Federal Register / Vol. 87, No. 41 / Wednesday, March 2, 2022 / Notices 11763 

1See Letter from Robert Books, Chair, CTA/CQ 

Operating Committee, to Vanessa Countryman, 

Secretary, Commission (Nov. 5, 2021) (‘‘Cover 

Letter’’). 

2The CTA Plan, pursuant to which markets 

collect and disseminate last-sale price information 

for non-Nasdaq-listed securities, is a ‘‘transaction 

reporting plan’’ under Rule 601 of Regulation NMS, 

Continued 

investment company. The applicant has 

transferred its assets to Hartford 

Schroders Sustainable Core Bond Fund, 

a series of The Hartford Mutual Funds 

II, Inc., and on November 12, 2021 made 

a final distribution to its shareholders 

based on net asset value. Expenses of 

approximately $381,043.32 incurred in 

connection with the reorganization were 

paid by the applicant, the applicant’s 

investment adviser and the acquiring 

fund’s investment adviser. 

Filing Date: The application was filed 

on February 2, 2022. 

Applicant’s Address: sean.graber@

morganlewis.com. 

For the Commission, by the Division of 

Investment Management, pursuant to 

delegated authority. 

Dated: February 25, 2022. 

Jill M. Peterson, 

Assistant Secretary. 

[FR Doc. 2022–04385 Filed 3–1–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–247, OMB Control No. 

3235–0259] 

Proposed Collection; Comment 

Request 

Upon Written Request, Copies Available 

From: Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE, Washington, DC 

20549–2736 

Extension: 

Rule 19h–1 

Notice is hereby given that pursuant 

to the Paperwork Reduction Act of 1995 

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

Securities and Exchange Commission 

(‘‘Commission’’) is soliciting comments 

on the existing collection of information 

provided for in Rule 19h–1 (17 CFR 

240.19h–1), under the Securities 

Exchange Act of 1934 (15 U.S.C. 78a et 

seq.). The Commission plans to submit 

this existing collection of information to 

the Office of Management and Budget 

(‘‘OMB’’) for extension and approval. 

Rule 19h–1 prescribes the form and 

content of notices and applications by 

self-regulatory organizations (‘‘SROs’’) 

regarding proposed admissions to, or 

continuances in, membership, 

participation or association with a 

member of any person subject to a 

statutory disqualification. 

The Commission uses the information 

provided in the submissions filed 

pursuant to Rule 19h–1 to review 

decisions by SROs to permit the entry 

into or continuance in the securities 

business of persons who have 

committed serious misconduct. The 

filings submitted pursuant to the Rule 

also permit inclusion of an application 

to the Commission for consent to 

associate with a member of an SRO 

notwithstanding a Commission order 

barring such association. 

The Commission reviews filings made 

pursuant to the Rule to ascertain 

whether it is in the public interest to 

permit the employment in the securities 

business of persons subject to statutory 

disqualification. The filings contain 

information that is essential to the staff’s 

review and ultimate determination on 

whether an association or employment 

is in the public interest and consistent 

with investor protection. 

It is estimated that approximately 20 

respondents will make submissions 

pursuant to this Rule annually. With 

respect to submissions for Rule 19h–1(a) 

notices, and based upon past 

submissions, the staff estimates that 

respondents will make a total of 11 

submissions per year. The staff 

estimates that the average number of 

hours necessary to complete a 

submission pursuant to Rule 19h–1(a) 

notices is 80 hours (for a total annual 

burden for all respondents in the 

amount of 17,600 hours). With respect 

to submissions for Rule 19h–1(a)(4) 

notifications, and based upon past 

submissions, the staff estimates that 

respondents will make a total of 9 

submissions per year. The staff 

estimates that the average number of 

hours necessary to complete a 

submission pursuant to Rule 19h–1(a)(4) 

notifications is 80 hours (for a total 

annual burden for all respondents in the 

amount of 14,400 hours). With respect 

to submissions for Rule 19h–1(b), and 

based upon past submissions, the staff 

estimates that respondents will make a 

total of 28 submissions per year. The 

staff estimates that the average number 

of hours necessary to complete a 

submission pursuant to Rule 19h–1(b) is 

13 hours (for a total annual burden for 

all respondents in the amount of 7,280 

hours). With respect to submissions for 

Rule 19h–1(d), and based upon past 

submissions, the staff estimates that 

respondents will make a total of 5 

submissions per year. The staff 

estimates that the average number of 

hours necessary to complete a 

submission pursuant to Rule 19h–1(d) is 

80 hours (for a total annual burden for 

all respondents in the amount of 8,000 

hours). The aggregate annual burden for 

all respondents is thus approximately 

47,280 hours (17,600 + 14,400 + 7,280 

+ 8,000). 

Written comments are invited on: (a) 

Whether the proposed collection of 

information is necessary for the proper 

performance of the functions of the 

Commission, including whether the 

information shall have practical utility; 

(b) the accuracy of the Commission’s 

estimates of the burden of the proposed 

collection of information; (c) ways to 

enhance the quality, utility and clarity 

of the information to be collected; and 

(d) ways to minimize the burden of the 

collection of information on 

respondents, including through the use 

of automated collection techniques or 

other forms of information technology. 

Consideration will be given to 

comments and suggestions submitted in 

writing within 60 days of this 

publication May 2, 2022. 

An agency may not conduct or 

sponsor, and a person is not required to 

respond to, a collection of information 

under the PRA unless it displays a 

currently valid OMB control number. 

Please direct your written comments 

to: David Bottom, Director/Chief 

Information Officer, Securities and 

Exchange Commission, c/o John 

Pezzullo, 100 F Street NE, Washington, 

DC 20549, or send an email to: PRA_

Mailbox@sec.gov. 

Dated: February 25, 2022. 

Jill M. Peterson, 

Assistant Secretary. 

[FR Doc. 2022–04386 Filed 3–1–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–94309; File No. SR–CTA/ 

CQ–2021–03] 

Consolidated Tape Association; Order 

Instituting Proceedings To Determine 

Whether To Approve or Disapprove the 

Twenty-Fifth Charges Amendment to 

the Second Restatement of the CTA 

Plan and Sixteenth Charges 

Amendment to the Restated CQ Plan 

February 24, 2022. 

I. Introduction 

On November 5, 2021,1 certain 

participants in the Second Restatement 

of the Consolidated Tape Association 

(‘‘CTA’’) Plan and Restated 

Consolidated Quotation (‘‘CQ’’) Plan 

(collectively ‘‘CTA/CQ Plans’’ or 

‘‘Plans’’) 2 filed with the Securities and 


lotter on DSK11XQN23PROD with NOTICES1
11764 Federal Register / Vol. 87, No. 41 / Wednesday, March 2, 2022 / Notices 

17 CFR 242.601, and a ‘‘national market system 

plan’’ under Rule 608 of Regulation NMS, 17 CFR 

242.608. The CQ Plan, pursuant to which markets 

collect and disseminate bid/ask quotation 

information for non-Nasdaq-listed securities, is a 

‘‘national market system plan’’ under Rule 608 

under the Act, 17 CFR 242.608. See Securities 

Exchange Act Release Nos. 10787 (May 10, 1974), 

39 FR at 17799 (May 20, 1974) (declaring the CTA 

Plan effective); 15009 (July 28, 1978), 43 FR at 

34851 (Aug. 7, 1978) (temporarily authorizing the 

CQ Plan); and 16518 (Jan. 22, 1980), 45 FR at 6521 

(Jan. 28, 1980) (permanently authorizing the CQ 

Plan). The most recent restatement of both Plans 

was in 1995. 

3 15 U.S.C 78k–1. 

4 17 CFR 242.608. 

5The Proposed Amendment was approved and 

executed by more than the Plans’ required twothirds of the self-regulatory organizations (‘‘SROs’’) 

that are participants of the UTP Plan. The 

participants that approved and executed the 

amendment (the ‘‘Participants’’) are: Cboe BYX 

Exchange, Inc., Cboe BZX Exchange, Inc., Cboe 

EDGA Exchange, Inc., Cboe EDGX Exchange, Inc., 

Cboe Exchange, Inc., Nasdaq ISE, LLC, Nasdaq 

PHLX, Inc., The Nasdaq Stock Market LLC, New 

York Stock Exchange LLC, NYSE American LLC, 

NYSE Arca, Inc., NYSE Chicago, Inc., and NYSE 

National, Inc.. The other SROs that are participants 

in the Plans are: Financial Industry Regulatory 

Authority, Inc., The Investors’ Exchange LLC, LongTerm Stock Exchange, Inc., MEMX LLC, MIAX 

PEARL, LLC, and Nasdaq BX, Inc. 

6See Securities Exchange Act Release No. 93625 

(Nov. 19, 2021), 86 FR 67517 (Nov. 26, 2021) 

(‘‘Notice’’). Comments received in response to the 

Notice are available at https://www.sec.gov/ 

comments/sr-ctacq-2021-03/srctacq202103.htm. 

7 17 CFR 242.608(b)(2)(i). 

8The full text of the Proposed Amendment 

appears as Attachment A to the Notice. See Notice, 

supra note 6, 86 FR 67521–24. 

9See Securities Exchange Act Release No. 90610, 

86 FR 18596 (April 9, 2021) (File No. S7–03–20) 

(‘‘MDI Rule Release’’). 

10See Securities Exchange Act Release No. 93615 

(Nov. 19, 2021), 86 FR 67800 (Nov. 29, 2021). 

11 17 CFR 242.600(b)(26). 

12The Participants state that they propose to price 

subsets of data that constitute core data separately 

so that data subscriber users have flexibility in how 

much consolidated market data content they wish 

to purchase. For example, the Participants state that 

they understand that certain data subscribers may 

not wish to add depth-of-book data or auction 

information, or may want to add only depth-of-book 

information, but not auction information. 

Accordingly, Participants are proposing to price 

subsets of data to provide flexibility to data 

subscribers. However, the Participants state that 

they expect that competing consolidators would 

purchase all core data. 

Exchange Commission (‘‘SEC’’ or 

‘‘Commission’’), pursuant to Section 

11A of the Securities Exchange Act of 

1934 (‘‘Act’’) 3 and Rule 608 of 

Regulation National Market System 

(‘‘NMS’’) thereunder,4 a proposal (the 

‘‘Proposed Amendment’’) to amend the 

Plans.5 The Proposed Amendment was 

published for comment in the Federal 

Register on November 26, 2021.6

This order institutes proceedings, 

under Rule 608(b)(2)(i) of Regulation 

NMS,7 to determine whether to approve 

or disapprove the Proposed Amendment 

or to approve the Proposed Amendment 

with any changes or subject to any 

conditions the Commission deems 

necessary or appropriate after 

considering public comment. 

II. Summary of the Proposed 

Amendment 8

Under the Proposed Amendment, the 

Participants propose to amend the Plans 

to adopt fees for the receipt of the 

expanded content of consolidated 

market data pursuant to the 

Commission’s Market Data 

Infrastructure Rule (‘‘MDI Rule’’).9 The 

Participants have submitted a separate 

amendment to implement the non-feerelated aspects of the MDI Rule.10

The Participants propose a fee 

structure for the following three 

categories of consolidated equity market 

data, which collectively constitute the 

amended definition of core data, as that 

term is defined in amended Rule 

600(b)(21) of Regulation NMS:11

(1) Level 1 Core Data, which would 

include Top of Book Quotations, Last 

Sale Price Information, and odd-lot 

information (as defined in amended 

Rule 600(b)(59)). Plan fees to subscribers 

currently are for Top of Book Quotations 

and Last Sale Price Information, as well 

as what is now defined as 

administrative data (as defined in 

amended Rule 600(b)(2)), regulatory 

data (as defined in amended Rule 

600(b)(78)), and self-regulatory 

organization-specific program data (as 

defined in amended Rule 600(b)(85)). 

The Participants propose that Level 1 

Core Data would continue to include all 

information that subscribers receive for 

current fees and add odd-lot 

information; 

(2) Depth of book data (as defined in 

amended Rule 600(b)(26)); and 

(3) Auction information (as defined in 

amended Rule 600(b)(5)).12

Professional and Nonprofessional Fees 

For each of the three categories of data 

described above, the Participants 

propose a Professional Subscriber 

Charge and a Nonprofessional 

Subscriber Charge. 

With respect to Level 1 Core Data, the 

Participants are not proposing to change 

the Professional Subscriber and 

Nonprofessional Subscriber fees 

currently set forth in the Plans. Access 

to odd-lot information would be made 

available to Level 1 Core Data 

Professional and Nonprofessional 

Subscribers at no additional charge. 

