41750 Federal Register / Vol. 87, No. 133 / Wednesday, July 13, 2022 / Notices 

5https://www.congress.gov/116/plaws/publ283/ 

PLAW-116publ283.pdf. 

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

2 17 CFR 240.19b–4. 

(B) The safe destruction or 

degradation of PFAS; 

(C) The development and deployment 

of safer and more environmentallyfriendly alternative substances that are 

functionally similar to those made with 

PFAS; 

(D) The understanding of sources of 

environmental PFAS contamination and 

pathways to exposure for the public; 

and/or, 

(E) The understanding of the toxicity 

of PFAS to humans and animals.5

Given PFAS are a large, diverse class 

of substances, making it difficult to 

comprehensively evaluate the 

environmental and human impacts, 

OSTP is interested in responses to the 

following questions: 

1. Should the USG consider 

identifying priority PFAS when 

developing a strategic plan for PFAS 

research and development? If so, what 

criteria should be used to identify 

priority PFAS for research and 

development (e.g., tonnage used per 

year; releases to the environment per 

year; toxicology or other human or 

environmental health concerns; national 

security or critical infrastructure uses)? 

2. Are there criteria which could be 

applied across the five research goals 

identified above, or should specific 

criteria be developed for each 

individual research goal? 

3. Based on the definition of PFAS in 

this RFI, what are the scientific, 

technological, and human challenges 

that must be addressed to understand 

and to significantly reduce the 

environmental and human impacts of 

PFAS and to identify cost-effective: 

a. Alternatives to PFAS that are 

designed to be safer and more 

environmentally friendly; 

b. Methods for removal of PFAS from 

the environment; and 

c. Methods to safely destroy or 

degrade PFAS? 

4. Are there specific chemistries and/ 

or intended uses that PFAS provide for 

which there are no known alternatives 

at this time? 

5. What are alternatives to the 

definition of PFAS provided in this RFI? 

What are the implications of these 

alternative definitions on possible 

remediation strategies? 

6. What should be the research and 

development priorities for accelerating 

progress, improving efficiency, and 

reducing the cost of: analytical methods, 

detection limits, non-targeted detection? 

7. What studies would yield the most 

useful information and address the 

current gaps in understanding PFAS 

health effects in humans (e.g., in vitro, 

animal toxicological, and 

epidemiological studies)? Which health 

effects should be prioritized? What 

additional impacts beyond health 

should be prioritized? Social scientific 

approaches are welcome in addressing 

this question and any others, as 

appropriate. 

8. One challenge across all research 

goals is PFAS mixtures and 

formulations. Currently, more 

information is needed to understand the 

identity, composition, occurrence, 

source, or effects on human health and 

the environment for mixtures of PFAS 

found in environmental media. 

Additionally, more information is 

needed to understand the best way to 

remediate or destroy media 

contaminated with multiple PFAS. 

What should be the research and 

development priorities for accelerating 

progress in these areas? 

9. What goals, priorities, and 

performance metrics would be valuable 

in measuring the success of National, 

federally funded PFAS research and 

development initiatives relating to: 

a. The removal of PFAS from the 

environment; 

b. Safely destroying or degrading 

PFAS; and 

c. Developing safer and more 

environmentally-friendly alternatives to 

PFAS? 

d. Mitigating negative human effects 

of PFAS, whether related to health or 

additional domains? 

Dated: July 7, 2022. 

Stacy Murphy, 

Operations Manager. 

[FR Doc. 2022–14862 Filed 7–12–22; 8:45 am] 

BILLING CODE 3270–F2–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–95210; File No. SR– 

PEARL–2022–26 

Self-Regulatory Organizations: Notice 

of Filing and Immediate Effectiveness 

of a Proposed Rule Change by MIAX 

PEARL, LLC To Amend the MIAX Pearl 

Equities Fee Schedule 

July 7, 2022. 

Pursuant to the provisions of Section 

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

of 1934 (‘‘Act’’) 1 and Rule 19b–4 

thereunder,2 notice is hereby given that 

on July 5, 2022, MIAX PEARL, LLC 

(‘‘MIAX Pearl’’ or ‘‘Exchange’’) filed 

with the Securities and Exchange 

Commission (‘‘Commission’’) a 

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. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange is filing a proposal to 

amend the fee schedule (the ‘‘Fee 

Schedule’’) applicable to MIAX Pearl 

Equities, an equities trading facility of 

the Exchange. 

