5906 Federal Register / Vol. 87, No. 22 / Wednesday, February 2, 2022 / Notices 

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. 

4The Exchange originally filed to amend the Fee 

Schedule on December 29, 2021 (SR–NYSEAmer– 

2021–50), with an effective date of January 3, 2022, 

then withdrew such filing and amended the Fee 

Schedule on January 12, 2022 (SR–NYSEAmer– 

2022–02), which latter filing the Exchange 

withdrew on January 21, 2022. 

5See Fee Schedule, Section III.E.1, Floor Broker 

Fixed Cost Prepayment Incentive Program (the ‘‘FB 

Prepay Program’’), available here: https://

www.nyse.com/publicdocs/nyse/markets/americanoptions/NYSE_American_Options_Fee_

Schedule.pdf. ‘‘Eligible Fixed Costs’’ include 

monthly ATP Fees, the Floor Access Fee, and 

certain monthly Floor communication, 

connectivity, equipment and booth or podia fees, as 

set forth in the table in Section III.E.1. 

6See id. The Percentage Growth Incentive 

excludes Customer volume, Firm Facilitation 

trades, and QCCs. Any volume calculated to 

achieve the Firm Monthly Fee Cap and the Strategy 

Execution Fee Cap, regardless of whether either of 

these caps is achieved, will likewise be excluded 

from the Percentage Growth Incentive because fees 

on such volume are already capped and therefore 

do not increase billable manual volume. See id. 

7See Fee Schedule, Section III.E.1. 

8See id. 

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 

Numbers SR–MIAX–2021–59 and SR– 

PEARL–2021–57 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 

Numbers SR–MIAX–2021–59 and SR– 

PEARL–2021–57 be, and hereby are, 

temporarily suspended. In addition, the 

Commission is instituting proceedings 

to determine whether the proposed rule 

changes 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. 2022–02083 Filed 2–1–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–94086; File No. SR– 

NYSEAMER–2022–06] 

Self-Regulatory Organizations; NYSE 

American LLC; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Amend the NYSE 

American Options Fee Schedule 

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 

21, 2022, NYSE American LLC (‘‘NYSE 

American’’ 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 prepared by the selfregulatory organization. The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to amend the 

NYSE American Options Fee Schedule 

(the ‘‘Fee Schedule’’) regarding the 

Floor Broker Fixed Cost Prepayment 

Incentive Program. The Exchange 

proposes to implement the fee change 

effective January 21, 2022.4 The 

proposed change is available on the 

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

the principal office of the Exchange, and 

at the Commission’s Public Reference 

Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

self-regulatory organization included 

statements concerning the purpose of, 

and basis for, the proposed rule change 

and discussed any comments it received 

on the proposed rule change. The text 

of those statements may be examined at 

the places specified in Item IV below. 

The Exchange has prepared summaries, 

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

of the most significant parts of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and the 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The purpose of this filing is to modify 

the Floor Broker Fixed Cost Prepayment 

Incentive Program (the ‘‘FB Prepay 

Program’’), a prepayment incentive 

program that allows Floor Broker 

organizations (each, a ‘‘Floor Broker’’) to 

prepay certain of their annual Eligible 

Fixed Costs in exchange for volume 

rebates, as set forth in the Fee 

Schedule.5

Currently, the FB Prepay Program 

offers participating Floor Brokers an 

opportunity to qualify for rebates by 

achieving growth in billable manual 

volume by a certain percentage as 

measured against one of two 

benchmarks (the ‘‘Percentage Growth 

Incentive’’). Specifically, the Percentage 

Growth Incentive is designed to 

encourage Floor Brokers to increase 

their average daily volume (‘‘ADV’’) in 

billable manual contract sides to qualify 

for a Tier; each Tier of the FB Prepay 

Program corresponds to an annual 

rebate equal to the greater of the ‘‘Total 

Percentage Reduction of pre-paid 

annual Eligible Fixed Costs’’ or the 

annualization of the monthly 

‘‘Alternative Rebate.’’ 6 In either case, 

participating Floor Brokers receive their 

annual rebate amount in the following 

January.7 Floor Brokers that wish to 

participate in the FB Prepay Program for 

the following calendar year must notify 

the Exchange no later than the last 

business day of December in the current 

year.8

As further described below, the 

Exchange proposes to modify the 

qualifying benchmarks, growth 

percentage requirements, and rebate 

amounts for the FB Prepay Program, and 

further proposes to offer Floor Brokers 

that participate in the FB Prepay 

Program additional per contract credits 

for certain QCC trades. The Exchange 

also proposes to adjust the basis for the 

calculation of a participating Floor 

Broker’s Eligible Fixed Costs for the 

following calendar year. 