With respect to depth-of-book data, 

Professional Subscribers would pay 

$99.00 per device per month for each 

Network’s data. Nonprofessional 

Subscribers would pay $4.00 per 

subscriber per month for each Network’s 

depth-of-book data. The Participants are 

not proposing per-quote packet charges 

or enterprise rates for either Professional 

Subscribers or Nonprofessional 

Subscribers use of depth-of-book data at 

this time. 

Finally, with respect to auction 

information, both Professional 

Subscribers and Nonprofessional 

Subscribers would pay $10.00 per 

device/subscriber per month for each 

Network’s auction information data. 

Non-Display Use Fees 

The Participants propose Non-Display 

Use Fees relating to the three categories 

of data described above: (1) Level 1 Core 

Data; (2) depth-of-book data; and (3) 

auction information. 

With respect to Level 1 Core Data, the 

Participants are not proposing to change 

the Non-Display Use fees currently set 

forth in the Plans. Access to odd-lot 

information would be made available to 

Level 1 Core Data subscribers at no 

additional charge. 

With respect to depth-of-book data, 

subscribers would pay Non-Display Use 

Fees of $12,477.00 per month for each 

category of Non-Display Use per 

Network. 

With respect to auction information, 

subscribers would pay Non-Display Use 

fees of $1,248.00 per month for each 

category of Non-Display Use per 

Network. 

Access Fees 

Finally, the Participants propose 

Access Fees regarding the use of the 

three categories of data: (1) Level 1 Core 

Data; (2) depth-of-book data; and (3) 

auction information. 

With respect to Level 1 Core Data, the 

Participants are not proposing to change 

the Access Fees currently set forth in 

the Plans. Access to odd-lot information 

would be made available to Level 1 Core 

Data subscribers at no additional charge. 

With respect to depth-of-book data, 

subscribers would pay a monthly 

Access Fee of $9,850.00 per Network. 

With respect to auction information, 

subscribers would pay a monthly 

Access Fee of $985.00 per Network. 

Clarifications Related to Expanded 

Content 

In addition to the above fees, the 

Participants propose adding clarifying 

language regarding the applicability of 

various fees given the availability of the 

expanded market data content. 

First, the Participants propose to 

clarify that the Per-Quote-Packet 

Charges and the Broker-Dealer 

Enterprise Cap are not applicable to the 

expanded content, and only apply to the 

receipt and use of Level 1 Core Data. 


lotter on DSK11XQN23PROD with NOTICES1
Federal Register / Vol. 87, No. 41 / Wednesday, March 2, 2022 / Notices 11765 

13The Participants state that the current exclusive 

securities information processor (‘‘SIP’’) is not 

charged a Redistribution Fee. The Participants state, 

however, that unlike competing consolidators, the 

processor has been retained by the Plans to serve 

as an exclusive SIP, is subject to oversight by both 

the Plans and the Commission, and neither pays for 

the data nor engages with data subscriber 

customers. The Participants state that, by contrast, 

under the competing consolidator model, the Plans 

would have no role in either oversight of or 

determining which entities choose to be a 

competing consolidator, a competing consolidator 

would need to purchase consolidated market data 

just as any other vendor would, and competing 

consolidators would be responsible for competing 

for data subscriber clients. Accordingly, the 

Participants argue that competing consolidators 

would be more akin to vendors than the current 

exclusive SIPs. The Participants state that if any 

entity that is currently an exclusive SIP chooses to 

register as a competing consolidator, such entity 

would be subject to the Redistribution Fee. 

14The Participants argue that it would be more 

appropriate to compare competing consolidators 

and self-aggregators with respect to the fees charged 

for receipt and use of market data from the 

Participants and to address the fees for the usage 

of consolidated market data based on their actual 

usage, which, the Participants argue, is consistent 

with the statutory requirements of the Act that the 

data be provided on terms that are not unreasonably 

discriminatory. The Participants state that, for 

instance, Participants have proposed to charge a 

data access fee to competing consolidators that 

would be the same fee to self-aggregators. 

15See Letters to Vanessa Countryman, Secretary, 

Commission from Hope M. Jarkowski, General 

Counsel, NYSE Group, Inc. (Jan. 22, 2022) (‘‘NYSE 

Letter’’); Christopher Solgan, Senior Counsel, MIAX 

Exchange Group (Jan.12, 2022) (‘‘MIAX Letter’’); 

Emil Framnes and Simon Emrich, Norges Bank 

Investment Management (Jan. 5, 2022) (‘‘NBIM 

Letter’’); James Angel, Ph.D., CFP, CFA, Associate 

Professor of Finance, Georgetown University (Dec. 

21, 2021) (‘‘Angel Letter’’); Luc Burgun, President 

and CEO, NovaSparks S.A.S. (Dec. 17, 2021) 

(‘‘NovaSparks Letter’’); Joe Wald, Managing 

Director, Co-Head of Electronic Trading, BMO 

Capital Markets Group, BMO Capital Markets and 

Ray Ross, Managing Director, Co-Head of Electronic 

Trading, BMO Capital Markets Group (Dec. 17, 

2021) (‘‘BMO Letter’’); Erika Moore, Vice President 

and Corporate Secretary, Nasdaq Stock Market LLC 

(Dec. 17, 2021) (‘‘Nasdaq Letter’’); John Ramsay, 

Chief Market Policy Officer, Investors Exchange 

LLC (Dec. 17, 2021) (‘‘IEX Letter’’); Ellen Greene, 

Managing Director, Equity & Options Market 

Structure, Securities Industry and Financial 

Markets Association and William C. Thum, 

Managing Director and Associate General Counsel, 

Asset Management Group, Securities Industry and 

Financial Markets Association (Dec. 17, 2021) 

(‘‘SIFMA Letter’’); Marcia E. Asquith, Executive 

Vice President, Board and External Relations, 

Financial Industry Regulatory Authority, Inc. (Dec. 

17, 2021) (‘‘FINRA Letter’’); Patrick Flannery, Chief 

Executive Officer, MayStreet (Dec. 17, 2021) 

(‘‘MayStreet Letter’’); Hubert De Jesus, Managing 

Director, Global Head of Market Structure and 

Electronic Trading, BlackRock and Samantha 

DeZur, Director, Global Public Policy, BlackRock 

(Dec. 16, 2021) (‘‘BlackRock Letter’’); Jonathan Hill, 

CEO, Cutler Group, LP Anand Prakash, CTO, Cutler 

Group, LP Nader Sharabati, CFO, Cutler Group, LP 

and Doug Patterson, CCO, Cutler Group, LP (Dec. 

16, 2021) (‘‘Cutler Letter’’); Quinton Pike, CEO, 

Polygon.io, Inc. (Nov. 30, 2021) (‘‘Polygon.io 

Letter’’); Allison Bishop, President, Proof Services 

LLC (Nov. 22, 2021) (‘‘Proof Letter’’); Adrian 

Griffiths, Head of Market Structure, MEMX LLC, 

(Nov. 8, 2021) (‘‘MEMX Letter’’). 

16See MIAX Letter, supra note 15; NBIM Letter, 

supra note 15; Angel Letter, supra note 15; 

NovaSparks Letter, supra note 15; BMO Capital 

Letter, supra note 15; IEX Letter, supra note 15; 

SIFMA Letter, supra note 15; FINRA Letter, supra 

note 15; MayStreet Letter, supra note 15; BlackRock 

Letter, supra note 15; Cutler Letter, supra note 15; 

Polygon.io Letter, supra note 15; Proof Letter, supra 

note 15; MEMX Letter, supra note 15. 

17See Nasdaq Letter, supra note 15; NYSE Letter, 

supra note 15. 

The Participants state that, under the 

current Price List, the Per-Quote-Packet 

Charges and Enterprise Cap serve as 

alternative fee schedules to the normally 

applied Professional and 

Nonprofessional Subscriber Charges, 

and, further, that the proposed changes 

are designed to clarify that these 

alternative fee schedules are only 

available with respect to the use of 

Level 1 Core Data, and the fees for the 

use of depth-of-book data and auction 

information must be determined 

pursuant to the Professional and 

Nonprofessional fees described above. 

Second, the Participants propose to 

clarify that Level 1 Core Data would 

include Top of Book Quotation 

Information, Last Sale Price 

Information, odd-lot information, 

administrative data, regulatory data, and 

self-regulatory organization program 

data. The Participants state that the 

Proposed Amendment would use terms 

defined in amended Rule 600(b) to 

reflect both current data made available 

to data subscribers and the additional 

odd-lot information that would be 

included at no additional charge. 

Third, the Participants propose to 

clarify that the existing Redistribution 

Fees would apply to all three categories 

of core data (i.e., Level 1, depth-of-book, 

and auction information), including any 

subset thereof. According to the 

Participants, Redistribution Fees are 

charged to any entity that makes last 

sale information or quotation 

information available to any other entity 

or to any person other than its 

employees, irrespective of the means of 

transmission or access. The Participants 

propose to amend this description to 

make it applicable to core data, as that 

term is defined in amended Rule 

600(b)(21). The Participants are not 

proposing to change the fee level for 

Redistribution Fees themselves. 

Fourth, the Participants propose that 

the existing Redistribution Fees would 

be charged to competing consolidators. 

The Participants argue (1) that the 

comparison the Commission made in 

the MDI Rule Release between selfaggregators (which would not pay 

Redistribution Fees) and competing 

consolidators is not appropriate in 

determining whether a redistribution fee 

is not unreasonably discriminatory; and 

(2) that the Participants do not believe 

that the Commission’s comparison is 

consistent with the current longstanding practice that redistribution fees 

are charged to any entity that distributes 

data externally.13 The Participants state 

that, by definition, a self-aggregator 

would not be distributing data 

externally and therefore would not be 

subject to such fees, which, according to 

the Participants is consistent with 

current practice that a subscriber to 

consolidated data that only uses data for 

internal use is not charged a 

Redistribution Fee. 

The Participants state that the more 

appropriate comparison would be 

between competing consolidators and 

downstream vendors, both of which 

would be selling consolidated market 

data directly to market data subscribers. 

The Participants state that vendors are 

and still would be subject to 

Redistribution Fees when redistributing 

data to market data subscribers, and that 

it would be unreasonably 

discriminatory for competing 

consolidators, which would be 

competing with downstream market 

data vendors for the same data 

subscriber customers, to not be charged 

a Redistribution Fee for exactly the 

same activity. The Participants argue 

that it would be unreasonably 

discriminatory and impose a burden on 

competition to not charge competing 

consolidators the Redistribution Fee.14

Finally, the Participants propose to 

make non-substantive changes to 

language in the fee schedules to take 

into account the expanded content. For 

example, the Participants are proposing 

to add headings referencing Level 1 

Core Data. Additionally, under Data 

Access Charges and Multiple Feed 

Charges, the Participants are proposing 

to amend ‘‘Bid-Ask’’ to refer to ‘‘Top of 

Book and odd-lot information.’’ 

Administrative Fees 

The Participants are not proposing 

any changes to the Multiple Feed 

Charges, Late/Clearly Erroneous 

Reporting Charges, and Consolidated 

Volume Data Non-Compliance Fee. 

According to the Participants, these 

current fees are administrative fees and 

would continue to apply to any data 

usage. 

III. Summary of Comments 

The Commission has received 16 

comment letters on the Proposed 

Amendment.15 Fourteen commenters 

object to the Proposed Amendment,16

and two commenters support the 

Proposed Amendment.17


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11766 Federal Register / Vol. 87, No. 41 / Wednesday, March 2, 2022 / Notices 

18See MIAX Letter, supra note 15, at 3; IEX 

Letter, supra note 15, at 2–3. See also BMO Letter, 

supra note 15, at 2–3; SIFMA Letter, supra note 15, 

at 4–5 (noting that the fees charged by monopolistic 

providers, such as exclusive SIPs, to be tied to some 

type of cost-based standard in order to preclude 

excessive profits if fees are too high or 

underfunding or subsidization if fees are too low); 

MayStreet Letter, supra note 15, at 6; BlackRock 

Letter, supra note 15, at 2; Proof Letter, supra note 

15, at 2, 3; MEMX Letter, supra note 15, at 18. 

19See IEX Letter, supra note 15, at 1, 2–3 (stating 

that the proposal fails to establish that the fees for 

the data content underlying consolidated market 

data meet the statutory standards of being fair, 

reasonable, and not unreasonably discriminatory); 

MIAX Letter, supra note 15, at 3. See also BMO 

Letter, supra note 15, at 2–3; SIFMA Letter, supra 

note 15, at 4–5 (noting that the fees charged by 

monopolistic providers, such as exclusive SIPs, 

need to be tied to some type of cost-based standard 

in order to preclude excessive profits if fees are too 

high or underfunding or subsidization if fees are too 

low); MayStreet Letter, supra note 15, at 6; 

BlackRock Letter, supra note 15, at 2; Proof Letter, 

supra note 15, at 2, 3; MEMX Letter, supra note 15, 

at 18. 