The text of the proposed rule change 

is available on the Exchange’s website at 

http://www.miaxoptions.com/rulefilings/pearl at MIAX Pearl’s principal 

office, 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 

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 Fee 

Schedule to adopt new liquidity 

indicator codes and associated fees and 

rebates to the Liquidity Indicator Codes 

and Associated Fees table. The 

Exchange originally filed this proposal 

on June 23, 2022, (SR–PEARL–2022– 

24). On July 5, 2022, the Exchange 

withdrew SR–PEARL–2022–24 and 

resubmitted this proposal. 

The Exchange first notes that it 

operates in a highly competitive market 

in which market participants can 

readily direct order flow to competing 

venues if they deem fee levels at a 

particular venue to be excessive or 

incentives to be insufficient. More 

specifically, the Exchange is only one of 

16 registered equities exchanges, as well 

as a number of alternative trading 

systems and other off-exchange venues, 


jspears on DSK121TN23PROD with NOTICES1
Federal Register / Vol. 87, No. 133 / Wednesday, July 13, 2022 / Notices 41751 

3 See MIAX’s ‘‘The market at a glance, MTD 

Average’’, available at https://

www.miaxoptions.com/, (last visited June 30, 2022). 

4 See Securities Exchange Act Release No. 94301 

(February 23, 2022), 87 FR 11739 (March 2, 2022) 

(SR–PEARL–2022–06). 

5 The term ‘‘Equity Member’’ is a Member 

authorized by the Exchange to transact business on 

MIAX Pearl Equities. See Exchange Rule 1901. 

6 See Exchange Rule 2617(b)(5)(B). 

7 See Exchange Rule 2614(a)(2). 

8 See Exchange Rule 2614(a)(1). 

9 Exchange Rule 2614(b)(2) defines ‘‘Regular 

Hours Only’’ or ‘‘RHO’’ as ‘‘[a]n order that is 

designated for execution only during Regular 

Trading Hours, which includes the Opening Process 

for equity securities. An order with a time-in-force 

of RHO entered into the System before the opening 

of business on the Exchange as determined 

pursuant to Exchange Rule 2600 will be accepted 

but not eligible for execution until the start of 

Regular Trading Hours.’’ 

10 The Exchange notes that it will not route 

Market Orders to the primary listing market’s 

closing process. 

to which market participants may direct 

their order flow. Based on publicly 

available information, no single 

registered equities exchange currently 

has more than approximately 17% of 

the total market share of executed 

volume of equities trading, and the 

Exchange currently represents 

approximately 1% of the overall market 

share.3

Background 

The Exchange filed a proposal 4 to 

adopt a new routing option called Route 

to Primary Auction (‘‘PAC’’) that would 

be available to orders in equity 

securities traded on the Exchange’s 

equity trading platform. The PAC 

routing option would enable an Equity 

Member 5 (‘‘Member’’) to designate that 

their order be routed to the primary 

listing market to participate in the 

primary listing market’s opening, reopening or closing process.6 Exchange 

Rule 2617(b)(5)(B) provides that PAC is 

a routing option for Market Orders 7 and 

displayed Limit Orders 8 designated 

with a time-in-force of Regular Hours 

Only (‘‘RHO’’) 9 that the entering firm 

wishes to designate for participation in 

the opening, re-opening (following a 

regulatory halt, suspension, or pause), 

or closing process 10 of a primary listing 

market (Cboe BZX Exchange, Inc. 

(‘‘BZX’’), the New York Stock Exchange 

LLC (‘‘NYSE’’), The Nasdaq Stock 

Market LLC (‘‘Nasdaq’’), NYSE 

American LLC (‘‘NYSE American’’), or 

NYSE Arca, Inc. (‘‘NYSE Arca’’)) if 

received before the opening, re-opening, 

or closing process of such market. 

The Exchange currently has a 

liquidity indicator code of ‘‘X’’ for 

routed liquidity. This code will 

continue to be applied to an order that 

is routed to and executed on an away 

market. Additionally, this code will be 

used to identify orders that were routed 

to an away market (including orders that 

were routed using the PAC routing 

strategy) and executed as ‘‘Taker.’’ The 

proposed liquidity indicator codes 

described below are specifically related 

to the PAC routing strategy. 

New Liquidity Indicator Codes 

In conjunction with the Exchange’s 

proposal to provide a PAC routing 

option as described above, the Exchange 

now proposes to amend the Liquidity 

Indicator Codes and Associated Fees 

Table to adopt new routing fees and 

rebates as follows: 

• Add new liquidity indicator code 

XA, Re-routed by Primary Listing 

Exchange. The Liquidity Indicator 

Codes and Associated Fees table would 

specify that orders that yield liquidity 

indicator code XA would be charged a 

fee $0.003 per share in securities priced 

at or above $1.00 and 0.3% of the 

transaction’s dollar value in securities 

priced below $1.00. 