The Exchange proposes to implement 

the fee changes effective January 21, 

2022. 

Proposed Rule Change 

The Exchange proposes to modify the 

benchmarks that Floor Brokers that 

participate in the FB Prepay Program 

must meet to qualify for the Percentage 

Growth Incentive. Currently, to qualify 

for the Percentage Growth Incentive, a 

Floor Broker must increase their ADV 

for the calendar year above the greater 


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9See Fee Schedule, Section III.E.1, FLOOR 

BROKER FIXED COST PREPAYMENT INCENTIVE 

PROGRAM (the ‘‘FB Prepay Program’’). 

10See proposed Fee Schedule, FLOOR BROKER 

FIXED COST PREPAYMENT INCENTIVE 

PROGRAM (the ‘‘FB Prepay Program’’). 

of (1) 20,000 contract sides in billable 

manual ADV, or (2) 105% of the Floor 

Broker’s total billable manual ADV in 

contract sides during the second half of 

2017.9 The Exchange proposes to 

modify each of the minimum thresholds 

to qualify for the Percentage Growth 

Incentive. Specifically, the Exchange 

proposes to (1) modify the first 

benchmark to increase the requisite 

minimum contract sides in billable 

manual ADV from 20,000 to 30,000, and 

(2) modify the second benchmark from 

105% of the Floor Broker’s total billable 

manual ADV in contract sides during 

the second half of 2017 (i.e., July 

through December 2017) to the Floor 

Broker’s total billable manual ADV in 

contract sides during the second half of 

2020 (i.e., July through December 

2020).10

The Exchange believes that 30,000 

ADV is a reasonable minimum 

threshold above which a participating 

Floor Broker would need to increase 

volume to earn a rebate under the FB 

Prepay Program, particularly in light of 

the increased options volume executed 

by Floor Brokers in the past year. The 

Exchange notes that Floor Brokers that 

are new to the Exchange would also be 

eligible to qualify for the Percentage 

Growth Incentive based on this 

minimum threshold. For Floor Brokers 

that exceed 30,000 ADV in growth, the 

Exchange believes that it is reasonable 

to continue to use each Floor Broker’s 

historical volume as a benchmark 

against which to measure growth and 

also believes that updating the 

benchmark to account for the Floor 

Broker’s more recent activity on the 

Exchange is reasonable. The Exchange 

further believes that, in light of the 

market volatility in the first half of 2020 

and the unusually high volumes 

observed in 2021, Floor Broker activity 

in the second half of 2020 would be an 

appropriate benchmark against which to 

measure volume for purposes of the FB 

Prepay Program. All Floor Brokers that 

aim to achieve the rebate would still be 

required to increase volume executed on 

the Exchange, and the total annual 

rebate available for achieving each Tier 

would continue to be the same 

regardless of whether the Floor Broker 

qualifies based on growth over 30,000 

ADV contract sides or its second half of 

2020 volume, as proposed. 

The Exchange also proposes to modify 

the growth requirement for Tier 2 to 

decrease the requirement from 30% to 

20%. The Exchange further proposes to 

increase the Alternative Rebate amounts 

for all Tiers, as set forth in the table 

below. Finally, the Exchange proposes 

to eliminate Tier 4. The Exchange 

believes eliminating this Tier is 

reasonable in light of the proposed 

changes described above, including 

because Tier 3, as modified, would offer 

participating Floor Brokers an 

Alternative Rebate amount greater than 

the amount currently offered by Tier 4. 