20See MIAX Letter, supra note 15, at 3; MayStreet 

Letter, supra note 15, at 6; BlackRock Letter, supra 

note 15, at 2, 4–5; IEX Letter, supra note 15, at 4; 

Proof Letter, supra note 15, at 3; MEMX Letter, 

supra note 15, at 8, 11–12. 

21See MIAX Letter, supra note 15, at 4; SIFMA 

Letter, supra note 15, at 4, 5; IEX Letter, supra note 

15, at 4. 

22See MIAX Letter, supra note 15, at 4. 

23See MIAX Letter, supra note 15, at 3; SIFMA 

Letter, supra note 15, at 4, 5; IEX Letter, supra note 

15, at 1, 2–3. 

24See MIAX Letter, supra note 15, at 3; SIFMA 

Letter, supra note 15, at 5. 

25See IEX Letter, supra note 15, at 1, 2–3; SIFMA 

Letter, supra note 15, at 5; MIAX Letter, supra note 

15, at 3 (noting that the vast majority of such equity 

market data plan fees were adopted prior to 

issuance of the Commission’s staff fee guidance, 

and multiple SROs have more recently included 

cost based analysis when proposing fees for a 

market data product). 

26See MIAX Letter, supra note 15, at 3. 

27See SIFMA Letter, supra note 15, at 5; MIAX 

Letter, supra note 15, at 3; MayStreet Letter, supra 

note 15, at 6. 

28See NYSE Letter, supra note 15, at 3 (stating 

that the legislative history of the 1975 amendments 

to the Exchange Act, and particularly Section 11A, 

reflects that Congress’s principal concern was 

promoting competition between exchanges, not 

regulating market data pricing; and that economic 

studies have demonstrated that separating out the 

costs of producing market data from the other costs 

of operating an SRO is an impossible task that 

would enmesh the Commission in a continuous 

ratemaking process that would produce arbitrary 

results). 

29See id. at 3–4. 

30See id. at 4. 31See id. 

32See Nasdaq Letter, supra note 15, at 3. 

33See id. 

34See id. 

35See id. at 5–6 (citing to ‘‘Staff Guidance on SRO 

Rule Filings Relating to Fees’’ (May 19, 2019), 

available at https://www.sec.gov/tm/staff-guidancesro-rule-filings-fees). The Staff Guidance on SRO 

Rule Filings Relating to Fees in fact states: ‘‘If a Fee 

Filing proposal lacks persuasive evidence that the 

proposed fee is constrained by significant 

competitive forces, the SRO must provide a 

substantial basis, other than competitive forces, 

demonstrating that the fee is consistent with the 

Exchange Act. One such basis may be the 

production of related revenue and cost data, as 

discussed further below.’’ See ‘‘Staff Guidance on 

SRO Rule Filings Relating to Fees’’ (May 19, 2019), 

available at https://www.sec.gov/tm/staff-guidancesro-rule-filings-fees. 

36See Proof Letter, supra note 15; NBIM Letter, 

supra note 15; MayStreet Letter, supra note 15. 

37See Proof Letter, supra note 15, at 3. 

A. Comments Regarding the 

Methodology Used To Justify the 

Proposed Fees 

Some commenters oppose the 

Proposed Amendment, arguing that the 

proposed fees are based on a flawed 

methodology that, inconsistent with the 

MDI Rule Release, fails to provide a 

cost-based justification.18 These 

commenters state that the proposal 

should bear a reasonable relationship to 

the cost of producing the market data, 

which, they argue, is the primary basis 

the Commission has identified for 

justifying the prices for core data fees.19

Some commenters also state that the 

methodology used has resulted in 

proposed fees that are unreasonably 

high.20 In making this argument, some 

commenters object to using the current 

prices for the exchanges’ proprietary 

data products as the basis for calculating 

the proposed core data fees,21 stating 

that such a method is inconsistent with 

the MDI Rule’s goal of expanding access 

to consolidated data 22 and with 

statements in the MDI Rule Release that 

the proposed fees should bear a 

reasonable relationship to the cost of 

producing the data.23

Some commenters also state that they 

disagree with the Participants’ views in 

the proposal that a cost-based 

justification is not required because the 

Act does not require a showing of costs 

and that cost analysis has not been 

provided in past equity market data 

plan proposals.24 These commenters 

state that the Commission has stated 

that a reasonable relation to cost is a 

primary basis for justifying core data 

fees.25 One commenter states that 

specific information, including 

quantitative information, should be 

provided to support the Participants’ 

claims that the proposed fee is fair and 

reasonable because it will permit the 

recovery of SRO costs or will not result 

in excessive pricing or profits.26

Additionally, some commenters state 

that they disagree with the Participants’ 

statement in the proposal that the Plan’s 

Operating Committee ‘‘has no 

knowledge of any costs associated with 

consolidated market data,’’ stating that 

Participants know how much it costs to 

collect and disseminate market data 

because they already perform this 

function, including in connection with 

proprietary feeds.27

One commenter states that a 

demonstration of costs is not required 

because neither the Exchange Act nor 

Commission rules requires that market 

data fees to be supported by a showing 

of costs.28 The commenter stated that 

the Commission’s standard for 

evaluating consolidated market data fees 

has not required a showing of the 

relationship between the proposed fees 

and the cost of producing the data, as 

illustrated by past equity market data 

plan proposals for consolidated market 

data fees which the commenter states 

were not justified on the basis of cost.29

This commenter argues that it is not 

clear how the Plan could support the fee 

proposals based on costs because the 

Operating Committee plays no role in 

the creation or dissemination of core 

data under amended Rule 603(b), and 

thus has no information about how each 

exchange would generate core data 

under that rule.30 The commenter states 

that, in its view, it remains impossible 

to separate the costs of producing 

market data from other costs of 

operating an exchange.31

Another commenter opposes the use 

of cost as a basis for setting the 

proposed fees.32 This commenter 

dismisses other commenters’ 

suggestions that fees should be based on 

costs, rather than value, because, 

according to the commenter, the 

Commission has not offered guidance 

with respect to such a cost-based 

ratemaking system,33 and because any 

cost allocation between joint products 

would therefore be unworkable, 

inherently arbitrary, and inconsistent 

with the Congressional mandate that the 

Commission rely on competition 

whenever possible in meeting its 

regulatory responsibilities.34 The 

commenter states that the proposed fees 

have been tested by competition and 

that ‘‘Commission staff have indicated 

that they would look at factors beyond 

the competitive environment, such as 

cost, only if a ‘proposal lacks persuasive 

evidence that the proposed fee is 

constrained by significant competitive 

forces.’ ’’ 35

Some commenters oppose the use of 

the value-based methodology used to 

determine the fees under the Proposed 

Amendment.36 One commenter states 

that if the objective is to have the SIPs 

provide a service that is more affordable 

and accessible than the data products 

offered by individual exchanges, then 

‘‘value to subscribers’’ should not be 

sole determinant of SIP fees because the 

current fees for exchange proprietary 

data products are not a reasonable gauge 

of the value of core data offered under 

the Plan.37 One commenter states that 


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38See NBIM Letter, supra note 15, at 1–2. 

39See id. at 2. 

40See id. at 2. 

41See MayStreet Letter, supra note 15, at 6. 

42See NYSE Letter, supra note 15, at 5; Nasdaq 

Letter, supra note 15, at 5. 

43See NYSE Letter, supra note 15, at 5. 

44See id. The commenter further argues that 

exchanges compete against each other as platforms, 

and that, as such, no exchange can raise its prices 

to supracompetitive levels on one side of the 

platform, such as market data, without losing sales 

on the other, such as trading volume. The 

commenter argues that given this inter-exchange 

platform competition, the exchanges’ filed prices 

for depth-of-book data and auction information are 

constrained by market forces. See id. at 6–7. 

45See id. at 5. The commenter stated that by 

applying that established ratio to the current prices 

for consolidated top-of-book data, the fee proposals 

thus reflect the market forces that drive the pricing 

of depth-of-book information in relation to top-of 

book information and the value that the data has to 

market participants. Id. The ratio between such 

filed proprietary depth-of-book fees and proprietary 

top-of-book data therefore provides the Commission 

with a benchmark for evaluating the proposed fees, 

which NYSE argues are fair, reasonable, and not 

unfairly discriminatory because they are based on 

this ratio, which is reflective of market forces. See 

id. at 7. 

46See Nasdaq Letter, supra note 15, at 2. 

47See id. 

48See id. at 2, 6. 

49See id. at 6. 

50See id. at 4. 

51See id. 

52See id. 

53See id. at 5–6. 

54See id. (citing to ‘‘Staff Guidance on SRO Rule 

Filings Relating to Fees’’ (May 19, 2019), available 

at https://www.sec.gov/tm/staff-guidance-sro-rulefilings-fees). 

55See id. at 6. 

56See id. 

57See MIAX Letter, supra note 15, at 4; SIFMA 

Letter, supra note 15, at 5. 

58See SIFMA Letter, supra note 15, at 5. 

59See MIAX Letter, supra note 15, at 4. 

60See SIFMA Letter, supra note 15, at 5–6. 

61See MEMX Letter, supra note 15, at 18; MIAX 

Letter, supra note 15, at 2; BlackRock Letter, supra 

note 15, at 2–3; Polygon.io Letter, supra note 15, at 

1. On the other hand, one commenter stated that 

with respect to comments that the proposal should 

‘‘back out’’ fees for the current Processors from the 

proposed fee structure, the MDI Rule requires the 

current Processors to continue operating for at least 

Continued 

basing the proposed pricing of the 

Plans’ fees on the proprietary feeds 

pricing does not seem appropriate 

because exchange proprietary data feeds 

are complements to consolidated market 

data feeds for latency-sensitive market 

participants; 38 less-latency sensitive 

market participants find consolidated 

market data more useful than the 

propriety data feeds; 39 and latencysensitive market participants will not 

view consolidated market data under 

the Plans to be a credible substitute for 

the proprietary data feeds even after the 

MDI Rule reforms are implemented.40

Another commenter states that basing 

the proposed fees on value instead of 

cost does not work because the mandate 

under the Exchange Act is to price SIP 

data at levels that maximize its 

availability.41

Two commenters argue that the 

proposed fees are fair and reasonable 

and not unreasonably discriminatory 

because they are reasonably related to 

the value that subscribers gain from the 

data, and achieve the Commission’s 

objective in Regulation NMS that prices 

for consolidated market data be set by 

market forces.42 One commenter argues 

that the pricing for exchange proprietary 

data feeds, including the depth-of-book 

data, top-of-book data, and auction 

information on which the proposed fees 

are based, is constrained by competitive 

forces, in that they have a history of 

being constrained by direct competition 

and by platform competition among the 

exchanges.43 This commenter states that 

the pricing for exchange proprietary 

data feeds is constrained by the highly 

competitive markets for exchange 

trading and exchange market data.44 It 

states that the proposed fees meet the 

Commission’s objective for market 

forces to determine the overall level of 

fees.45

This commenter also argues that 

basing fees on the value of the 

underlying data is the fairest and most 

economically efficient method for 

setting fees because setting fees 

according to the value of the data leads 

to optimal consumption: Fees that are 

too low do not allow for producers to 

remain profitable, while fees that are too 

high lead to underutilization.46 The 

commenter states that NMS Plans have 

historically used value as a fair and 

efficient basis for setting fees.47 The 

commenter argues that the best basis for 

determining the value of core data are 

the fees currently charged for 

proprietary data fees, which, according 

to the commenter, have been ‘‘tested by 

competitive forces’’ and therefore 

provide a good starting point for 

estimating the value of new core data 

and for setting fees at efficient levels.48

The commenter argues that the valuebased methodology provides a 

substantial basis for showing that 

current proprietary fees—and, by 

extension, the proposed fees for new 

core data—are equitable, fair, 

reasonable, and not unreasonably 

discriminatory.49 The commenter states 

that exchanges cannot overprice the 

total prices of their services without 

potentially losing order flow and 

damaging its overall ability to 

compete.50According to this 

commenter, exchanges that produce 

more valuable market data generally 

charge higher fees, and those with less 

valuable data charge lower fees,51 so 

fees vary according to the underlying 

value of the data, as measured by the 

liquidity available at the exchange.52

The commenter argues that the 

existence of significant competition 

provides a substantial basis for finding 

that the terms of an exchange’s fee 

proposal are equitable, fair, reasonable, 

and not unreasonably discriminatory.53

The commenter states that Commission 

staff has indicated that they would look 

at factors beyond the competitive 

environment, such as cost, only if a 

proposal lacks persuasive evidence that 

the proposed fee is constrained by 

significant competitive forces.54 The 

commenter argues that, because they are 

tested by market competition, 

proprietary data fees provide good and 

indicative starting point for estimating 

the value of new core data and setting 

fees at their efficient level.55 This, 

according to the commenter, provides a 

substantial basis for showing that 

current proprietary fees—and, by 

extension, the proposed fees for new 

core data—are equitable, fair, 

reasonable, and not unreasonably 

discriminatory.56

Some commenters object to the way 

in which the Participants used the fees 

of proprietary depth-of-book products to 

calculate a ratio (or multiplier) between 

those fees and the fees for proprietary 

top-of-book products and then 

multiplied existing SIP core top-of-book 

data fees by that multiplier to calculate 

the proposed depth-of-book fees for 

expanded core data under the MDI 

Rule.57 One commenter argues that the 

approach adopted is arbitrary because it 

presupposes that the fees exchanges 

charge for their proprietary market data 

are fair and reasonable.58 One 

commenter states that calculating the 

proposed fee levels in this manner— 

based on prices charged by the 

exchanges for their existing market data 

product—is not the right starting point 

for setting the proposed fees and 

inconsistent with the MDI Rule’s goal of 

expanding access to consolidated 

data.59 One commenter states that that 

the exchanges’ ‘‘platform competition’’ 

