of record of 

issued equity securities to subscribe 

(usually on a pro rata basis) for 

additional securities of the same class. 

Under proposed Section 703.12(II), to 

be listed on the Exchange, rights must 

be issued to purchase or receive a 

security that is already listed on the 

Exchange or that will be listed 

concurrent with the rights. The rights 

holders would not be entitled to any 

privileges of the holders of common 

stock (e.g., dividends, preemptive rights, 

or voting rights). If the rights are 

exercisable into listed common stock, 

the listing of the rights and the 

underlying common stock would be 

subject to the NYSE shareholder 

approval policy as set forth in Section 

312.00 of the Manual. 

For initial listing, rights would need 

to meet the following requirements 

under proposed Section 703.12(II): 

(1) At least 400,000 issued; 

(2) The underlying security must be 

listed on the Exchange; and 

(3) At least 100 public holders of 

round lots. 

The proposed rule would state that, 

for purposes of such rule, ‘‘public 

holders’’ excludes holders that are 

directors, officers, or their immediate 

families and holders of other 

concentrated holdings of 10 percent or 

more of the company’s total outstanding 

shares. 

The Exchange notes that the 

numerical requirements set forth above 

are identical to those included in 

Nasdaq’s rule for the listing of rights on 

Nasdaq Capital Market.6 The Exchange 

also notes that the Nasdaq listing 

provisions for rights would currently 

enable an NYSE-listed company to list 

its rights on Nasdaq, while such a 

company would not currently be able to 

list its rights on the NYSE. 

Proposed Section 703.12(II) would 

provide that the continued listing of 

rights is contingent on the underlying 

security remaining listed on the 

Exchange. If the security underlying a 

listed right ceased to be listed on the 

Exchange, the Exchange would 

promptly initiate suspension and 

delisting procedures with respect to the 

listed rights.7 In such case, the issuer of 

the listed rights would not be eligible to 

avail itself of the provisions of Sections 

802.02 and 802.03, and any such listed 

rights would be subject to delisting 

procedures as set forth in Section 

804.00. 

The proposed listing standard would 

note that the general instructions for 

preparation and filing of a listing 

application are described in Section 

703.01. The proposed listing standard 

would also note that the form of listing 

application and information regarding 

supporting documents required in 

connection with the listing of rights are 

available on the Exchange’s website or 

from the Exchange upon request. 

The Exchange notes that its proposed 

listing standards for rights differ from 

the those of Nasdaq Capital Market in 

two respects: 

First, Nasdaq Marketplace Rules 5515 

and 5560 require, respectively, a listed 

right to have at least three registered and 

active market makers at the time of 

initial listing and a continued listing 

requirement to have at least two 

registered and active market makers, 

one of which may be a market maker 

entering a stabilizing bid. The Exchange 

has not included these requirements, as 

they are not applicable to our market 

model, in which the rights would be 

allocated to a Designated Market Maker 

for trading. 

Second, the applicable Nasdaq Capital 

Market rules provide that a right may be 

listed if the underlying security is listed 

on Nasdaq or is a Covered Security and 

will be subject to delisting if that ceases 

to be the case. The Exchange’s proposal 

provides that rights may only be listed 

as an initial matter (and remain listed) 

if the underlying security is listed on 

the NYSE and not if it is a Covered 

Security. The Exchange has taken this 

approach to be consistent with its 

existing requirements for the listing of 

warrants and also because Covered 

Securities listed on other exchanges are 

subject to lower initial and continued 

listing standards than are applicable to 

NYSE listed securities. 

2. Statutory Basis 

The Exchange believes that its 

proposal is consistent with Section 6(b) 

of the Securities Exchange Act of 1934 

(the ‘‘Act’’) generally.8 Section 6(b)(5) 9

requires, among other things, that 

exchange rules are designed to prevent 

fraudulent and manipulative acts and 

practices, to promote just and equitable 

principles of trade, to foster cooperation 

and coordination with persons engaged 

in facilitating transactions in securities, 

to remove impediments to and perfect 

the mechanism of a free and open 

market and a national market system, 

and, in general, to protect the public 

interest and the interests of investors, 

promote just and equitable principles of 

trade and that they are not designed to 


jspears on DSK121TN23PROD with NOTICES1
Federal Register / Vol. 87, No. 22 / Wednesday, February 2, 2022 / Notices 5917 

10 15 U.S.C. 78s(b)(3)(A). 