The Exchange believes the proposed 

modifications would continue to 

incentivize Floor Brokers to participate 

in the FB Prepay Program by making 

Tier 2 more achievable and by 

enhancing the rebate amount available 

across all Tiers through the Alternative 

Rebate. 

The following table reflects the 

proposed changes (with deletions in 

brackets and new text in italics): 

FB PREPAYMENT PROGRAM INCENTIVES

[Based on annual ADV in contract sides for the calendar year] 

Tier Percentage growth 

incentive 

Total percentage 

reduction of 

pre-paid 

annual eligible fixed 

costs 

Alternative rebate 

Tier 1 ........................................................................................................ 5 10 [$2,000] $8,000/month. 

Tier 2 ........................................................................................................ [30] 20 50 [$4,000] $16,000/month. 

Tier 3 ........................................................................................................ 50 80 [$8,000] $24,000/month. 

[Tier 4 ....................................................................................................... 100 100 $16,000/month] 

Thus, as proposed, a participating 

Floor Broker would qualify for the 

Percentage Growth Incentive by 

executing ADV growth in manual 

billable contract sides that is 5%, 20%, 

50%, or 100% over the greater of (1) 

30,000 contract sides ADV, or (2) 100% 

of their ADV during the second half of 

2020 (i.e., July through December 2020). 

A Floor Broker that participates in the 

FB Prepay Program and achieves a 

Percentage Growth Incentive Tier, as 

modified, will continue to be eligible for 

an annual rebate that is the greater of 

the ‘‘Total Percentage Reduction of prepaid annual Eligible Fixed Costs’’ or the 

‘‘Alternative Rebate’’ based on the Tier 

achieved. A Floor Broker that is new to 

the Exchange (or one that did not 

execute at least 30,000 contract sides in 

billable manual ADV in the second half 

of 2020) would continue to have the 

ability to qualify for the Percentage 

Growth Incentive by executing at least 

30,000 contract sides in manual billable 

ADV, increased by the specified 

percentages during the year. The total 

rebate available for achieving each Tier 

would be the same regardless of 

whether the Floor Broker qualifies based 

on 100% of its second half of 2020 

volume or the minimum 30,000 ADV 

contract sides benchmark. 

The Exchange also proposes to 

provide participants in the FB Prepay 

Program with the opportunity to qualify 

for enhanced credits on QCC 

transactions. Specifically, Floor Brokers 

that participate in the FB Prepay 

Program and increase their QCC credit 

eligible contracts in a month by at least 

20% over the greater of their second half 

of 2021 average monthly QCC credit 

eligible volume or 1,500,000 contracts 

will receive an additional credit of $0.04 

per contract on the first 300,000 QCC 

credit eligible QCC trades and an 

additional credit of $0.01 per contract 

on all QCC credit eligible QCC trades 

above 300,000, subject to the monthly 

maximum credit per Floor Broker firm. 

The Exchange believes that the 

proposed credits would provide an 

additional incentive for Floor Brokers to 

participate in the FB Prepay Program. 

Finally, the Exchange proposes to 

modify the date it will use for the 

calculation of a Floor Broker’s Eligible 

Fixed Costs for the following calendar 

year. The FB Prepay Program currently 

specifies that a Floor Broker that 

commits to the program will be invoiced 

in January for Eligible Fixed Costs, 


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5908 Federal Register / Vol. 87, No. 22 / Wednesday, February 2, 2022 / Notices 

11The Fee Schedule currently provides that the 

‘‘Exchange will not issue any refunds in the event 

that a Floor Broker organization’s prepaid Eligible 

Fixed Costs exceeds such actual annual costs, 

except that the Exchange will refund certain of the 

prepaid Eligible Fixed costs that were waived for 

Qualifying Firms, as defined, and set forth in, 

Sections III.B and IV.’’ See Fee Schedule, Section 

III.E.1, FLOOR BROKER FIXED COST 

PREPAYMENT INCENTIVE PROGRAM (the ‘‘FB 

Prepay Program’’). The Exchange proposes 

clarifying changes to (1) delete the word ‘‘such’’ 

from the description of actual Eligible Fixed Costs, 

and (2) delete the reference to the circumstances 

under which the Exchange would refund certain 

prepaid Eligible Fixed Costs, as the Fee Schedule 

no longer provides for a waiver to Qualifying Firms 

in connection with COVID–19 related 

considerations. See Securities Exchange Act Release 

No. 92559 (August 4, 2021), 86 FR 43700 (August 

10, 2021) (SR–NYSEAmer–2021–34) (removing 

language from the Fee Schedule associated with 

COVID–19 related fee waivers). 