argument that competition for order 

flow constrains pricing for market data 

does not demonstrate that the fees are 

reasonable and mentions studies it has 

submitted to the Commission in the past 

that bolster their argument.60

Some commenters argue that the 

methodology used to calculate the fees 

does not account for the transfer of costs 

from the SROs to market participants 

under the decentralized consolidation 

model.61 One commenter states that, 


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several more years, and that therefore, there are no 

savings to back out of any proposed fee structure 

at this time. See NYSE Letter, supra note 15, at 7. 

62See BlackRock Letter, supra note 15, at 2, 3– 

4. 

63See BlackRock Letter, supra note 15, at 1–5; 

FINRA Letter, supra note 15, at 7; MIAX Letter, 

supra note 15, at 2; Angel Letter, supra note 15, at 

9; NovaSparks Letter, supra note 15, at 1; BMO 

Letter, supra note 15, at 2–3; IEX Letter, supra note 

15, at 1, 5; SIFMA Letter, supra note 15, at 1, 4– 

5; IEX Letter, supra note 15, at 4; MEMX Letter, 

supra note 15, at 11–12. 

64See IEX Letter, supra note 15, 1, at 2–3; MIAX 

Letter, supra note 15, at 2; MEMX Letter, supra note 

15, at 22; SIFMA Letter, supra note 15, at 4–5; BMO 

Letter, supra note 15, at 3; FINRA Letter, supra note 

15, at 7; MayStreet Letter, supra note 15, at 4; 

BlackRock Letter, supra note 15, at 2, 6; Polygon.io 

Letter, supra note 15, at 2. 

65See MayStreet Letter, supra note 15, at 6. This 

commenter states that the cost of SIP data is too 

high relative to top-of-book proprietary feeds, and 

that market participants are currently choosing the 

less expensive option of top-of-book proprietary 

feeds, which, according to the commenter, indicates 

that Level 1 consolidated market data is not priced 

in accordance with its value to the market. See id. 

66See MayStreet Letter, supra note 15, at 6–7. 

67See id. at 7. The commenter states that Level 

1 data should be priced so as to make the content 

available at a price that is competitive to 

proprietary top-of-book offerings, and that the fact 

that the price levels are unchanged from the current 

SIP prices reflects a failure by the Participants to 

accurately assess the value of Level 1 data. The 

commenter states that the value of the depth-ofbook data should focus on greater access and 

availability of this kind of data, and adds that the 

Operating Committee should consider what price 

point would increase availability of depth-of-book 

information, rather than charging a multiplier of 

proprietary data feeds. See id. 

68See MEMX Letter, supra note 15, at 6. 

69See id. at 7. 

70See id. at 8. 

71See MIAX Letter, supra note 15, at 1, 3; 4; 

MEMX Letter, supra note 15, at 2, 9; 15–17, 21–22, 

25; NBIM Letter, supra note 15, at 2; NovaSparks 

Letter, supra note 15, at 1; IEX Letter, supra note 

15, at 5; SIFMA Letter, supra note 15, at 8; FINRA 

Letter, supra note 15, at 5; MayStreet Letter, supra 

note 15, at 5; BlackRock Letter, supra note 15, at 

1–4; Polygon.io Letter, supra note 15, at 3; Proof 

Letter, supra note 15, at 3; Cutler Letter, supra note 

15, at 1. 

72See MEMX Letter, supra note 15, at 9. The 

commenter further argues that it is unlikely that 

there will be any demand for the new data elements 

included in consolidated market data at prices that 

exceed the fees charged for proprietary data feeds 

today. This, the commenter argues, would limit the 

potential customer base for competing consolidators 

and inappropriately impede the viability of 

competing consolidators under the infrastructure 

rule. See MEMX Letter, supra note 15, at 17. 

73See Proof Letter, supra note 15, at 1. 

74See MayStreet Letter, supra note 15, at 2. 

75See id. 

76See id. at 3. 

77See id. at 6. 

78See MEMX Letter, supra note 15, at 20. 

79See NovaSparks Letter, supra note 15, at 1. 

80See id. at 1–2. 

81See BlackRock Letter, supra note 15, at 2–3. 

82See NovaSparks Letter, supra note 15; IEX 

Letter, supra note 15; MayStreet Letter, supra note 

15; BlackRock Letter, supra note 15; MIAX Letter, 

supra note 15. 

83See NovaSparks Letter, supra note 15, at 1. 

while the proposal leaves fees for 

existing core data elements unchanged, 

the profits and operating costs of the 

exclusive securities information 

processors should be deducted from 

these fees to reflect the new role of 

competing consolidators.62

B. Comments Regarding the Proposed 

Fees 

1. General Comments 

Some commenters state the 

methodology used to calculate the 

proposed fees resulted in fees that are 

too high.63 Some commenters state that 

the proposed fees have not been shown 

to be fair and reasonable and not 

unreasonably discriminatory.64 One 

commenter states that the proposed fees 

for the content underlying consolidated 

market data are too high whether a costbasis or value-basis were used as a 

justification by the Participants.65 This 

commenter states that the cost of SIP 

data is too high relative to top-of-book 

proprietary feeds, and that market 

participants are currently choosing the 

less expensive option of top-of-book 

proprietary feeds,66 which, according to 

the commenter, indicates that Level 1 

consolidated market data is not priced 

in accordance with its value to the 

market.67 Another commenter 

challenges the methodology and 

compares the proposed fees to fees 

currently charged for proprietary data 

fees and the proposed user and access 

fees for consolidated market data under 

the proposal to the prices that a firm 

would pay to obtain that data from 

proprietary data products that offer 

similar information.68 This commenter 

believes that at any given price a 

subscriber would be better off 

subscribing to the proprietary data fees 

listed instead of purchasing 

consolidated market data from the SIPs 

given the additional information 

included on those feeds.69 The 

commenter states that, because the 

proposed fees are generally more 

expensive than current proprietary data 

offering, the Proposed Amendments 

clearly fail the ‘‘fair and reasonable’’ test 

required by the Exchange Act.70

Some commenters state that the 

proposed fees would have an adverse 

impact on competition, and on 

competing consolidators in particular.71

One commenter states that, even where 

the proposed fees are lower than the 

fees charged for comparable proprietary 

data, the fact that other fees are higher 

than proprietary offerings is likely to 

reduce incentives for competing 

consolidators to actually offer that data 

content to their customers.72 Another 

commenter expresses concern that if the 

Proposed Amendment were approved 

the exchanges would entrench a high 

level of cost for market data that has no 

relation to their underlying expenses, is 

not subject to effective competitive 

forces, and serves as an formidable 

barrier to entry for newer firms.73

One commenter states that the 

Proposed Amendment conflates the 

prices that competing consolidators and 

self-aggregators pay the SROs for the 

underlying NMS information, and the 

prices that competing consolidators 

would charge for the consolidated data 

they generate.74 This commenter 

believes the proposals do not make clear 

that the proposed fees are for the 

content underlying the consolidated 

market data, as opposed to the 

consolidated market data itself.75 The 

commenter argues that the Participants 

confuse the content of consolidated 

market data and the consolidated 

market data itself,76 and states that the 

Proposed Amendment sets prices at 

levels that the SIPs currently charge for 

consolidated market data.77

One commenter believes that any 

analysis of current SIP fees should 

include a discussion of what structural 

changes could be made to SIP fees to 

eliminate or reduce the incentives that 

firms have today to avoid providing SIP 

data to their customers.78 One 

commenter believes that the current 

proposal will favor current market data 

vendors who already pay for these fees 

and have large customer bases, but will 

not necessarily use the most efficient 

data consolidation solutions.79 This 

commenter believes that all of the 

equity market data plans should have a 

unified feed and price list because most 

end users today consume all of the 

plans’ feeds.80 Another commenter 

states it supports the proposed a la carte 

fee structure for the expanded elements 

of consolidated data because, in the 

commenter’s view, market participants 

should be able to select from a variety 

of market data products and pay only 

for the content they consume.81

2. Fees for Top-of-Book Data 

Some commenters believe that the 

proposed fees for Level 1 core data, 

which include expanded content to 

include odd-lot quotations, are too 

high.82

One commenter states that the 

proposed fees for top-of-book data 

should be substantially lower to allow 

competing consolidators to operate their 

business.83 This commenter states that 

exchanges will no longer have to pay for 

the current processors and will not have 

the burden of maintaining custom feeds 


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84See id. 

85See IEX Letter, supra note 15, at 5. 

86See MayStreet Letter, supra note 15, at 6–7. 

87See id. at 7. 

88See id. 

89See id. 

90See Cutler Letter, supra note 15, at 1–2. 

91See BlackRock Letter, supra note 15, at 1, 3. 

92See MIAX Letter, supra note 15, at 2; 

BlackRock Letter, supra note 15, at 1, 3; MayStreet 

Letter, supra note 15, at 2, 3, 6. 

93See BlackRock Letter, supra note 15, at 1, 3. 

94See id. at 2–4. 

95See id. at 3–4. 

96See id. (citing to MDI Rule Release, 86 FR at 

18685). 

97See id. at 4, note 12. 

98See id. at 4. 

99See IEX Letter, supra note 15, at 3–4; MEMX 

Letter, supra note 15, at 11–12. BlackRock Letter, 

supra note 15, at 4–5; FINRA Letter, supra note 15, 

at 6. 

100See id. 

101See IEX Letter, supra note 15, at 4; MEMX 

Letter, supra note 15, at 6, 11–12; BlackRock Letter, 

supra note 15, at 4–5. 

102See IEX Letter, supra note 15; MEMX Letter, 

supra note 15; BlackRock Letter, supra note 15; 

FINRA Letter, supra note 15; Angel Letter, supra 

note 15; NovaSparks Letter, supra note 15. 

103See BlackRock Letter, supra note 15, at 4–5. 

See also IEX Letter, supra note 15, at 4; MEMX 

Letter, supra note 15, at 6, 11–12. 

104See IEX Letter, supra note 15, at 4; MEMX 

Letter, supra note 15, at 11–12; BlackRock Letter, 

supra note 15, at 4–5; FINRA Letter, supra note 15, 

at 6. 