11 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– 

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

give the Commission written notice of its intent to 

file the proposed rule change, along with a brief 

description and text of the proposed rule change, 

at least five business days prior to the date of filing 

of the proposed rule change, or such shorter time 

as designated by the Commission. The Exchange 

has satisfied this requirement. 

12 17 CFR 240.19b–4(f)(6). 

13 17 CFR 240.19b–4(f)(6)(iii). 

14See supra note 6, and accompanying text. 

15For purposes only of waiving the 30-day 

operative delay, the Commission also has 

considered the proposed rule’s impact on 

efficiency, competition, and capital formation. See 

15 U.S.C. 78c(f). 

permit unfair discrimination between 

issuers, brokers or dealers. 

The Exchange believes that the 

proposal is designed to protect the 

public interest and the interests of 

investors, by providing a listed trading 

market for the shareholders of NYSE 

listed companies who receive 

transferable rights from the issuer and 

who would otherwise not have the 

ability to list the rights on the same 

exchange as the underlying securities. 

The Exchange notes that the 

requirements of the proposed rule are 

identical to those for the listing of rights 

on Nasdaq Capital Market as set forth in 

Sections 5515 and 5560 of the Nasdaq 

Marketplace rules, with the exception of 

the provisions described above with 

respect to market makers and the ability 

to list rights where the underlying 

security is a Covered Security not listed 

on the exchange listing the rights. The 

Exchange believes that these differences 

are consistent with the protection of 

investors and the public interest 

because: (i) The market maker 

requirement is irrelevant to the NYSE 

market model, in which the rights will 

be allocated to a Designated Market 

Maker for trading; and (ii) as other 

exchanges have continued listing 

standards for equity securities that are 

less stringent than those of the NYSE, 

the approach of excluding rights with 

respect to Covered Securities listed on 

other markets ensures that rights can 

only be listed with respect to underlying 

securities that are qualified for listing on 

the NYSE. Furthermore, the Exchange 

believes that it is not unfairly 

discriminatory to limit the listing of 

rights to those with respect to NYSE 

listed equities, as the purpose is not to 

discriminate among issuers, but rather 

to enhance investor protection by 

ensuring that rights can only be listed if 

the underlying security meets the more 

stringent continued listing standards 

applied by the NYSE. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposal would impose any burden 

on competition not necessary or 

appropriate in furtherance of the 

purposes of the Act. There would be no 

burden on competition among 

companies listed on the NYSE, as all 

NYSE-listed companies would be able 

to list their rights under the same rule 

provisions. Similarly, the proposed rule 

would not impose any burden on 

intermarket competition, as any rights 

that could be listed under the proposed 

rule would also be eligible for listing on 

Nasdaq. The Exchange believes the 

proposal enhances competition for 

listing by providing issuers with a 

choice of listing venues between the 

NYSE and Nasdaq when they list their 

rights. The Exchange believes that 

limiting the listing of rights to those 

with respect to NYSE listed equities 

does not impose a burden on 

competition not necessary or 

appropriate in furtherance of the 

purposes of the Act, as the purpose is 

not to discriminate among issuers, but 

rather to enhance investor protection by 

ensuring that rights can only be listed if 

the underlying security meets the more 

stringent continued listing standards 

applied by the NYSE. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

No written comments were solicited 

or received with respect to the proposed 

rule change. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Because the foregoing proposed rule 

