Federal Register / Vol. 89, No. 245 / Friday, December 20, 2024 / Notices 104279 

23See paragraph (e) of the ordering language 

below. In particular, the Covered Entity needs to 

report this information in the memorandum field 

for line item 12003 or 12004 (as applicable) of the 

FOCUS Report Part II if not prudentially regulated 

or line item 12820 or 12821 (as applicable) of the 

FOCUS Report Part IIC if prudentially regulated. 

24See paragraph (f) of the ordering language 

below. 

25Covered Entities may convert local currencies 

at a ‘‘top-line’’ level to U.S. dollars at the spot rate 

applicable on the ‘‘as of’’ date of the reported 

amount. 

26 If the Covered Entity files a Call Report in the 

U.S. with a prudential regulator pursuant to the 

instructions for the Call Report, it should follow the 

instructions in the FOCUS Report Part IIC to report 

information in that report to the extent the same 

information is reported by the Covered Entity in the 

Call Report. 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

4The Exchange previously filed to amend the Fee 

Schedule on November 29, 2024 (SR–NYSEAMER– 

2024–74), for December 2, 2024 effectiveness, and 

withdrew such filing on December 11, 2024. 

available to be issued financial 

statements in the home jurisdiction. 

Under this Order, the Covered Entity 

must notify the Commission in a 

memorandum field accompanying the 

FOCUS Report the GAAP it uses to 

present the financial information in the 

filing.23

vii. Follow FOCUS Report Instructions 

Unless Inconsistent With This Order 

Finally, as discussed in the 2021 

Manner and Format Order, the Covered 

Entity must follow the instructions for 

completing the FOCUS Report Part II or 

Part IIC, as applicable, to the extent the 

instructions are not inconsistent with 

the provisions of this Order.24 This 

includes presenting information in U.S. 

dollars (not in local currencies).25

However, a prudentially regulated 

Covered Entity filing the FOCUS Report 

Part IIC need not follow instructions 

referring to line items on the Call Report 

to the extent the Covered Entity does 

not report the required information in a 

Call Report pursuant to that 

instruction.26

IV. Conclusion 

It Is hereby ordered that a Covered 

Entity must meet the manner and format 

condition in a Commission order 

granting conditional substituted 

compliance with respect to Exchange 

Act Rule 18a–7 by: 

(a)(1) If not prudentially regulated, 

filing through the SEC eFOCUS system 

a FOCUS Report Part II 35 calendar days 

after the end of each month; or 

(2) If prudentially regulated, filing 

through the SEC eFOCUS system the 

FOCUS Report Part IIC 35 calendar days 

after the end of each quarter; 

(b)(1) If not prudentially regulated, 

entering the required information on the 

line items (as applicable) highlighted on 

the FOCUS Report Part II, as specified 

on the Commission’s website, on the 

FOCUS Report Part II filed pursuant to 

paragraph (a)(1) above; or 

(2) If prudentially regulated, entering 

the required information on the line 

items (as applicable) highlighted on the 

FOCUS Report Part IIC, as specified on 

the Commission’s website, on the 

FOCUS Report Part IIC filed pursuant to 

paragraph (a)(2) above; 

(c) Presenting the information in the 

FOCUS Report Part II or Part IIC (as 

applicable) filed pursuant to paragraph 

(a) above at the entity level of the 

Covered Entity on the same basis 

(consolidated or unconsolidated) that 

the Covered Entity presents information 

in the financial reports it files in its 

home jurisdiction; 

(d) Completing the Regulatory Capital 

section of the FOCUS Report Part IIC 

and presenting the information in that 

section in accordance with the reporting 

requirements of the Covered Entity’s 

home jurisdiction; 

(e) Identifying the generally accepted 

accounting principles being used to 

present the information in the FOCUS 

Report Part II or Part IIC (as applicable) 

filed pursuant to paragraph (a) above in 

the memo field for line item 12003, 

12004, 12820, or 12821 (as applicable) 

of the report in the SEC eFOCUS 

system; and 

(f) Reporting the information in the 

FOCUS Report Part II or Part IIC (as 

applicable) filed pursuant to paragraph 

(a) above in accordance with the 

instructions for those reports; except 

that the Covered Entity can report the 

information: 

(1) In a manner consistent with a 

condition of this Order, if the 

instruction conflicts with the condition; 

or 

(2) In a manner consistent with the 

requirements of its home jurisdiction, if 

the instruction on the FOCUS Report 

Part IIC requires information submitted 

on the Call Report and the Covered 

Entity does not report the required 

information on a Call Report. 