105See IEX Letter, supra note 15, at 4; MEMX 

Letter, supra note 15, at 11–12. BlackRock Letter, 

supra note 15, at 4–5. 

in specific formats since the proprietary 

data feeds would be used by the 

competing consolidators to distribute 

the new SIP market data.84

One commenter states that the net 

effect of the proposal is to make core 

data fees more expensive that 

proprietary data feeds, adding that it 

seems clear the purpose of the proposal 

is ‘‘to protect existing proprietary 

market data fee revenues by making 

market data from competing 

consolidators prohibitively expensive 

and their business non-viable.’’ 85

Another commenter states that the cost 

of SIP data is too high relative to topof-book proprietary feeds and that 

market participants are choosing the 

less expensive option of top-of-book 

proprietary feeds.86 This commenter 

believes this indicates that Level 1 

consolidated market data is not priced 

in accordance with its value to the 

market.87 According to the commenter, 

Level 1 data should be priced as to make 

the content available at a price that is 

competitive to proprietary top-of-book 

offerings.88 This commenter further 

states that the fact that the price levels 

are unchanged from the current SIP 

prices reflects a failure by the 

Participants to accurately assess the 

value of Level 1 data.89 Another 

commenter opposes the proposal and 

asks the Commission disapprove it as it 

represents an overall increase in costs, 

including access fees, to end users as 

well as competing consolidators, 

thereby making market data less 

accessible and putting competing 

consolidators at a disadvantage.90

One commenter supports certain 

aspects of the proposal, including its a 

la carte fee structure, and the inclusion 

of odd-lot quotations free of charge.91

Moreover, some commenters expressed 

support for the proposed inclusion of 

odd-lot information free of charge in the 

expanded Level 1 core data,92 with one 

commenter stating that this would result 

in top-of-book information that is more 

comprehensive, which should, in turn, 

strengthen best execution and enhance 

transparency and price discovery.93

One commenter states that the 

proposed Level 1 core data fees should 

be adjusted to reflect the new role of 

competing consolidators.94 The 

commenter states that the MDI Rule 

fundamentally alters the ecosystem for 

market data by transitioning from 

exclusive SIPs to competing 

consolidators and that the Commission 

intended that this change would 

unbundle the data fees for consolidated 

market data from the fees for its 

consolidation and distribution because 

the prospective fees charged by 

competing consolidators would now 

include fees for aggregation of 

consolidated market data products and 

transmission of such products to 

subscribers.95 This commenter states 

that in leaving fees for existing core data 

elements unchanged, the Proposed 

Amendment fails to consider, as the 

Commission stated in the MDI Rule 

Release, that the effective national 

market system plan for NMS stocks will 

no longer be operating an exclusive SIP 

or performing aggregation and other 

operational functions.96 The commenter 

argues that the proposed fees should not 

have been left unchanged from existing 

core data elements fees, but rather, 

should have been reduced by at least 

4%—the estimated SIP operating 

expenses excluding profits—to reflect 

the new role of competing 

consolidators, and deduct both SIP 

profits and operating costs from the 

price. According to the commenter, this 

4% discount is derived directly from 

Commission estimates of SIP operating 

expenses ($16 million) and revenues 

($390 million) in 2018 without any 

consideration of possible profits. The 

commenter adds that exclusive SIP 

profits should also be subtracted from 

the proposed fees for core data content, 

as ‘‘any markup for consolidation 

services should transition to be within 

the purview of competing 

consolidators.’’ 97 According to the 

commenter, keeping core data fees the 

same as the proposal purports to do 

would effectively ‘‘opaquely raise 

prices’’ for this data content.98

3. Fees for Depth-of-Book Data 

Some commenters argue that the 

calculation used by the Participants to 

determine the proposed depth-of-book 

fees is flawed and inconsistent with the 

MDI Rule Release because the 

calculation uses exchange proprietary 

data feeds that include full order-byorder depth-of-book, inclusive of top-ofbook information, rather than the more 

limited depth information prescribed by 

the MDI Rule Release.99 These 

commenters point out that while the 

proprietary market data depth-of-book 

feeds used to calculate fees for the 

consolidated depth-of-book information 

include top-of-book data as part of those 

offerings, fees for the consolidated 

depth-of-book data product under the 

proposal do not include top-of-book.100

Consequently, some commenters argue, 

subscribers to the new core data would 

need to pay an additional surcharge to 

receive top-of-book data at current rates 

to obtain the same data content that is 

available today through proprietary 

feeds.101

Some commenters question the 

determination of the ratio (or multiplier) 

used by the Participants to set the 

depth-of-book feeds.102 One commenter 

states that fees for depth-of-book 

information ‘‘should be adjusted to use 

a multiplier of 2.94x to eliminate the 

overcharging from double counting top 

of book data; otherwise, those who 

subscribe to both Level 1 and depth of 

book data ‘‘would be paying twice for 

top of book content.’’ 103

Some commenters state that an 

additional problem with the adopted 

approach is that the proprietary depthof-book products, such as those used in 

the calculation, are primarily structured 

as comprehensive order-by-order feeds, 

which do not aggregate orders at each 

price level.104 According to these 

commenters, the depth-of-book 

elements prescribed by the MDI Rule 

warrant a lower price because they 

prescribe only the aggregated quotes 

available at the next five prices beyond 

the NBBO and thus include much less 

content than these proprietary feeds.105

One commenter states that complete, 

order-by-order depth-of-book feeds, 

such as those used in the calculation, 

are likely to be associated with 

‘‘additional operational costs because of 


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106See BlackRock Letter, supra note 15, at 4–5. 

107See BlackRock Letter, supra note 15, at 4–5. 

See also IEX Letter, supra note 15, at 4; MEMX 

Letter, supra note 15, at 11–12. 

108See IEX Letter, supra note 15, at 4. 

109See id. The commenter also points out that its 

fees do not vary depending on the type of use made 

by those firms, do not apply to data that is 

redistributed with a delay of as little as 15 

milliseconds (whereas exchanges typically require 

a 15-minute delay to avoid charges for real-time 

data), and were determined and justified based on 

costs. The commenter further states that, to the 

extent the commenter’s fees are relevant at all, a 

more consistent approach would have been to 

reflect the commenter’s fees as zero, since this 

particular commenter does not charge any fees on 

an individual per user basis for either of the two 

data products. According to the commenter, the 

latter approach would substantially reduce the 

average ratio and multiplier, and thus substantially 

reduce the fees proposed to be charged for core 

data. See id. 

110See Angel Letter, supra note 15, at 3. 

111See id. at 7. 

112See id. 

113See id. at 8. 

114See id. 

115See FINRA Letter, supra note 15, at 5–6. 

116See id. at 5. 

117See id. at 6. Specifically, the commenter states 

that (1) the proprietary depth-of-book product fees 

used in determining the ratio also include 

proprietary top-of-book data and auction data–both 

of which would be charged separately from depthof-book data; (2) the depth-of-book product fees also 

included order-by-order depth information—which 

is typically considered more valuable, instead of 

aggregated—resulting in a higher ratio and 

overstatement of value; and (3) the proposed depthof-book data product fees also included full depth 

information, i.e., all prices levels (also typically 

considered more valuable), rather than just the top 

five price levels required under the MDI Rule, 

resulting in a higher ratio and fees that are not 

aligned with the value of the new depth-of-book 

data to subscribers. The commenter argues that, as 

a result, the method employed by the Participants 

does not align the proposed fees for the new depthof-book data to the value of the data to subscribers. 

See id. 

118See NovaSparks Letter, supra note 15, at 1. 

119See id. 

120See id. 

121See Cutler Letter, supra note 15, at 1. This 

comment further states that the level of the 

proposed fees would make it difficult for such 

competing consolidators to offer products at prices 

competitive to those of proprietary feeds thereby 

placing competing consolidators at a disadvantage. 

See id. 

122See MayStreet Letter, supra note 15, at 7. 123See BlackRock Letter, supra note 15, at 3, 5. 124See MEMX Letter, supra note 15, at 11–12. 

BlackRock Letter, supra note 15, at 4–5; FINRA 

Letter, note 15, at 6. 125See id. 126See BlackRock Letter, supra note 15, at 4–5; 

MEMX Letter, supra note 15, at 11–12; FINRA 

Letter, supra note 15, at 6. 127See BlackRock Letter, supra note 15, at 5. 

increased message traffic with order by 

order data at all price levels.106

Accordingly, the commenter argues that 

an aggregated feed with only five levels 

of depth should have been priced at a 

discount relative to the corresponding 

exchange offerings to compensate for 

differences in both information content 

and costs.107 One commenter argues 

that the proposal fails to consider 

pricing for other proprietary data feeds 

that are aggregated by price level and 

would therefore serve as a more logical 

proxy for setting core data fees.108

One commenter states that the 

proposal fails to acknowledge or 

account for the fact that the proposed 

methodology relies on this commenter’s 

equity market data fees as one of the 

comparison points, notwithstanding 

that, unlike the other exchanges’ market 

data prices, the commenter’s fees used 

do not include individual per user fees, 

but apply only on a per firm basis for 

firms subscribing to ‘‘real time data.’’ 109

Some commentators believe that the 

proposed fees for depth-of-book data 

should be lower than proposed. One 

commenter states that retail investors 

should get free or very low cost depthof-book data because it is in the best 

interest of retail investors, the industry 

and the Commission.110 This 

commenter states that displaying depthof-book data can give investors a better 

understanding of how prices are 

formed.111 The commenter believes that 

the ability for an investor to see buying 

and selling interests at various price 

levels makes it easier for the investor to 

understand what determines the price of 

a particular security by seeing the 

interaction of market and limit 

orders.112 The commenter argues that 

making depth-of-book data ‘‘cheap’’ 

would allow brokers to give the data to 

retail clients for no or low cost, and that, 

this, in turn, would increase retail 

participation in the securities markets, 

because investors will not only 

understand markets better, but they will 

participate more in the markets.113

According to this commenter, if depthof-book data is expensive, it will not 

help most retail investors because they 

will not be able to afford to see it.114

Another commenter states that fees 

for depth-of-book are unreasonably 

high.115 The commenter states that, 

while the Participants decided on an 

alternative method in establishing fees 

and sought to demonstrate that the 

proposed fees are ‘‘related to the value 

of the data to subscribers,’’ 116 the 

proprietary depth-of-book price inputs 

used by the Participants were not 

properly calibrated and thus are over 

inclusive, resulting in depth-of-book 

fees that are unreasonably high.117

One commenter agrees with the 

notion that that depth-of-book data 

should be priced higher than top-ofbook data.118 This commenter, however, 

believes that the charges for depth-ofbook data from the Plans should be 

much lower than consuming the market 

data directly from the exchanges 

because the information provided under 

the Plan would still be a subset of what 

is provided by the proprietary data 

feeds.119 The commenter states that the 

4x ratio used by the Participants to 

determine the fees for accessing depthof-book data is too high.120

One commenter opposes the proposed 

depth-of book data fees, because they, as 

well as all other proposed fees, 

represent an overall increase in costs to 

end users making market data less 

accessible, contrary to ‘‘the core precept 

of the’’ MDI Rule.121 Another 

commenter states that the value of the 

depth-of-book data should focus on 

greater access and availability of this 

kind of data, and that the Operating 

Committee should thus consider what 

price point would increase availability 

of depth-of-book information, rather 

than charging a multiplier of proprietary 

data feeds.122

One commenter expresses support for 

the proposed and ‘‘moderately priced’’ 

non-professional rate for depth-of-book 

information, because, in the 

commenter’s view, this aspect of the 

proposal ‘‘levels the playing field’’ for 

retail investors by providing them with 

access to the same information that is 

available to professionals traders at an 

affordable price, which, will help 

broaden adoption of this new category 

of data.123

4. Fees for Auction Data 

Some commenters believe that the 

proposed auction information fee would 

result in double charging for subscribers 

who purchase both auction and depthof-book information.124 According to 

these commenters, information about 

auction order imbalances is included 

with the proprietary depth-of-book data 

products used to calculate the depth-ofbook prices; therefore the proposed 

depth-of-book prices already 

incorporate the fees for auction 

imbalance data.125 Thus, these 

commenters argue that the proposed 

fees would result in double charging 

consumers who purchase both auction 

and depth-of-book information from 

competing consolidators.126 One 

commenter states that depth-of-book 

pricing is also inappropriately used to 

derive the value of auction data because 

auction information is more closely 

aligned with top-of-book content which 

only provides high-level information 

about aggregate order imbalances and 

does not include the order by order 

details or data about multiple price 

levels typically included in proprietary 

depth-of-book information products.127

One commenter states that while the 


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128See id. 

129See Angel Letter, supra note 15; Cutler Letter, 

supra note 15; BlackRock Letter, supra note 15. 

130See Angel Letter, supra note 15, at 3. 

131See id. at 9. 

132See id. 

133See Cutler Letter, supra note 15, at 1–2. 

134See Angel Letter, supra note 15; BlackRock 

Letter, supra note 15; MIAX Letter, supra note 15; 

Polygon.io Letter, supra note 15. 

135See Angel Letter, supra note 15, at 9–10. 

136See id. at 10. 137See BlackRock Letter, supra note 15, at 1, 3. 138See Angel Letter, supra note 15, at 11. 139See id. at 11. 140See MIAX Letter, supra note 15, at 2; MEMX 

Letter, supra note 15, at 3. 141See MEMX Letter, supra note 15, at 3, 18–19. 142See id. at 2. 