• Add new liquidity indicator code 

XB, Routed Primary Listing Exchange 

Execution (Other). The Liquidity 

Indicator Codes and Associated Fees 

table would specify that orders that 

yield liquidity indicator code XB would 

be charged a fee $0.003 per share in 

securities priced at or above $1.00 and 

0.3% of the transaction’s dollar value in 

securities priced below $1.00. 

• Add new liquidity indicator code 

XC, Routed to NYSE, Opening/ReOpening Auction. The Liquidity 

Indicator Codes and Associated Fees 

table would specify that orders that 

yield liquidity indicator code XC would 

be charged a fee $0.00105 per share in 

securities priced at or above $1.00 and 

0.3% of the transaction’s dollar value in 

securities priced below $1.00. 

• Add new liquidity indicator code 

XD, Routed to NYSE, Closing Auction. 

The Liquidity Indicator Codes and 

Associated Fees table would specify that 

orders that yield liquidity indicator 

code XD would be charged a fee 

$0.00085 per share in securities priced 

at or above $1.00 and 0.3% of the 

transaction’s dollar value in securities 

priced below $1.00. 

• Add new liquidity indicator code 

XE, Routed to NYSE, Adds Displayed 

Liquidity. The Liquidity Indicator Codes 

and Associated Fees table would specify 

that orders that yield liquidity indicator 

code XE would receive a rebate of 

$0.0015 per share in securities priced at 

or above $1.00 and would be charged a 

fee of 0.01% of the transaction’s dollar 

value in securities priced below $1.00. 

• Add new liquidity indicator code 

XF, Routed to NYSE Arca, Opening/ReOpening Auction. The Liquidity 

Indicator Codes and Associated Fees 

table would specify that orders that 

yield liquidity indicator code XF would 

be charged a fee of $0.00155 per share 

in securities priced at or above $1.00 

and 0.105% of the transaction’s dollar 

value in securities priced below $1.00. 

• Add new liquidity indicator code 

XG, Routed to NYSE Arca, Closing 

Auction. The Liquidity Indicator Codes 

and Associated Fees table would specify 

that orders that yield liquidity indicator 

code XG would be charged a fee of 

$0.00105 per share in securities priced 

at or above $1.00 and a fee of 0.105% 

of the transaction’s dollar value in 

securities priced below $1.00. 

• Add new liquidity indicator code 

XH, Routed to NYSE Arca, Adds 

Displayed Liquidity. The Liquidity 

Indicator Codes and Associated Fees 

table would specify that orders that 

yield liquidity indicator code XH would 

receive a rebate of $0.0015 per share in 

securities priced at or above $1.00 and 

would be charged a fee of 0.01% of the 

transaction’s dollar value in securities 

priced below $1.00. 

• Add new liquidity indicator code 

XI, Routed to NYSE American, 

Opening/Re-Opening Auction. The 

Liquidity Indicator Codes and 

Associated Fees table would specify that 

orders that yield liquidity indicator 

code XI would be charged a fee of 

$0.00055 per share in securities priced 

at or above $1.00 and 0.055% of the 

transaction’s dollar value in securities 

priced below $1.00. 

• Add new liquidity indicator code 

XJ, Routed to NYSE American, Closing 

Auction. The Liquidity Indicator Codes 

and Associated Fees table would specify 

that orders that yield liquidity indicator 

code XJ would be charged a fee of 

$0.00055 per share in securities priced 

at or above $1.00 and 0.055% of the 

transaction’s dollar value in securities 

priced below $1.00. 

• Add new liquidity indicator code 

XK, Routed to NYSE American, Adds 

Displayed Liquidity. The Liquidity 

Indicator Codes and Associated Fees 

table would specify that orders that 

yield liquidity indicator code XK would 

receive a rebate of $0.001 per share in 

securities priced at or above $1.00 and 

would be charged a fee of 0.01% of the 

transaction’s dollar value in securities 

priced below $1.00. 

• Add new liquidity indicator code 

XL, Routed to Cboe BZX, Opening/ReOpening Auction. The Liquidity 

Indicator Codes and Associated Fees 

table would specify that orders that 

yield liquidity indicator code XL would 

be charged a fee of $0.0008 per share in 

securities priced at or above $1.00 and 


jspears on DSK121TN23PROD with NOTICES1
41752 Federal Register / Vol. 87, No. 133 / Wednesday, July 13, 2022 / Notices 

11 See Exchange Rule 2617(b)(5)(B)(1)(ii)(a). 

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

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

14 15 U.S.C. 78f(b)(5). 

15 See supra note 3. 

16 Securities Exchange Act Release No. 51808 

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

0.08% of the transaction’s dollar value 

in securities priced below $1.00. 