By the Commission. 

Dated: December 16, 2024. 

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–30377 Filed 12–19–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101920; File No. SR– 

NYSEAMER–2024–77] 

Self-Regulatory Organizations; NYSE 

American LLC; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Modify the NYSE 

American Options Fee Schedule 

December 16, 2024. 

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

Securities Exchange Act of 1934 

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

notice is hereby given that, on December 

11, 2024, NYSE American LLC (‘‘NYSE 

American’’ or the ‘‘Exchange’’) filed 

with the Securities and Exchange 

Commission (the ‘‘Commission’’) the 

proposed rule change as described in 

Items I and II below, which Items have 

been prepared by the self-regulatory 

organization. The Commission is 

publishing this notice to solicit 

comments on the proposed rule change 

from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to modify the 

NYSE American Options Fee Schedule 

(‘‘Fee Schedule’’) regarding the charges 

applicable to Manual transactions by 

NYSE American Options Market 

Makers. The Exchange proposes to 

implement the fee change effective 

December 11, 2024.4 The proposed rule 

change is available on the Exchange’s 

website at www.nyse.com, at the 

principal office of the Exchange, and at 

the Commission’s Public Reference 

Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

self-regulatory organization included 

statements concerning the purpose of, 

and basis for, the proposed rule change 

and discussed any comments it received 

on the proposed rule change. The text 

of those statements may be examined at 

the places specified in Item IV below. 

The Exchange has prepared summaries, 

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

of the most significant parts of such 

statements. 


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104280 Federal Register / Vol. 89, No. 245 / Friday, December 20, 2024 / Notices 

5See Fee Schedule, Section I.A. (Rates for 

Options transactions). 

6See Nasdaq PHLX, Options 7 Pricing Schedule, 

Section 4 (providing for $0.50 per contract fee for 

Market Maker manual transactions). 

7 15 U.S.C. 78f(b). 

8 15 U.S.C. 78f(b)(4) and (5). 

9See Securities Exchange Act Release No. 51808 

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

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

10The OCC publishes options and futures volume 

in a variety of formats, including daily and monthly 

volume by exchange, available here: https://

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

11Based on a compilation of OCC data for 

monthly volume of equity-based options and 

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

Exchange’s market share in multiply-listed equity 

and ETF options decreased slightly from 6.45% for 

the month of October 2023 to 6.26% for the month 

of October 2024. 

12See note 6, supra. 

13See, e.g., Fee Schedule, Sections I.C. (NYSE 

American Options Market Maker Sliding Scale— 

Electronic) and I.D. (Prepayment Program). 14See id. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and the 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The purpose of this filing is to modify 

Section I.A. of the Fee Schedule 

regarding the fee for Manual 

transactions by NYSE American Options 

Market Makers (‘‘Market Makers’’). 

Currently, Market Makers are charged 

$0.35 per contract for Manual 

transactions. The Exchange proposes to 

increase the fee for Market Makers’ 

Manual transactions to $0.50 per 

contract.5 The proposed change is 

intended to more closely align the 

Exchange’s fee for Manual transactions 

by Market Makers with fees charged by 

at least one other competing exchange.6

Although the proposed change would 

increase the fee for Manual transactions 

for Market Makers, the Exchange 

believes Market Makers will continue to 

quote actively to participate in 

transactions on the Trading Floor as 

they do today, thereby promoting 

trading opportunities and competition 

on the Trading Floor to the benefit of all 

market participants. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

Section 6(b) of the Act,7 in general, and 

furthers the objectives of Sections 

6(b)(4) and (5) of the Act,8 in particular, 

because it provides for the equitable 

allocation of reasonable dues, fees, and 

other charges among its members, 

issuers and other persons using its 

facilities and does not unfairly 

discriminate between customers, 

issuers, brokers or dealers. 