143See Polygon.io Letter, supra note 15, at 2–3. 144See MayStreet Letter, supra note 15, at 8. 145See Angel Letter, supra note 15, at 11. 146See MIAX Letter, supra note 15, at 3. 147See MEMX Letter, supra note 15, at 20. 148See id. 149See NYSE Letter, supra note 15, at 8. 150See id. 

pricing rationale in the proposal uses 

traded volumes to arrive at a 10% 

multiple for auction data, this ratio, 

however, is applied to the depth-of-book 

feed, which conveys information about 

displayed liquidity not trading activity. 

According to the commenter, (1) it 

would have been more congruent with 

the SROs’ proposition to use Level 1 

core data as the basis for pricing auction 

content as this feed is more closely 

associated with trade volume, and (2) 

the fees for auction information should 

be set to 10% of Level 1 core data 

prices.128

Some commenters argue that the fees 

for auction information under the 

Proposed Amendment should be 

lower.129 One commenter states that 

retail investors should get free or 

moderately priced auction data because 

it is in the interests of retail investors, 

the industry and the Commission.130

The commenter believes that opening 

and closing auction data are important 

in the securities markets and that 

providing auction data to retail 

investors will increase retail investor 

participation in the market.131 The 

commenter also opines that it makes no 

sense for the Participants to charge 

professional and non-professionals the 

same amount for auction data.132

Another commenter states that the filing 

should not be approved because the 

price levels do not contribute to a level 

playing field between competing 

consolidators and the current plan 

administrators, such that competing 

consolidators will be at a disadvantage 

because they will not be able to offer 

products at prices competitive with 

those of proprietary feeds.133

5. Fees for Professional and NonProfessional Users 

Some commenters question the 

classification of users by professional or 

non-professional to develop the fees 

under the Proposed Amendment.134

One commenter states that it is 

unreasonably discriminatory against 

non-professional users to pay the same 

as professional users for auction data 

because professionals make far more use 

of the data.135 The commenter states 

that the filing contains no justification 

as to why the Participants propose to 

charge professionals the same as nonprofessionals for auction data.136

Some commenters support 

moderately priced or free nonprofessional user fees. One commenter 

supports the proposed ‘‘moderately 

priced’’ non-professional rate for depthof-book information, because, in the 

commenter’s view, this aspect of the 

proposal ‘‘levels the playing field’’ for 

retail investors by providing them with 

access to the same information that is 

available to professionals traders at an 

affordable price, which, will help 

broaden adoption of this new category 

of data.137 Another commenter states 

that free or moderately priced nonprofessional data, including depth-ofbook and auction data, is in the best 

interest of brokers and exchanges 

because it may increase retail order flow 

and thus profits into the industry.138

The commenter further believes that 

free or moderately priced nonprofessional data is in the best interest 

of the Commission as well because 

‘‘[p]roviding better data to retail 

investors at low cost will reduce the 

amount of SEC resources devoted to 

dealing with complaints based on 

misunderstandings of market 

function.’’ 139

Two commenters state they supported 

the part of the Proposed Amendment 

that consists of low non-professional 

user fees.140 One commenter states that 

it believes the proposed nonprofessional user fees were a step in the 

right direction, but states that the Plan 

would charge fees for professional and 

non-professional users that are often 

higher than the fees charged by all of the 

exchange combined for proprietary 

products, creating disincentives for 

firms to take SIP data.141 The 

commenter advocates for fees that 

would expand access to consolidated 

market data including free access to 

odd-lot quotation information as well as 

cheaper access to depth-of-book 

quotation information for nonprofessional users.142

Some commenters suggest that the 

Participants should not categorize fees 

based on user type and suggest on ways 

to improve the Proposed Amendment as 

it relates to these types of user 

classifications. One commenter urges 

the Commission to disapprove the 

Proposed Amendment and any future 

amendment that maintains nonprofessional and professional user 

classifications because such 

classifications prevent competing 

consolidators from being able to offer 

products at competitive prices 

compared to the proprietary data 

feeds.143 One commenter recommends 

easier-to-track proxies for usage-based 

charges by utilizing data already 

reported by firms, such as FOCUS 

Reports.144 Another commenter suggests 

slowing down the data feeds by 15 

milliseconds to mitigate the risk of 

professionals ‘‘masquerading’’ as nonprofessionals utilizing the cheaper 

data.145 One commenter states that the 

proposed professional user fees are 

based on a flawed methodology that 

fails to provide a cost based 

justification, and results in excessive fee 

levels which would discourage firms 

from registering as competing 

consolidators and hinder the formation 

of the decentralized consolidation 

model that the MDI Rule seeks to 

create.146

Another commenter believes that the 

Operating Committees should analyze 

whether it is fair and reasonable to 

continue to charge professional and 

non-professional user fees that exceed 

the fees charges for similar proprietary 

market data.147 This commenter argues 

that the Proposed Amendment should 

be disapproved because, for some firms, 

the professional fees proposed may be 

higher than if the firms purchased 

certain proprietary data products.148

However, another commenter responds 

that this analysis does not account for 

the fact that purchasers of the new data 

would be receiving a consolidated data 

product that aggregates all exchanges’ 

data together to determine an NBBO and 

the five best levels of depth among all 

the exchanges and disregards that the 

Proposed Amendment includes much 

lower fees for non-professionals.149 The 

commenter states that it is fair, 

reasonable, and not unreasonable 

discriminatory for ‘‘Wall Street to pay 

higher fees than Main Street.’’ 150

6. Fees for Non-Display Use 

Some commenters state that the 

proposed Non-Display Use fees are 

based on a flawed methodology that 

fails to provide a cost based 

justification, results in excessive fee 

levels which would discourage firms 

from registering as competing 


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151See MIAX Letter, supra note 15, at 3; 

Polygon.io Letter, supra note 15, at 2–3. 

152See Cutler Letter, supra note 15, at 1–2. 

153See Polygon.io Letter, supra note 15, at 2. 

154See id. at 3. 

155See MIAX Letter, supra note 15, at 3. 

156See MEMX, supra note 15, at 6, 8. See also 

Cutler Letter, supra note 15, at 1–2 (noting that it 

supports the comment letter written by MEMX and 

that the Proposed Amendment makes market data 

less accessible). 

157See NBIM Letter, supra note 15, at 2; Cutler 

Letter, supra note 15, at 1–2. 

158See NovaSparks Letter, supra note 15, at 1. 

159See MayStreet Letter, supra note 15, at 3. 

160See id. at 3–4. 

161See id. 

162See id., at 5. 

163See id. 

164See IEX Letter, supra note 15, at 5. 

165See MIAX Letter, supra note 15, at 2 (citing 

the MDI Rule Release which stated that ‘‘imposing 

redistribution fees on data content underlying 

consolidated market data that will be disseminated 

by competing consolidators would be difficult to 

reconcile with the standards of being fair and 

reasonable and not unreasonably discriminatory in 

the new decentralized model,’’ and that ‘‘fees 

proposed by the SROs should not contain 

redistribution fees for competing consolidators 

because this would hinder their ability to 

compete.’’). 

166See id. 

167See id. 

168See SIFMA Letter, supra note 15, at 4–5. 

169See id. at 6. 

170See id. at 7. 

171See id. 

172See id., at 8. 

173See id. 

consolidators and hinder the formation 

of the decentralized consolidation 

model that the MDI Rule seeks to 

create.151 One commenter states that the 

fees in the Proposed Amendment, 

including the non-display fees, would 

place competing consolidators at a 

disadvantage because they will not be 

able to offer products at prices 

competitive with those of proprietary 

feeds.152

One commenter asks that the 

Commission reject that Amendment and 

any future proposal that maintains 

display/non-display and professional/ 

non-professional classifications.153 The 

commenter states that, if the Proposed 

Amendment is not rejected, competing 

consolidators will not be able to offer 

products at competitive prices to 

proprietary data feeds.154

7. Access Fees 

One commenter states that the 

proposed Access fees are based on a 

flawed methodology that fails to provide 

a cost based justification, and results in 

excessive fee levels which would 

discourage firms from registering as 

competing consolidators and hinder the 

formation of the decentralized 

consolidation model that the MDI Rule 

seeks to create.155 Another commenter 

stated that the proposed access fees are 

not fair and reasonable because they are 

more expensive than those fees charged 

by exchanges in the proprietary 

products.156

8. Redistribution Fees 

Two commenters suggest that the 

imposition of redistribution fees on 

competing consolidators would place 

competing consolidators at a 

competitive disadvantage.157 Another 

commenter states that by charging 

redistribution fees to competing 

consolidators, the filing creates a barrier 

to entry to technology solution vendors 

to become competing consolidators.158

One commenter states that the 

Proposed Amendment should treat 

competing consolidators as 

replacements to the exclusive SIPs, not 

as data vendors.159 It states that 

subjecting competing consolidators to 

the same fees as data vendors and 

subscribers that receive consolidated 

market data from the exclusive SIP fails 

to recognize that competing 

consolidators are SIPs and not similarly 

situated to today’s data vendors.160 This 

commenter further states that that 

competing consolidators should not be 

charged redistribution fees because they 

are not redistributing consolidated 

market data, but generating and 

distributing it for the first time.161

According to this commenter, these fees 

for redistribution should not be charged 

by the Plan because the Plan no longer 

would govern the distribution of 

consolidated market data.162 The 

commenter states that by not 

recognizing competing consolidators as 

SIPs, competing consolidators are 

placed at a competitive disadvantage 

relative to data vendors given that they 

take on expenses and risks that data 

vendors do not, such as the costs for 

generating consolidated market data, 

disclosing operational and performance 

metrics, registering with the 

Commission, and complying with Rule 

614 of Regulation NMS.163

One commenter states that the 

proposed redistribution fee that would 

be charged to competing consolidators 

is inconsistent with the purposes and 

structure of the MDI Rule, and that this 

aspect of the proposal represents a 

‘‘further indication that the intent of the 

majority was to subvert the purpose of 

the Commission’s order.’’ 164 Another 

commenter states that the redistribution 

fee for competing consolidators is 

inconsistent with the MDI Rule, not fair 

and reasonable, and unreasonably 

discriminatory.165 One commenter 

states that the proposal’s attempt to 

justify the redistribution fee based on 

the current centralized model that 

charges fees to downstream vendors is 

unsound because, under the 

decentralized MDI Rule, competing 

consolidators would be ‘‘stepping into 

the role that the SIPs hold today as the 

primary sources of consolidated market 

data.’’ 166 According to this commenter, 

to charge a redistribution fee on top of 

the other proposed fees would 

‘‘unquestionably put competing 

consolidators at a further competitive 

disadvantage as compared to aggregated 

proprietary data products offered by 

exchanges,’’ thus targeting them in an 

unfair and unreasonable manner.167

One commenter states the Proposed 

Amendment directly contradicts the 

Commission’s directive in the MDI Rule 

that competing consolidators not be 

treated the same as market data 

vendors.168 It believes that Participants 

are attempting to undermine the 

Commission’s authority over market 

data as enumerated in the CT Plan and 

MDI Rule in order to preserve their 

current revenues from proprietary and 

SIP data.169 It states that the Participants 

have taken the position that the 

competing consolidators should be 

charged redistribution fees just like any 

market data vendor. It believes this 

undermines the efforts of the MDI 

Rule.170 The commenter reiterates the 

Commission’s statement in the MDI 

Rule Release that ‘‘the Commission 

believes that the fees for the data 

content underlying consolidated market 

data should not include redistribution 

fees for competing consolidators. 

Competing consolidators will take the 

place of the exclusive SIPs in the 

dissemination of consolidated market 

data, which today do not pay 

redistribution fees for the consolidation 

and dissemination of SIP data.’’ 171 The 

commenter argues that by treating 

competing consolidators differently 

than the exclusive SIPs, the Participants 

are acting in an unreasonably 

discriminatory manner, effectively 

disregarding the Exchange Act mandates 

in addition to the Commission’s 

directive in the MDI Rule.172 The 

commenter argues that imposing 

redistribution fees on competing 

consolidators imposes an undue burden 

on competition in contravention of the 

standards under Section 3(f) of the 

Exchange Act that the Commission must 

consider in connection with any 

Commission rulemaking or review of 

SRO rules.173

Two commenters state that the 

redistribution fees charged to competing 

consolidators are in contravention of the 

Commission’s express direction in the 


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174See FINRA Letter, supra note 15, at 5; MEMX 

Letter, supra note 15, at 21. 

175See NYSE Letter, supra note 15, at 7. 

176See id. 

177See MayStreet Letter, supra note 15, at 8. 