12 15 U.S.C. 78f(b). 

13 15 U.S.C. 78f(b)(4) and (5). 

14See Securities Exchange Act Release No. 51808 

(June 9, 2005), 70 FR 37496, 37499 (June 29, 2005) 

(S7–10–04) (‘‘Reg NMS Adopting Release’’). 

15The OCC publishes options and futures volume 

in a variety of formats, including daily and monthly 

volume by exchange, available here: https://

www.theocc.com/Market-Data/Market-DataReports/Volume-and-Open-Interest/MonthlyWeekly-Volume-Statistics. 

16Based on a compilation of OCC data for 

monthly volume of equity-based options and 

monthly volume of ETF-based options, see id., the 

Exchange’s market share in equity-based options 

was 9.09% for the month of November 2020 and 

7.06% for the month of November 2021. 

based on annualizing their Eligible 

Fixed Costs incurred in the previous 

November.11 The Exchange proposes to 

modify the Fee Schedule to specify that 

the annualization of Eligible Fixed Costs 

would be based on costs incurred in 

November 2020. The Exchange believes 

that Floor Brokers’ costs as of November 

2020 would more accurately reflect 

Eligible Fixed Costs for the coming 

calendar year based on anticipated fixed 

costs in 2022. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

Section 6(b) of the Act,12 in general, and 

furthers the objectives of Sections 

6(b)(4) and (5) of the Act,13 in particular, 

because it provides for the equitable 

allocation of reasonable dues, fees, and 

other charges among its members, 

issuers and other persons using its 

facilities and does not unfairly 

discriminate between customers, 

issuers, brokers or dealers. 

The Proposed Rule Change Is 

Reasonable 

The Exchange operates in a highly 

competitive market. The Commission 

has repeatedly expressed its preference 

for competition over regulatory 

intervention in determining prices, 

products, and services in the securities 

markets. In Regulation NMS, the 

Commission highlighted the importance 

of market forces in determining prices 

and SRO revenues and, also, recognized 

that current regulation of the market 

system ‘‘has been remarkably successful 

in promoting market competition in its 

broader forms that are most important to 

investors and listed companies.’’ 14

There are currently 16 registered 

options exchanges competing for order 

flow. Based on publicly-available 

information, and excluding index-based 

options, no single exchange has more 

than 16% of the market share of 

executed volume of multiply-listed 

equity and ETF options trades.15

Therefore, currently no exchange 

possesses significant pricing power in 

the execution of multiply-listed equity 

and ETF options order flow. More 

specifically, in November 2021, the 

Exchange had less than 8% market 

share of executed volume of multiplylisted equity and ETF options trades.16

The Exchange believes that the evershifting market share among the 

exchanges from month to month 

demonstrates that market participants 

can shift order flow, or discontinue or 

reduce use of certain categories of 

products, in response to fee changes. 

Accordingly, competitive forces 

constrain options exchange transaction 

fees. Stated otherwise, changes to 

exchange transaction fees can have a 

direct effect on the ability of an 

exchange to compete for order flow. 

The Exchange believes the proposed 

modifications to the FB Prepay Program 

are reasonable because participation in 

the program is optional, and Floor 

Brokers can elect to participate and seek 

to qualify for the Percentage Growth 

Incentive as they see fit. The Exchange 

also believes that the proposed change 

is reasonably designed to encourage 

Floor Brokers to provide liquidity on the 

Exchange, to continue to incent Floor 

Brokers to participate in the FB Prepay 

Program, and to ensure that Floor 

Brokers that are new to the Exchange (or 

Floor Brokers that did not execute more 

than 30,000 ADV in contract sides) 