The proposed change is reasonable, 

equitable, and not unfairly 

discriminatory. As a threshold matter, 

the Exchange is subject to significant 

competitive forces in the market for 

options securities transaction services 

that constrain its pricing determinations 

in that market. The Commission has 

repeatedly expressed its preference for 

competition over regulatory 

intervention in determining prices, 

products, and services in the securities 

markets. In Regulation NMS, the 

Commission highlighted the importance 

of market forces in determining prices 

and SRO revenues and, also, recognized 

that current regulation of the market 

system ‘‘has been remarkably successful 

in promoting market competition in its 

broader forms that are most important to 

investors and listed companies.’’ 9

There are currently 18 registered 

options exchanges competing for order 

flow. Based on publicly-available 

information, and excluding index-based 

options, no single exchange has more 

than 16% of the market share of 

executed volume of multiply-listed 

equity and ETF options trades.10

Therefore, currently no exchange 

possesses significant pricing power in 

the execution of multiply-listed equity & 

ETF options order flow. More 

specifically, in October 2024, the 

Exchange had 6.26% market share of 

executed volume of multiply-listed 

equity and ETF options trades.11 In such 

a low-concentrated and highly 

competitive market, no single options 

exchange possesses significant pricing 

power in the execution of option order 

flow. Within this environment, market 

participants can freely and often do shift 

their order flow among the Exchange 

and competing venues in response to 

changes in their respective pricing 

schedules. 

The Exchange believes the proposed 

change is reasonable because, although 

it would increase the fee for Market 

Maker Manual transactions, it is 

designed to bring the Exchange’s fee 

closer into alignment with a similar fee 

charged on at least one other competing 

exchange with a trading floor.12 In 

addition, although Market Makers 

would continue to be subject to a 

Manual transaction fee greater than 

those charged to other market 

participants, the proposed fee is 

reasonable, on balance, given various 

other incentives available only to 

Market Makers.13 The Exchange also 

believes the proposed change, although 

it would increase the fee applicable to 

Market Makers’ Manual transactions, 

would not discourage Market Makers 

from conducting Manual transactions on 

the Exchange, thereby continuing to 

attract volume and liquidity to the 

Exchange generally and to the benefit all 

market participants (including those 

that do not participate in Manual 

transactions) through increased 

opportunities to trade. 

The Exchange believes the proposed 

rule change is an equitable allocation of 

its fees and credits and is not unfairly 

discriminatory, as it applies equally to 

all similarly-situated market 

participants on an equal and nondiscriminatory basis. The proposal is 

based on the type of business transacted 

on the Exchange, and Market Makers are 

not obligated to engage in Manual 

transactions. Market Makers benefit 

from having access to interact with 

orders that are made available in open 

outcry on the Trading Floor, and the 

Exchange believes that the proposed 

increased fee for Market Makers’ 

Manual transactions is designed to 

balance the need to attract both Market 

Makers’ and other market participants’ 

orders to the Trading Floor. Although 

the proposed change would increase the 

fee for Market Makers’ Manual 

transactions, the Exchange believes 

Market Makers would continue to quote 

actively so that they may participate in 

Manual transactions as they do today, 

thereby promoting competition and 

maintaining market quality for all 

market participants. The Exchange also 

believes that increasing fees for Manual 

transactions by Market Makers, but not 

for other market participants, represents 

an equitable, non-discriminatory 

allocation of fees on balance because 

Market Makers continue to be entitled to 

various incentives not available to other 

market participants.14

Finally, the Exchange believes that it 

is subject to significant competitive 

forces, as described below in the 

Exchange’s statement regarding the 

burden on competition. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

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

the Act, the Exchange does not believe 

that the proposed rule change would 

impose any burden on competition that 

is not necessary or appropriate in 

furtherance of the purposes of the Act. 

Instead, as discussed above, the 

Exchange believes that the proposed 

change would be consistent with 

charges for similar business on at least 

one other market. As a result, the 

Exchange believes that the proposed 

change furthers the Commission’s goal 

in adopting Regulation NMS of fostering 

integrated competition among orders, 


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Federal Register / Vol. 89, No. 245 / Friday, December 20, 2024 / Notices 104281 

15See Reg NMS Adopting Release, supra note 9, 

at 37499. 

16See note 13, supra. 

17See note 10, supra. 

18See note 11, supra. 

19See note 6, supra. 

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

21 17 CFR 240.19b–4(f)(2). 