178See id. at 8. 

179See BMO Letter, supra note 15; MEMX Letter, 

supra note 15; MIAX Letter, supra note 15; IEX 

Letter, supra note 15; and Polygon.io Letter, supra 

note 15. 

180See BMO Letter, supra note 15, at 1. 

181See id. at 2. 

182See id. 

183See id. 

184See id. 

185See id. 

186See id. at 2–3. 

187See id. at 3. 

188See id. (citing note 14 of the Notice, which 

states in part: ‘‘FINRA, IEX, LTSE, MIAX, and 

MEMX have not joined in the decision to approve 

the filing of the proposed amendment, and Nasdaq 

BX is also withholding its vote at this time.’’). 

189See MEMX Letter, supra note 15, at 23–24. 

190See id. 

191See MIAX Letter, supra note 15, at 5. 

192See IEX Letter, supra note 15, at 5. 

193See Polygon.io Letter, supra note 15, at 3. 

194See SIFMA Letter, supra note 15, at 2. 

195See id. 

196See NYSE Letter, supra note 15, at 8. 

197See id. 

198 17 CFR 242.608. 

199 17 CFR 201.700. 

MDI Rule and that the Proposed 

Amendment disregards the directive.174

One commenter states that, although 

the Commission compared competing 

consolidators to self-aggregators, a more 

appropriate comparison would be 

between competing consolidators and 

downstream vendors.175 According to 

this commenter, because such vendors 

would be subject to redistribution fees 

when redistributing data to its 

subscribers, it would impose a burden 

on competition and be unfair to vendors 

not to charge a redistribution fee for 

exactly the same activity to competing 

consolidators.176

9. Broker-Dealer Enterprise Cap 

One commenter favors expanding the 

broker-dealer enterprise cap that is part 

of the current fee schedule of the Plan. 

The commenter states that the Proposed 

Amendment provides no depth-of-book 

enterprise cap and the Level 1 

enterprise caps are out of reach for most 

market Participants.177 In particular, 

this commenter recommends that 

enterprise caps be implemented at 

multiple tiers levels.178

C. NMS Plan Governance 

Some commenters state that the MDI 

Rule should be implemented through 

the CT Plan, as opposed to the existing 

market data equity plans (i.e., the CTA/ 

CQ, and Nasdaq/UTP Plans).179 One 

commenter reiterated its continued 

support for the provisions of the CT 

Plan overall.180 The commenter states 

that the real and potential conflicts of 

interest that currently exist relating to 

the provision of market data directly 

relate to the decision-making problems 

at the Plans’ Operating Committees.181

The commenter supports expanding the 

voting representation under the CT Plan 

to non-SROs and having them 

participate as full voting members of the 

Operating Committee.182 The 

commenter believes the Commission 

cannot approve the Proposed 

Amendment given the inherent conflicts 

of interests of the SROs who developed 

the proposals.183 The commenter states 

that, if the Commission approved the 

Proposed Amendment, it would be 

giving tacit approval to the 

shortcomings in the governance 

structure of the current Plans.184

This commenter also notes that the 

proposed fee amendments are explicitly 

stated by the Participants to be 

unrelated to the cost of providing the 

data, but rather to subscriber value.185

The commenter states that this is a clear 

example of the Plan’s Operating 

Committee failing to ensure that the 

public service mandates of the SIPs are 

achieved and is a failure in governance 

through the unmitigated conflicts of 

interest by voting members who just 

want to maximize profits.186 The 

commenter states that further evidence 

of the failure of the governance structure 

on the Operating Committee is that the 

fee proposals have been proposed while 

the remaining reforms of the CT Plan are 

stayed pending resolution of challenges 

in the D.C. Circuit.187 The commenter 

states that it is surprised that the 

proposals were filed without broader 

participation, given that certain 

members of the Operating Committee 

have stated publicly that the proposals 

contradict the Exchange Act standards 

for consolidated data which requires 

that the fees be fair, reasonable, and not 

unreasonably discriminatory.188

Another commenter also encourages 

the Commission to consider whether the 

CT Plan is a more appropriate body for 

setting fees for consolidated market 

data.189 This commenter believes that 

placing the responsibility for setting fees 

in the hands of the CT Plan would allow 

SIP fees to be set by an Operating 

Committee that better reflects the 

constituencies impacted by this filing, 

including non-SRO representatives.190

A second commenter states that the fee 

proposals are ‘‘the result of a conflicted 

and unbalanced voting process,’’ adding 

that it agreed with the recommendation 

that the responsibility for setting the 

proposed fees should be placed on the 

CT Plan.191 A third commenter 

recommends that the Commission 

disapprove the proposal and reassign 

the responsibility for the filing to the 

Operating Committee for the CT Plan, 

which the commenter states would have 

a ‘‘broader set of voting stakeholders 

and a fairer and less conflicted 

governance structure,’’ a change that, as 

this proposal shows, is ‘‘badly’’ 

needed.192

One commenter asks the Commission 

to reevaluate the process that led to the 

creation of the Proposed Amendment 

and make substantive changes to avoid 

the amendment process being used to 

derail timely implementation of the MDI 

Rule.193

D. Consideration of Other Actions 

Under Rule 608 of Regulation NMS 

In connection with recommending 

disapproval of the Proposed 

Amendment, one commenter states the 

Commission could consider potential 

action under Rule 608(a)(2) of 

Regulation NMS, which allows the 

Commission to directly propose 

amendments to effective national 

market system plans.194 The commenter 

states that in connection with a 

Commission disapproval of the 

Proposed Amendment, it would 

‘‘support the Commission’s efforts to 

ensure that the newly expanded 

consolidated market data (i.e., new core 

data) under the Commission’s 

Infrastructure Rule is disseminated in a 

manner consistent with the Exchange 

Act standards to ensure the investing 

public and all market participants have 

fair and reasonable access to it.’’ 195

One commenter believes that it would 

be inconsistent with the Exchange Act 

and Rule 608 for the Commission to sua 

sponte change any or all of the proposed 

fees, as any such change would be 

material to the Proposed 

Amendment.196 The commenter states 

that, in its view, if the Commission 

intends to revise the Proposed 

Amendment in any material way, it 

must do so through rule-making under 

Rule 608(b)(2), by providing public 

notice of the specific changes it 

proposes and giving the Participants 

and general public an opportunity to 

comment.197

IV. Proceedings To Determine Whether 

To Approve or Disapprove the 

Proposed Amendment 

The Commission is instituting 

proceedings pursuant to Rule 

608(b)(2)(i) of Regulation NMS,198 and 

Rule 700 of the Commission’s Rules of 

Practice,199 to determine whether to 

approve or disapprove the Proposed 

Amendment or to approve the Proposed 


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200See 17 CFR 242.608(b)(2). 

201See id. 

202 17 CFR 242.608(b)(2)(i). See also Commission 

Rule of Practice 700(b)(2), 17 CFR 201.700(b)(2). 

203See MDI Rule Release, supra note 9. 

204See 17 CFR 242.608(b)(2). 

205See id. 

206 15 U.S.C. 78k–1(a)(1)(C)(iii). 

207See 15 U.S.C. 78k–1(c)(1)(B). 

208 17 CFR 201.700(b)(3)(ii). 

209 Id. 

210 Id. 

211 17 CFR 242.608(b)(2)(i). 

212Rule 700(c)(ii) of the Commission’s Rules of 

Practice provides that ‘‘[t]he Commission, in its sole 

discretion, may determine whether any issues 

relevant to approval or disapproval would be 

facilitated by the opportunity for an oral 

presentation of views.’’ 17 CFR 201.700(c)(ii). 

213See Notice, supra note 6. 

214See MDI Rule Release, supra note 9, 86 FR at 

18684. 

215See Cover Letter, supra note 1. 

Amendment with any changes or 

subject to any conditions the 

Commission deems necessary or 

appropriate after considering public 

comment. Institution of proceedings 

does not indicate that the Commission 

has reached any conclusions with 

respect to any of the issues involved. 

Rather, the Commission seeks and 

encourages interested persons to 

provide additional comment on the 

Proposed Amendment to inform the 

Commission’s analysis. 

Rule 608(b)(2) of Regulation NMS 

provides that the Commission ‘‘shall 

approve a . . . proposed amendment to 

a national market system plan, with 

such changes or subject to such 

conditions as the Commission may 

deem necessary or appropriate, if it 

finds that such . . . amendment is 

necessary or appropriate in the public 

interest, for the protection of investors 

and the maintenance of fair and orderly 

markets, to remove impediments to, and 

perfect the mechanisms of, a national 

market system, or otherwise in 

furtherance of the purposes of the 

Act.’’ 200 Rule 608(b)(2) further provides 

that the Commission shall disapprove a 

proposed amendment if it does not 

make such a finding.201 Pursuant to 

Rule 608(b)(2)(i) of Regulation NMS,202

the Commission is providing notice of 

the grounds for disapproval under 

consideration: 

• Whether the Proposed Amendment 

is consistent with the Commission’s 

MDI Rule; 203

• Whether, consistent with Rule 608 

of Regulation NMS, the Proposed 

Amendment is necessary or appropriate 

in the public interest, for the protection 

of investors and the maintenance of fair 

and orderly markets, to remove 

impediments to, and perfect the 

mechanisms of, a national market 

system, or otherwise in furtherance of 

the purposes of the Act; 204

• Whether, consistent with Rule 

603(a) and 614(d)(3) of Regulation NMS, 

the Proposed Amendment provides for 

the distribution of information with 

respect to quotations for and 

transactions in NMS stocks on terms 

that are fair and reasonable and not 

unreasonably discriminatory; 

• Whether modifications to the 

Proposed Amendment, or conditions to 

its approval, would be required to make 

the Proposed Amendment necessary or 

appropriate in the public interest, for 

the protection of investors and the 

maintenance of fair and orderly markets, 

to remove impediments to, and perfect 

the mechanisms of, a national market 

system, or otherwise in furtherance of 

the purposes of the Act; 205

• Whether the Proposed Amendment 

is consistent with Congress’s finding, in 

Section 11A(1)(C)(iii) of the Act, that it 

is in the public interest and appropriate 

for the protection of investors and the 

maintenance of fair and orderly markets 

to ensure ‘‘the availability to brokers, 

dealers, and investors or information 

with respect to quotations for and 

transactions in securities;’’ 206 and 

• Whether, consistent with the 

purposes of Section 11A(c)(1)(B) of the 

Act,207 the Proposed Amendment’s 

provisions are drafted to support the 

prompt, accurate, reliable, and fair 

collection, processing, distribution, and 

publication of information with respect 

to quotations for and transactions in 

NMS securities, and the fairness and 

usefulness of the form and content of 

such information. 

Under the Commission’s Rules of 

Practice, the ‘‘burden to demonstrate 

that a NMS plan filing is consistent with 

the Exchange Act and the rules and 

regulations issued thereunder . . . is on 

the plan participants that filed the NMS 

plan filing.’’ 208 The description of the 

NMS plan filing, 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.209 Any 

failure of the plan participants that filed 

the NMS plan filing to provide such 

detail and specificity may result in the 

Commission not having a sufficient 

basis to make an affirmative finding that 

the NMS plan filing is consistent with 

the Exchange Act and the applicable 

rules and regulations thereunder.210

V. Commission’s Solicitation of 

Comments 

The Commission requests that 

interested persons provide written 

submissions of their views, data, and 

arguments with respect to the issues 

identified above, as well as any other 

concerns they may have with the 

proposal. In particular, the Commission 

invites the written views of interested 

persons concerning whether the 

proposal is consistent with Section 11A 

or any other provision of the Act, or the 

rules and regulations thereunder. 

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 608(b)(2)(i) 

of Regulation NMS,211 any request for 

an opportunity to make an oral 

presentation.212 The Commission asks 

that commenters address the sufficiency 

and merit of the Participants’ statements 

in support of the Proposed 

Amendment,213 in addition to any other 

comments they may wish to submit 

about the proposed rule changes. In 

particular, the Commission seeks 

comment on the following: 

1. In the MDI Rule Release, the 

Commission stated that ‘‘the fees for the 

data content underlying consolidated 

market data must satisfy the statutory 

standards of being fair, reasonable and 

not unreasonably discriminatory.’’ 214

What are commenters’ views as to each 

of the fees proposed? 