could also participate in the program, 

including by continuing to offer two 

alternative means to achieve the same 

rebate at each Tier. The Exchange 

believes that 30,000 ADV is a reasonable 

minimum threshold above which a 

participating Floor Broker would need 

to increase volume in order to realize 

the proposed Percentage Growth 

Incentive (and is on a similar playing 

field with Floor Brokers that exceeded 

this volume requirement in 2020). For 

Floor Brokers that exceeded 30,000 ADV 

in the second half of 2020, the Exchange 

believes it is reasonable to use each 

Floor Broker’s historical volume as a 

benchmark against which to measure 

future growth to achieve the Percentage 

Growth Incentive and further believes 

that activity in the second half of 2020 

would provide an appropriate updated 

benchmark in light of the market 

volatility in the first half of 2020 and the 

unusually high volumes observed in 

2021. 

In addition, the Exchange believes 

that the proposed changes to the 

Percentage Growth Incentive are 

reasonable because they are designed to 

continue to incent Floor Broker 

participation in the FB Prepay Program 

by making Tier 2 more achievable and 

by offering increased rebate amounts 

and therefore are designed to encourage 

increased executions by Floor Brokers 

on the Exchange, which activity would 

benefit all market participants. 

Moreover, the proposed change to 

offer participants in the FB Prepay 

Program credits on QCC transactions is 

reasonable because it would provide 

Floor Brokers with the opportunity to 

earn additional credits that they 

otherwise would not receive, based on 

their QCC trading activity. The 

Exchange believes that such credits 

would encourage Floor Brokers to 

increase both their billable volume and 

their QCC transactions executed on the 

Exchange, which would benefit all 

market participants by expanding 

liquidity and providing more trading 

opportunities, including to non-Floor 

Broker market participants (as well as 

participating Floor Brokers who do not 

reach the volume thresholds, as 

proposed). 

The Exchange also believes that the 

proposed change with respect to the 

date used for the calculation of Eligible 

Fixed Costs is reasonable because it 

expects Floor Broker organizations’ 

November 2020 costs to provide a more 

accurate basis for annualizing Eligible 

Fixed Costs for the coming calendar 

year based on anticipated fixed costs in 

2022. 

Finally, to the extent the proposed 

change continues to attract greater 

volume and liquidity to the Exchange 

Floor, the Exchange believes the 

proposed change would improve the 

Exchange’s overall competitiveness and 

strengthen its market quality for all 

market participants. In the backdrop of 

the competitive environment in which 

the Exchange operates, the proposed 

rule change is a reasonable attempt by 

the Exchange to increase the depth of its 

market and improve its market share 

relative to its competitors. 


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17See Reg NMS Adopting Release, supra note 14, 

at 37499. 

The Proposed Rule Change Is an 

Equitable Allocation of Credits and Fees 

The Exchange believes the proposed 

rule change is an equitable allocation of 

its fees and credits. The proposal is 

based on the amount and type of 

business that Floor Brokers transact on 

the Exchange, and Floor Brokers are not 

obligated to participate in the FB Prepay 

Program or attempt to trade sufficient 

volume to qualify for one of the 

Percentage Growth Incentive Tiers. In 

addition, all participating Floor Brokers 

have the opportunity to qualify for the 

same rebate at each Tier through two 

alternatives means (i.e., growth over the 

greater of at least 30,000 contract sides 

in billable ADV or the Floor Broker’s 

total billable manual ADV in the second 

half of 2020). The Exchange also notes 

that the proposed changes are designed 

to encourage Floor Brokers that have 

previously enrolled in the FB Prepay 

Program to reenroll for the upcoming 

year, as well as to attract Floor Brokers 

that have not yet participated in the 

program. 

Moreover, the Exchange believes that 

the proposed modifications to the FB 

Prepay Program are an equitable 

allocation of fees and credits because 

they would apply to participating Floor 

Brokers equally and are intended to 

encourage the important role performed 

by Floor Brokers in facilitating the 

execution of orders via open outcry and 

providing opportunities to obtain price 

improvement, a function which the 

Exchange wishes to support for the 

benefit of all market participants. The 

Exchange further believes that the 

proposed change with respect to the 

calculation of Eligible Fixed Costs is 

equitable because it would continue to 

be based on each Floor Broker 

organization’s annualized costs and 

because the November 2020 basis for 

annualizing costs would provide a more 

accurate reflection of Eligible Fixed 

Costs for the coming calendar year 

based on anticipated fixed costs in 2022. 