change does not: (i) Significantly affect 

the protection of investors or the public 

interest; (ii) impose any significant 

burden on competition; and (iii) become 

operative for 30 days from the date on 

which it was filed, or such shorter time 

as the Commission may designate, it has 

become effective pursuant to Section 

19(b)(3)(A) of the Act 10 and Rule 19b– 

4(f)(6) thereunder.11

A proposed rule change filed 

pursuant to Rule 19b–4(f)(6) under the 

Act 12 normally does not become 

operative for 30 days after the date of its 

filing. However, pursuant to Rule 19b– 

4(f)(6)(iii),13 the Commission may 

designate a shorter time if such action 

is consistent with the protection of 

investors and the public interest. The 

Exchange has requested that the 

Commission waive the 30-day operative 

delay to allow the Exchange to list rights 

that would qualify for listing under the 

proposed rule prior to the expiration of 

the 30-day operative delay. The 

Exchange states that such waiver would 

be consistent with the protection of 

investors and the public interest 

because the proposed rule change is 

substantially similar to the rules of 

another national securities exchange.14

For this reason, the Commission 

believes that waiver of the 30-day 

operative delay is consistent with the 

protection of investors and the public 

interest. Therefore, the Commission 

hereby waives the operative delay and 

designates the proposed rule change 

operative upon filing.15

At any time within 60 days of the 

filing of the proposed rule change, the 

Commission summarily may 

temporarily suspend such rule change if 

it appears to the Commission that such 

action is necessary or appropriate in the 

public interest, for the protection of 

investors, or otherwise in furtherance of 

the purposes of the Act. If the 

Commission takes such action, the 

Commission shall institute proceedings 

to determine whether the proposed rule 

change should be approved or 

disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s internet 

comment form (https://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

NYSE–2022–03 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–NYSE–2022–03. This file 

number should be included on the 

subject line if email is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

internet website (https://www.sec.gov/ 

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change that are filed with the 

Commission, and all written 

communications relating to the 


jspears on DSK121TN23PROD with NOTICES1
5918 Federal Register / Vol. 87, No. 22 / Wednesday, February 2, 2022 / Notices 

16 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). A proposed rule change 

may take effect upon filing with the Commission if 

it is designated by the exchange as ‘‘establishing or 

changing a due, fee, or other charge imposed by the 

self-regulatory organization on any person, whether 

or not the person is a member of the self-regulatory 

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

4See Securities Exchange Act Release Nos. 93771 

(December 14, 2021), 86 FR 71940 (December 20, 

2021) (SR–MIAX–2021–60) (‘‘MIAX Notice’’); 93772 

(December 14, 2021), 86 FR 71965 (December 20, 

2021) (SR–EMERALD–2021–43) (‘‘MIAX Emerald 

Notice’’). For ease of reference, citations to 

statements generally applicable to both notices are 

to the MIAX Notice. 

5 15 U.S.C. 78s(b)(3)(C). 

6 Defined at MIAX Rule 100 and MIAX Emerald 

Rule 100. 

7See, e.g., MIAX Notice, supra note 4, at 71941 

n.15. 

8The Exchanges initially filed the proposed fee 

changes on August 2, 2021. See Securities Exchange 

Act Release Nos. 92661 (August 13, 2021), 86 FR 

46737 (August 19, 2021) (SR–MIAX–2021–37); 

92662 (August 13, 2021), 86 FR 46726 (August 19, 

2021) (SR–EMERALD–2021–25). These filings were 

withdrawn by the Exchanges. The Exchanges filed 

new proposed fee changes with additional 

justification (SR–MIAX–2021–43 and SR– 

EMERALD–2021–31, which were the subject of a 

Suspension of and Order Instituting Proceedings. 

See Securities Exchange Act Release No. 93640 

(November 22, 2021), 86 FR 67745 (November 29, 

2021). The Exchanges subsequently withdrew those 

filings and replaced them with the instant filings to 

provide additional information and a revised 

justification for the proposals, which are discussed 

herein. See also Securities Exchange Act Release 

No. 91857 (May 12, 2021), 86 FR 26973 (May 18, 

2021) (MIAX–2021–19) (allowing purchase of any 

number of additional Limited Service MEI Ports 

and stating that, at a continued monthly fee of $100 

for each additional port, the Exchange anticipates 

generating an annual loss from the provision). 

9See MIAX Notice, supra note 4, at 71941. 

10See MIAX Emerald Notice, supra note 4, at 

71966–67. The MIAX Emerald Fee Schedule states 

that Market Makers are limited to twelve additional 

Limited Service MEI Ports per matching engine, for 

a total of fourteen per matching engine. See MIAX 

Emerald Fee Schedule 5.d.ii. 

11 15 U.S.C. 78s(b)(3)(C). 

12 15 U.S.C. 78s(b)(1). 

proposed rule change between the 

Commission and any person, other than 

those that may be withheld from the 

public in accordance with the 

provisions of 5 U.S.C. 552, will be 

available for website viewing and 

printing in the Commission’s Public 

Reference Room, 100 F Street NE, 

Washington, DC 20549 on official 

business days between the hours of 

10:00 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. 