2. In the Cover Letter,215 the 

Participants state that ‘‘under the 

decentralized competing consolidator 

model, the Operating Committee has no 

knowledge of any of the costs associated 

with consolidated market data.’’ The 

Participants further state that, under the 

decentralized competing consolidator 

model described in the MDI Rule 

Release, the Plan’s Operating Committee 

no longer has a role in either specifying 

the technology associated with 

exchanges providing data or contracting 

with a SIP and that each national 

securities exchange will be responsible 

for determining the methods of access to 

and format of data necessary to generate 

consolidated market data. The 

Participants also state that the Operating 

Committee will not have access to 

information about how each exchange 

would generate the data that they each 

would be required to disseminate under 

amended Rule 603(b). According to the 

Participants, the Operating Committee 

does not have access to any information 

about the cost of providing consolidated 

market data under the decentralized 

competing consolidator model. 

Do commenters agree with the 

statements that the Participants have 

made with respect to their ability, 


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Federal Register / Vol. 87, No. 41 / Wednesday, March 2, 2022 / Notices 11775 

216See Cover Letter, supra note 1. 

217See MDI Rule Release, supra note 9, 86 FR at 

18685. 

218See id., 86 FR at 18682, n.1136. 

current or future, to determine the costs 

of generating consolidated market data? 

3. What are commenters’ views on the 

Participants argument that a ‘‘valuebased’’ methodology is an appropriate 

basis to determine the fees for core data? 

What are commenters’ views on the 

methodology proposed by the 

Participants? 

4. What are commenters’ views on 

whether the comparison of exchanges’ 

proprietary depth-of-book fees to the 

current SIP feeds is an appropriate 

means to calculate the ‘‘value’’ of 

consolidated market data? Do 

commenters believe that the pricing for 

individual exchange market data 

products can serve as an appropriate 

means for justifying the proposed fees? 

What are commenters’ views on the 

prices of the depth-of-book feeds— 

whether by reference to cost or to prices 

set by a competitive market for equity 

market data as opposed to market 

power? 

5. What are commenters’ views on the 

Participants’ calculation of the 

appropriate ratio to be applied to 

current SIP fees to generate the 

proposed fees for content underlying 

consolidated market data? Were 

appropriate depth-of-book products 

selected for the calculation? What are 

commenters’ views about the ratios and 

methodology used generate fees? 

6. Under the Proposed Amendment, 

the consolidated market data depth-ofbook product would not include top-ofbook data. What are commenters’ views 

on basing the price of depth-of-book 

consolidated market data on the fees for 

proprietary products that include top-ofbook data? 

7. In the Cover Letter,216 the 

Participants state that they reviewed the 

depth-of-book to top-of-book ratios of 

Professional device rates on Nasdaq 

(Nasdaq Basic/Nasdaq TotalView), Cboe 

(Cboe Full Depth), NYSE (BQT/NYSE 

Integrated), and IEX (TOPS/DEEP) to 

determine an appropriate ratio between 

the fees of depth-of-book core data 

products and the current Level 1 (topof-book) data. The Participants further 

state that they believe that the 3.94x 

ratio represents the difference in value 

between top-of-book data and five levels 

of depth that would be required to be 

included in consolidated market data 

under amended Rule 603(b). What are 

commenters’ views on setting fees under 

the Proposed Amendment based on the 

ratio of fees for depth-of-book and topof-book proprietary data products? 

8. Under the Proposed Amendment, 

the consolidated market data depth-ofbook product would include only 

aggregate order information at each 

price level, not order-by-order data. 

What are commenters’ views on 

whether the price of depth-of-book 

consolidated market data should be 

based on the fees for proprietary 

products that include order-by-order 

data? What are commenters’ views on 

the selection of the referenced 

proprietary data products used to price 

the fees in the Proposed Amendment, 

including other exchange fees 

considered but not selected as a 

reference for the development of pricing 

under the Proposed Amendment? 

9. Under the Proposed Amendment, 

the consolidated market data depth-ofbook product would not include auction 

data, which would be sold separately. 

What are commenters’ views on 

whether the price of depth-of-book 

consolidated market data should be 

based on the fees for proprietary depthof-book products that include auction 

data? 

10. What are commenters’ views on 

whether users should be classified as 

professionals and non-professionals 

under the Proposed Amendment? 

Should non-professional subscribers to 

pay the same fees as professional 

subscribers for the auction data under 

the Proposed Amendment? Why or why 

not? Should professionals to pay a 

different price than non-professionals 

for products other than auction data 

under the Proposed Amendment? Why 

or why not? If commenters believe that 

classification based on user type for the 

contents of the consolidated market data 

is appropriate, do commenters support 

or oppose low-cost non-professional 

user fees? Why or why not? 

11. What are commenters’ views on 

the non-display fees in the Proposed 

Amendment? 

12. What are commenters’ views on 

the access fees in the Proposed 

Amendment? What are commenters’ 

views on whether the Participants 

should charge access fees? Should 

competing consolidators be required to 

pay access fees? Why or why not? 

Should access fees be treated like 

connectivity fees, market data fees, or 

something else? Why or why not? 

13. What are commenters’ views on 

how the cost of purchasing consolidated 

top-of-book, depth-of-book, and auction 

data under the Proposed Amendment 

compares to the cost of subscribing to 

the existing proprietary data feeds that 

would contain similar or more data? 

What are commenters’ views regarding 

the relationship of this comparison to 

the fees under the Proposed 

Amendment? 

14. The Commission stated in the MDI 

Rule Release that ‘‘imposing 

redistribution fees on data content 

underlying consolidated market data 

that will be disseminated by competing 

consolidators would be difficult to 

reconcile with the standards of being 

fair and reasonable and not 

unreasonably discriminatory in the new 

decentralized model,’’ 217 and that ‘‘fees 

proposed by the SROs should not 

contain redistribution fees for 

competing consolidators because this 

would hinder their ability to 

compete.’’ 218 What are commenters’ 

views on the justification offered by the 

Participants in favor of charging 

redistribution fees to competing 

consolidators? What are commenters’ 

views regarding competing 

consolidators being treated similarly to 

data vendors and charged redistribution 

fees? Would charging redistribution fees 

to competing consolidators (and thus 

subjecting them to the same fees as 

vendors and subscribers) place them at 

a competitive disadvantage to the 

exchanges offering proprietary market 

data for sale? Why or why not? Do 

commenters believe that imposing 

redistribution fees on competing 

consolidators would impose a burden 

on competition? Why or why not? What 

are commenters’ views on the level of 

redistribution fees in the Proposed 

Amendment? 

15. What are commenters’ views on 

the prices for Level 1 core data, which 

has been expanded to include odd-lot 

quotations? 

16. What are commenters’ views on 

whether the operating costs of the 

exclusive SIPs should be deducted from 

the Level 1 fees in the Proposed 

Amendment to reflect the new role of 

competing consolidators? If so, how 

should they be taken into account? 

What are commenter’s views on 

whether the operating costs of the 

exclusive SIPs should be taken into 

account in determining the fees for 

depth-of-book core data? If so, how 

should they be taken into account? Do 

commenters believe that the new fees 

for Level 1 core data should have been 

proposed by the Participants? Why or 

why not? What are commenters’ views 

on how any new fees for Level 1 data 

should have been determined? 

17. Overall, what are commenters’ 

views on the proposed prices for 

consolidated depth-of-book data? How 

do commenters believe the cost of 

depth-of-book data under the Plan 

should compare to consuming the same 

or similar data directly from the 

exchanges? Do commenters believe that 


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11776 Federal Register / Vol. 87, No. 41 / Wednesday, March 2, 2022 / Notices 

219See Cover Letter, supra note 1. 

220See Section III.C, supra. 

221 17 CFR 200.30–3(a)(85). 

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

2 17 CFR 240.19b–4. 

3See Notice of Filing infra note 5, at 87 FR 1819. 

4Securities Exchange Act Release No. 93916 (Jan. 

12, 2022), 87 FR 1819 (Jan. 12, 2022) (File No. SR– 

OCC–2021–014) (‘‘Notice of Filing’’). OCC also filed 

a related advance notice (SR–OCC–2021–803) 

(‘‘Advance Notice’’) with the Commission pursuant 

to Section 806(e)(1) of Title VIII of the Dodd-Frank 

Wall Street Reform and Consumer Protection Act, 

entitled the Payment, Clearing, and Settlement 

Supervision Act of 2010 and Rule 19b–4(n)(1)(i) 

under the Exchange Act. 12 U.S.C. 5465(e)(1). 15 

U.S.C. 78s(b)(1) and 17 CFR 240.19b–4, 

respectively. The Advance Notice was published in 

the Federal Register on January 12, 2022. Securities 

Exchange Act Release No. 93915 (Jan. 6, 2022), 87 

FR 1814 (Jan. 12, 2022) (File No. SR–OCC–2021– 

803). A Notice of No Objection to the Advance 

Notice was published in the Federal Register on 

February 23, 2022. See Securities Exchange Act 

the proposed price point for depth-ofbook data would increase the 

availability of the information for 

investors? Why or why not? Do 

commenters believe that the calculation 

of the proposed depth-of-book data fee 

would essentially double-charge 

customers for top-of-book information 

that they would have to buy separately 

through the Level I feed? Why or why 

not? 

18. What are commenters’ views on 

the prices for auction information? Do 

commenters believe the proposed prices 

for auction information are priced too 

high, too low, or at the correct level? 

Why or why not? What are commenters’ 

views on the lack of a distinction 

between prices charged to professional 

and non-professional users for auction 

information? 

19. In the Cover Letter,219 the 

Participants stated that, with respect to 

the fees for auction information, they 

looked to the percentage of average 

dialing trading volume that occurs 

during an auction process and 

determined that roughly 10% of the 

trading volume takes place in auctions. 

The Participants stated that they 

therefore believe that charging a fee for 

auction data that is 10% of the fee 

charged for depth-of-book data 

appropriately reflects the value of 

auction information. What are 

commenters’ views about this method 

for determining the fees for auction 

data? 

20. What are commenters’ views on 

the lack of an enterprise fee cap in the 

proposal? Should enterprise caps have 

been proposed by the Participants for 

each category of data (e.g., Level 1, 

depth-of-book, auction information)? 

Should multiples enterprise caps have 

been proposed to reflect different size 

enterprises? Why or why not? 

21. What are commenters’ views on 

the Participants’ clarification in the 

Proposed Amendment that the PerQuote-Packet Charges would not apply 

to the expanded market data content 

required by the MDI Rule and would 

only be available for the receipt and use 

of the Level 1 Service? 

22. What are commenters’ views on 

the belief of some market participants 

that conflicts of interest by the 

Participants who also sell proprietary 

data products have resulted in proposed 

fees that are not fair, reasonable, and 

unreasonably discriminatory? 220 What 

are commenters’ views on whether the 

opinions of the advisory committee 

members and SROs who did not vote in 

favor of the Proposed Amendment 

should have been accommodated in the 

Proposed Amendment? 

23. Should the Commission approve 

or disapprove the Proposed 

Amendment? Why or why not? Should 

the Commission approve the Proposed 

Amendment with modifications? If so, 

what modifications would be 

appropriate and why? 

Interested persons are invited to 

submit written data, views, and 

arguments regarding whether the 

proposal should be approved or 

disapproved by March 23, 2022. Any 

person who wishes to file a rebuttal to 

any other person’s submission must file 

that rebuttal by April 6, 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– 

CTA/CQ–2021–03 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 No. 

SR–CTA/CQ–2021–03. 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 (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 

Participants’ principal offices. 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 File No. SR–CTA/CQ– 

2021–03 and should be submitted on or 

before March 23, 2022. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.221

Jill M. Peterson, 

Assistant Secretary. 

[FR Doc. 2022–04334 Filed 3–1–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–94304; File No. SR–OCC– 

2021–014)] 

Self-Regulatory Organizations; The 

Options Clearing Corporation; Order 

Granting Approval of Proposed Rule 

Change Concerning The Options 

Clearing Corporation’s Cash and 

Investment Management 

February 24, 2022. 

I. Introduction 

On December 23, 2021, the Options 

Clearing Corporation (‘‘OCC’’) filed with 

the Securities and Exchange 

Commission (‘‘Commission’’) the 

proposed rule change SR–OCC–2021– 

014 (‘‘Proposed Rule Change’’) pursuant 

to Section 19(b) of the Securities 

Exchange Act of 1934 (‘‘Exchange 

Act’’) 1 and Rule 19b–4 2 thereunder to 

(i) add OCC’s existing policy regarding 

cash and related investments to its 

Rules, and (ii) amend OCC’s Rules 

governing the use of Clearing Fund 

contributions to ensure access in the 

event of the failure of an investment 

counterparty with whom OCC has 

invested cash collateral.3 The Proposed 

Rule Change was published for public 

comment in the Federal Register on 

January 12, 2022.4 The Commission has 


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