To the extent that the proposed 

change continues to incent Floor 

Brokers to participate in the FB Prepay 

Program and achieve the volume 

required to qualify for the Percentage 

Growth Incentive, the increased order 

flow would continue to make the 

Exchange a more competitive venue for, 

among other things, order execution. 

Similarly, to the extent the proposed 

change, and, in particular, the proposed 

additional credit for QCC transactions, 

encourages Floor Brokers to participate 

in a greater variety of transactions on 

the Exchange, the resulting increased 

order flow would likewise continue to 

make the Exchange a more competitive 

venue for order execution. Thus, the 

Exchange believes the proposed rule 

change would improve market quality 

for all market participants on the 

Exchange and, as a consequence, attract 

more order flow to the Exchange thereby 

improving market-wide quality and 

price discovery. 

The Proposed Rule Change Is Not 

Unfairly Discriminatory 

The Exchange believes the proposed 

modifications to the FB Prepay Program 

are not unfairly discriminatory because 

they would apply to all similarlysituated Floor Brokers. The proposal is 

based on the amount and type of 

business transacted on the Exchange, 

and Floor Brokers are not obligated to 

participate in the FB Prepay Program or 

try to achieve any of the Percentage 

Growth Incentive Tiers. 

The Exchange also believes that the 

proposed change is not unfairly 

discriminatory to non-Floor Brokers 

because it is intended to encourage 

Floor Brokers to continue facilitating the 

execution of orders via open outcry and 

providing opportunities to obtain price 

improvement, a function that benefits 

all market participants. 

To the extent that the proposed 

change continues to attract participation 

in the FB Prepay Program and incent 

Floor Brokers to increase volume to 

qualify for the Percentage Growth 

Incentive, the increased order flow 

would continue to make the Exchange a 

more competitive venue for, among 

other things, order execution. Thus, the 

Exchange believes the proposed rule 

change would improve market quality 

for all market participants on the 

Exchange and, as a consequence, attract 

more order flow to the Exchange thereby 

improving market-wide quality and 

price discovery. 

In addition, to the extent that the 

proposed change attracts a variety of 

transactions to the Exchange, this 

increased order flow would continue to 

make the Exchange a more competitive 

venue for order execution. Thus, the 

Exchange believes the proposed rule 

change would improve market quality 

for all market participants on the 

Exchange and, as a consequence, attract 

more order flow to the Exchange Floor, 

thereby improving market-wide quality 

and price discovery. The resulting 

increased volume and liquidity would 

provide more trading opportunities and 

tighter spreads to all market participants 

and thus would promote just and 

equitable principles of trade, 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. 

Finally, the Exchange believes that it 

is subject to significant competitive 

forces, as described below in the 

Exchange’s statement regarding the 

burden on competition. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

In accordance with Section 6(b)(8) of 

the Act, the Exchange does not believe 

that the proposed rule change would 

impose any burden on competition that 

is not necessary or appropriate in 

furtherance of the purposes of the Act. 

Instead, as discussed above, the 

Exchange believes that the proposed 

changes would encourage the 

submission of additional liquidity to a 

public exchange, thereby promoting 

market depth, price discovery and 

transparency and enhancing order 

execution opportunities for all market 

participants. As a result, the Exchange 

believes that the proposed change 

furthers the Commission’s goal in 

adopting Regulation NMS of fostering 

integrated competition among orders, 

which promotes ‘‘more efficient pricing 

of individual stocks for all types of 

orders, large and small.’’ 17

Intramarket Competition. The 

Exchange believes the proposed change 

will continue to incent Floor Brokers to 

participate in the FB Prepay Program 

and encourage order flow to be directed 

to the Exchange Floor, which would 

enhance the quality of quoting and may 

increase the volumes of contracts traded 

on the Exchange. To the extent that the 

proposed change imposes an additional 

competitive burden on non-Floor 

Brokers, the Exchange believes that any 

such burden would be appropriate 

because of Floor Brokers’ important role 

in facilitating the execution of orders via 

open outcry and providing 

opportunities for price improvement, 

and the Exchange believes the proposed 

change is designed to encourage and 

support that function. 