Persons submitting comments are 

cautioned that we do not redact or edit 

personal identifying information from 

comment submissions. You should 

submit only information that you wish 

to make available publicly. All 

submissions should refer to File 

Number SR–NYSE–2022–03, and 

should be submitted on or before 

February 23, 2022. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.16

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–02076 Filed 2–1–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–94087; File Nos. SR–MIAX– 

2021–60, SR–EMERALD–2021–43] 

Self-Regulatory Organizations; Miami 

International Securities Exchange, 

LLC, MIAX Emerald, LLC; Suspension 

of and Order Instituting Proceedings 

To Determine Whether To Approve or 

Disapprove Proposed Rule Changes 

To Amend Fee Schedules To Adopt 

Tiered-Pricing Structures for 

Additional Limited Service MIAX and 

MIAX Emerald Express Interface Ports 

January 27, 2022. 

I. Introduction 

On December 1, 2021, Miami 

International Securities Exchange, LLC 

(‘‘MIAX’’) and MIAX Emerald, LLC 

(‘‘MIAX Emerald’’) (each an 

‘‘Exchange’’; collectively, the 

‘‘Exchanges’’) each filed with the 

Securities and Exchange Commission 

(‘‘Commission’’), pursuant to Section 

19(b)(1) of the Securities Exchange Act 

of 1934 (‘‘Act’’),1 and Rule 19b–4 

thereunder,2 a proposed rule change 

(File Numbers SR–MIAX–2021–60 and 

SR–EMERALD–2021–43) to amend the 

MIAX Options Fee Schedule and MIAX 

Emerald Fee Schedule (collectively, the 

‘‘Fee Schedules’’) to adopt a tieredpricing structure for additional limited 

service express interface ports. Each 

proposed rule change was immediately 

effective upon filing with the 

Commission pursuant to Section 

19(b)(3)(A) of the Act.3 The proposed 

rule changes were published for 

comment in the Federal Register on 

December 20, 2021.4 Under Section 

19(b)(3)(C) of the Act,5 the Commission 

is hereby: (i) Temporarily suspending 

File Numbers SR–MIAX–2021–60 and 

SR–EMERALD–2021–43; and (ii) 

instituting proceedings to determine 

whether to approve or disapprove File 

Numbers SR–MIAX–2021–60 and SR– 

EMERALD–2021–43. 

II. Background and Description of the 

Proposed Rule Changes 

Limited Service MIAX Express 

Interface Ports and Limited Service 

MIAX Emerald Express Interface Ports 

(collectively, ‘‘Limited Service MEI 

Ports’’) provide Market Makers 6 with 

the ability to send eQuotes and quote 

purge messages, and are also capable of 

receiving administrative information.7

Currently, each Exchange allocates two 

Limited Service MEI Ports, free of 

charge, per matching engine to which a 

Market Maker connects. Market Makers 

may request additional Limited Service 

MEI Ports for each matching engine to 

which they connect for an additional 

monthly fee for each such additional 

port. Prior to the proposed rule changes, 

each Exchange charged a flat $100 

monthly fee for each such additional 

port. Each Exchange has proposed to 

adopt a tiered-pricing structure.8 For 

both MIAX and MIAX Emerald, the first 

and second Limited Service MEI Ports 

for each matching engine would remain 

free of charge. For MIAX, the additional 

Limited Service MEI Port fees for each 

matching engine would increase from 

$100 to: (i) $150 for the third and fourth 

Limited Service MEI Ports; (ii) $200 for 

the fifth and sixth Limited Service MEI 

Ports; and (iii) $250 for the seventh or 

more Limited Service MEI Ports.9 For 

MIAX Emerald, the additional Limited 

Service MEI Port fees for each matching 

engine would increase from $100 to: (i) 

$200 for the third and fourth Limited 

Service MEI Ports; (ii) $300 for the fifth 

and sixth Limited Service MEI Ports; 

and (iii) $400 for the seventh to 

fourteenth Limited Service MEI Ports.10

III. Suspension of the Proposed Rule 

Changes 

Pursuant to Section 19(b)(3)(C) of the 

Act,11 at any time within 60 days of the 

date of filing of an immediately effective 

proposed rule change pursuant to 

Section 19(b)(1) of the Act,12 the 

Commission summarily may 

temporarily suspend the change in the 

rules of a self-regulatory organization 

(‘‘SRO’’) 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. As discussed below, the 

Commission believes a temporary 

suspension of the proposed rule changes 

is necessary and appropriate to allow for 

additional analysis of the proposed rule 

changes’ consistency with the Act and 

the rules thereunder. 

In support of the proposed tieredpricing structures and associated fee 

increases, the Exchanges state that such 

fees (which they refer to as ‘‘Proposed 

Access Fees’’) are reasonable because 


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