22 15 U.S.C. 78s(b)(2)(B). 23 17 CFR 200.30–3(a)(12). 

which promotes ‘‘more efficient pricing 

of individual stocks for all types of 

orders, large and small.’’ 15

Intramarket Competition. The 

proposed change is designed to 

continue to promote the use of the 

Exchange as a primary trading venue, 

and, specifically, to encourage 

competition on the Trading Floor. The 

proposed change is designed to balance 

the need to attract both Market Makers’ 

and other market participants’ orders to 

the Trading Floor. The Exchange 

believes that the proposed change to the 

fee applicable to Manual transactions by 

Market Makers would not discourage 

them from continuing to conduct 

Manual transactions on the Exchange 

because interacting with orders that are 

made available in open outcry on the 

Trading Floor promotes additional 

opportunities for quality executions. To 

the extent that this purpose is achieved, 

all of the Exchange’s market participants 

should benefit from the continued 

market liquidity. Enhanced market 

quality and increased transaction 

volume that results from the increase in 

order flow directed to the Exchange will 

benefit all market participants and 

improve competition on the Exchange. 

The Exchange also believes that 

increasing fees for Manual transactions 

by Market Makers relative to other 

market participants does not impose an 

undue burden on competition because, 

as noted above, Market Makers have 

access to other incentives in the Fee 

Schedule not available to other market 

participants.16

Intermarket Competition. The 

Exchange operates in a highly 

competitive market in which market 

participants can readily favor one of the 

17 competing option exchanges if they 

deem fee levels at a particular venue to 

be excessive. Based on publiclyavailable information, and excluding 

index-based options, no single exchange 

currently has more than 16% of the 

market share of executed volume of 

multiply-listed equity and ETF options 

trades.17 Therefore, no exchange 

currently possesses significant pricing 

power in the execution of multiplylisted equity and ETF options order 

flow. More specifically, in October 

2024, the Exchange had 6.26% market 

share of executed volume of multiplylisted equity and ETF options trades.18

The Exchange believes that the 

proposed rule change reflects this 

competitive environment because it 

modifies the Exchange’s fees to be more 

closely aligned with fees charged by at 

least one other market with a Trading 

Floor for similar transactions.19 The 

Exchange also believes that the 

proposed change would continue to 

promote competition between the 

Exchange and other execution venues 

because continued Market Maker 

activity on the Trading Floor would 

encourage liquidity, thereby 

maintaining market quality on the 

Exchange and encouraging orders to be 

sent to the Exchange for execution. To 

the extent that this purpose is achieved, 

all the Exchange’s market participants 

should benefit from the improved 

market quality and increased 

opportunities for price improvement. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

No written comments were solicited 

or received with respect to the proposed 

rule change. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change is effective 

upon filing pursuant to Section 

19(b)(3)(A) 20 of the Act and 

subparagraph (f)(2) of Rule 19b–4 21

thereunder, because it establishes a due, 

fee, or other charge imposed by the 

Exchange. 

At any time within 60 days of the 

filing of such proposed rule change, the 

Commission summarily may 

temporarily suspend such rule change if 

it appears to the Commission that such 

action is necessary or appropriate in the 

public interest, for the protection of 

investors, or otherwise in furtherance of 

the purposes of the Act. If the 

Commission takes such action, the 

Commission shall institute proceedings 

under Section 19(b)(2)(B) 22 of the Act to 

determine whether the proposed rule 

change should be approved or 

disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s internet 

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

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include file number SR– 

NYSEAMER–2024–77 on the subject 

line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street NE, 

Washington, DC 20549–1090. 

All submissions should refer to file 

number SR–NYSEAMER–2024–77. This 

file number should be included on the 

subject line if email is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

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

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change that are filed with the 

Commission, and all written 

communications relating to the 

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 

a.m. and 3 p.m. Copies of the filing also 

will be available for inspection and 

copying at the principal office of the 

Exchange. Do not include personal 

identifiable information in submissions; 

you should submit only information 

that you wish to make available 

publicly. We may redact in part or 

withhold entirely from publication 

submitted material that is obscene or 

subject to copyright protection. All 

submissions should refer to file number 

SR–NYSEAMER–2024–77 and should 

be submitted on or before January 10, 

2025. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.23

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–30349 Filed 12–19–24; 8:45 am] 

BILLING CODE 8011–01–P 


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