In addition, to the extent that the 

proposed change in fact encourages 

Floor Broker volume, all market 

participants should benefit from the 

improved market liquidity. Enhanced 

market quality and increased 

transaction volume that results from the 

anticipated increase in order flow 

directed to the Exchange will benefit all 

market participants and improve 

competition on the Exchange. 

Intermarket Competition. The 

Exchange believes that the proposed 

change would promote competition 


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5910 Federal Register / Vol. 87, No. 22 / Wednesday, February 2, 2022 / Notices 

18 15 U.S.C. 78s(b)(3)(A). 

19 17 CFR 240.19b–4(f)(2). 20 15 U.S.C. 78s(b)(2)(B). 

21 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 No. 93776 

(December 14, 2021), 86 FR 71983 (‘‘Notice’’). 

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

between the Exchange and other 

execution venues by encouraging 

additional orders to be sent to the 

Exchange Floor for execution. The 

proposed modifications to the FB 

Prepay Program are designed to 

continue to incent Floor Broker 

participation in the program, including 

by making the incentives more 

achievable and increasing the amounts 

of the rebates available. The Exchange 

thus believes that the proposed change 

would continue to encourage Floor 

Brokers to execute orders on the Floor 

of the Exchange, which would increase 

volume and liquidity, to the benefit of 

all market participants by providing 

more trading opportunities and tighter 

spreads. 

Given the robust competition for 

volume among options markets, 

implementing programs to attract order 

flow, such as the proposed 

modifications to the FB Prepay Program, 

are consistent with the above-mentioned 

goals of the Act. 

The Exchange notes that it operates in 

a highly competitive market in which 

market participants can readily favor 

competing venues. In such an 

environment, the Exchange must 

continually review, and consider 

adjusting, its fees and credits to remain 

competitive with other exchanges. For 

the reasons described above, the 

Exchange believes that the proposed 

rule change reflects this competitive 

environment. 

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 

The foregoing rule change is effective 

upon filing pursuant to Section 

19(b)(3)(A) 18 of the Act and 

subparagraph (f)(2) of Rule 19b–4 19

thereunder, because it establishes a due, 

fee, or other charge imposed by the 

Exchange. 

At any time within 60 days of the 

filing of such 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 

under Section 19(b)(2)(B) 20 of the Act 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 (http://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

NYSEAMER–2022–06 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–NYSEAMER–2022–06. 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 

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 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–NYSEAMER–2022–06, and 

should be submitted on or before 

February 23, 2022. 

For the Commission, by the Division 

of Trading and Markets, pursuant to 

delegated authority.21

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–02081 Filed 2–1–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–94089; File No. SR– 

EMERALD–2021–42] 

Self-Regulatory Organizations; MIAX 

Emerald, LLC; Suspension of and 

Order Instituting Proceedings To 

Determine Whether To Approve or 

Disapprove Proposed Rule Change To 

Amend the MIAX Emerald Fee 

Schedule To Adopt a Tiered Pricing 

Structure for Certain Connectivity Fees 

January 27, 2022. 

I. Introduction 

On December 1, 2021, MIAX Emerald, 

LLC (‘‘MIAX Emerald’’ or ‘‘Exchange’’) 

filed with the Securities and Exchange 

Commission (‘‘Commission’’), pursuant 

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

Exchange Act of 1934 (‘‘Exchange Act’’ 

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

a proposed rule change (File Number 

SR–EMERALD–2021–42) to amend the 

Exchange’s Fee Schedule (‘‘Fee 

Schedule’’) to adopt a tiered pricing 

structure for certain connectivity fees. 

The 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 change was 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 Number 

SR–EMERALD–2021–42; and (ii) 

instituting proceedings to determine 

whether to approve or disapprove File 

Number SR–EMERALD–2021–42. 


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