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[Federal Register Volume 89, Number 244 (Thursday, December 19, 2024)]
[Notices]
[Pages 103902-103904]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2024-30161]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-101906; File No. SR-NASDAQ-2024-080]

Self-Regulatory Organizations; The Nasdaq Stock Market LLC; 
Notice of Filing and Immediate Effectiveness of Proposed Rule Change To 
Amend the Exchange's Transaction Pricing Schedule of Supplemental 
Credits at Equity 7, Section 118(a)

December 13, 2024.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(the ``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given 
that, on December 2, 2024, The Nasdaq Stock Market LLC (``Nasdaq'' or 
``Exchange'') filed with the Securities and Exchange Commission (the 
``Commission'') the proposed rule change as described in Items I, II, 
and III below, which Items have been prepared by the Exchange. The 
Commission is publishing this notice to solicit comments on the 
proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to amend the Exchange's schedule of credits, 
at Equity 7, Section 118(a). Specifically, the Exchange proposes to 
amend the Supplemental Credit to member for displayed quotes/orders 
(other than Supplemental Orders or Designated Retail Orders) that 
provide liquidity.
    The text of the proposed rule change is available on the Exchange's 
website at https://listingcenter.nasdaq.com/rulebook/nasdaq/rules, at 
the principal office of the Exchange, and at the Commission's Public 
Reference Room.

[[Page 103903]]

II. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

    In its filing with the Commission, the Exchange included statements 
concerning the purpose of and basis for the proposed rule change and 
discussed any comments it received on the proposed rule change. The 
text of these statements may be examined at the places specified in 
Item IV below. The Exchange has prepared summaries, set forth in 
sections A, B, and C below, of the most significant aspects of such 
statements.

A. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The purpose of the proposed rule change is to amend the Exchange's 
schedule of credits, at Equity 7, Section 118(a). Specifically, the 
Exchange proposes to amend the Supplemental Credit to member for 
displayed quotes/orders (other than Supplemental Orders or Designated 
Retail Orders) that provide liquidity. Currently, members that execute 
a combined volume of at least 5 million shares average daily volume 
(ADV) through midpoint orders and M-ELO orders during the month are 
eligible to receive $0.00015 credit per share executed. The rule also 
states that this credit cannot be combined with M-ELO Supplemental 
Credit A.
    The proposed amendment seeks to further clarify that M-ELO 
Supplemental Credit B cannot be combined with QMM Tier 2 Program 
$0.0029 discounted remove fee as defined in Equity 7, Section 114(e). 
The revised language would state that ``$0.00015 (may not be combined 
with M-ELO Supplemental Credit A or with the QMM Tier 2 Program $0.0029 
discounted remove fee set forth in Section 114(e)).
    This proposed change will apply to Tapes A, B, and C. The Exchange 
periodically reviews its fee and credit structures to ensure clarity 
and alignment with its overall pricing strategy. The purpose of the 
proposed amendment is to avoid confusion regarding whether members can 
receive M-ELO Supplemental Credit B and M-ELO Supplemental Credit A or 
QMM Tier 2 Program $0.0029 discounted remove fee set forth in Section 
114(e). The Exchange has never intended for participants to receive 
both the M-ELO Supplemental Credit B and either M-ELO Supplemental 
Credit A or QMM Tier 2 Program $0.0029 discounted remove fee 
simultaneously. Instead, members have been required to choose the 
credit for which they qualify, based on the applicable conditions 
outlined in the fee schedule.
    The proposed rule change does not alter the current operation of 
the fee program but instead codifies the Exchange's existing 
interpretation, ensuring clarity and consistency in the application of 
its rules. This codification is part of the Exchange's commitment to 
maintaining a transparent and straightforward fee schedule and reducing 
potential misunderstandings among market participants. Further, the 
amendment aims to eliminate potential overlap between the M-ELO 
Supplemental Credit B and the QMM Tier 2 Program $0.0029 discounted 
remove fee. With this clarification, the Exchange intends to maintain a 
fair and balanced credit program. The amendment is also designed to 
ensure that the Exchange's credit programs remain competitive and 
equitable while avoiding unnecessary complexity in its application.
2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section 
6(b) of the Act,\3\ in general, and furthers the objectives of Sections 
6(b)(4) and 6(b)(5) of the Act,\4\ in particular, in that it provides 
for the equitable allocation of reasonable dues, fees and other charges 
among members and issuers and other persons using any facility, and is 
not designed to permit unfair discrimination between customers, 
issuers, brokers, or dealers.
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    \3\ 15 U.S.C. 78f(b).
    \4\ 15 U.S.C. 78f(b)(4) and (5).
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    The proposed amendment furthers these objectives by clarifying the 
application of the M-ELO Supplemental Credit B. The amendment avoids 
confusion regarding whether members can receive both the M-ELO 
Supplemental Credit B and either M-ELO Supplemental Credit A or QMM 
Tier 2 Program $0.0029 discounted remove fee set forth in Section 
114(e). This clarification ensures that the credit program operates 
fairly and promotes equitable principles that does not unfairly 
discriminate against market participants.
    Additionally, the Exchange notes that it has not interpreted its 
fee schedule to permit members to combine the credits mentioned above. 
This proposed amendment simply codifies this existing interpretation, 
ensuring that the fee schedule accurately reflects the Exchange's 
intent. By codifying this interpretation, the Exchange reduces the risk 
of misinterpretation and provides clear guidance to market 
participants, supporting just and equitable allocation of reasonable 
dues, fees and other charges among members and issuers and other 
persons using any facility, and is not designed to permit unfair 
discrimination between customers, issuers, brokers, or dealers.

B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange believes that the proposed amendment will not impose 
any burden on competition that's unnecessary or inappropriate in 
furtherance of the purposes of the Act. The amendment is administrative 
in nature and does not alter the substantive requirements for earning 
the M-ELO Supplemental Credit B. As a result, the change ensures 
consistency and fairness in the application of the Exchange's credit 
program and does not disadvantage any specific group of market 
participants.

C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants, or Others

    No written comments were either solicited or received.

III. Date of Effectiveness of the Proposed Rule Change and Timing for 
Commission Action

    The foregoing rule change has become effective pursuant to Section 
19(b)(3)(A)(ii) of the Act.\5\
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    \5\ 15 U.S.C. 78s(b)(3)(A)(ii).
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    At any time within 60 days of the filing of the proposed rule 
change, the Commission summarily may temporarily suspend such rule 
change if it appears to the Commission that such action is: (i) 
necessary or appropriate in the public interest; (ii) for the 
protection of investors; or (iii) otherwise in furtherance of the 
purposes of the Act. If the Commission takes such action, the 
Commission shall institute proceedings to determine whether the 
proposed rule 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

[[Page 103904]]

     Send an email to [email protected]. Please include 
file number SR-NASDAQ-2024-080 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-NASDAQ-2024-080. 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-NASDAQ-2024-080 and should 
be submitted on or before January 9, 2025.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\6\
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    \6\ 17 CFR 200.30-3(a)(12).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2024-30161 Filed 12-18-24; 8:45 am]
BILLING CODE 8011-01-P
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