• Add new liquidity indicator code 

XM, Routed to Cboe BZX, Closing 

Auction. The Liquidity Indicator Codes 

and Associated Fees table would specify 

that orders that yield liquidity indicator 

code XM would be charged a fee of 

$0.00105 per share in securities priced 

at or above $1.00 and 0.105% of the 

transaction’s dollar value in securities 

priced below $1.00. 

• Add new liquidity indicator code 

XN, Routed to Cboe BZX, Adds 

Displayed Liquidity. The Liquidity 

Indicator Codes and Associated Fees 

table would specify that orders that 

yield liquidity indicator code XN would 

receive a rebate of $0.0015 per share in 

securities priced at or above $1.00 and 

be charged a fee of 0.01% of the 

transaction’s dollar value in securities 

priced below $1.00. 

• Add new liquidity indicator code 

XO, Routed to Nasdaq, Opening/ReOpening Auction. The Liquidity 

Indicator Codes and Associated Fees 

table would specify that orders that 

yield liquidity indicator code XO would 

be charged a fee of $0.00155 per share 

in securities priced at or above $1.00 

and 0.30% of the transaction’s dollar 

value in securities priced below $1.00. 

• Add new liquidity indicator code 

XP, Routed to Nasdaq, Closing Auction. 

The Liquidity Indicator Codes and 

Associated Fees table would specify that 

orders that yield liquidity indicator 

code XP would be charged a fee of 

$0.00085 per share in securities priced 

at or above $1.00 and 0.09% of the 

transaction’s dollar value in securities 

priced below $1.00. 

• Add new liquidity indicator code 

XQ, Routed to Nasdaq, Adds Displayed 

Liquidity. The Liquidity Indicator Codes 

and Associated Fees table would specify 

that orders that yield liquidity indicator 

code XQ would receive a rebate of 

$0.0015 per share in securities priced at 

or above $1.00 and be charged a fee of 

0.01% of the transaction’s dollar value 

in securities priced below $1.00. 

As part of the PAC order routing 

strategy the Exchange will route a limit 

order to participate in the primary 

listing market’s closing process prior to 

the primary listing market’s order entry 

cut-off time.11 These orders may rest on 

the primary listing market’s book until 

such time as the closing auction 

commences. During this period these 

orders are subject to standard order 

handling and may be executed or routed 

by the primary listing market depending 

upon market conditions. Therefore the 

Exchange is proposing to adopt liquidity 

indicator codes to reflect the disposition 

of the order (i.e., an order routed to 

NYSE that rests on the book and is 

executed prior to the closing auction 

would receive liquidity indicator code 

XE; an order routed to NYSE Arca that 

rests on the book and is executed prior 

to the closing auction would receive 

liquidity indicator code XH; an order 

routed to NYSE American that rests on 

the book and is executed prior to the 

closing auction would receive liquidity 

indicator code XK; an order routed to 

Cboe BZX that rests on the book and is 

executed prior to the closing auction 

would receive liquidity indicator code 

XN; and an order routed to Nasdaq that 

rests on the book and is executed prior 

to the closing auction would receive 

liquidity indicator code XQ; further an 

order routed to a primary listing market 

that is subsequently routed by the 

primary listing market prior to the start 

of the closing auction would receive 

liquidity indicator code XA). 

Implementation 

The proposed changes are 

immediately effective. 

2. Statutory Basis 

The Exchange believes that its 

proposal to amend its Fee Schedule is 

consistent with Section 6(b) of the Act 12

in general, and furthers the objectives of 

Section 6(b)(4) of the Act 13 in 

particular, in that it is an equitable 

allocation of reasonable fees and other 

charges among its Members and issuers 

and other persons using its facilities. 

The Exchange also believes that the 

proposed rule change is consistent with 

the objectives of Section 6(b)(5) 14 that 

the rules of an exchange be designed to 

prevent fraudulent and manipulative 

acts and practices, and to promote just 

and equitable principles of trade, to 

foster cooperation and coordination 

with persons engaged in regulating, 

clearing, settling, processing 

information with respect to, and 

facilitating transactions in securities, to 

remove impediments to and perfect the 

mechanism of a free and open market 

and a national market system, and, in 

general, to protect investors and the 

public interest, and, particularly, is not 

designed to permit unfair 

discrimination between customers, 

issuers, brokers, or dealers. 

The Exchange operates in a highly 

fragmented and competitive market in 

which market participants can readily 

direct their order flow to competing 

venues if they deem fee levels at a 

particular venue to be excessive or 

incentives to be insufficient. More 

specifically, the Exchange is only one of 

sixteen registered equities exchanges, 

and there are a number of alternative 

trading systems and other off-exchange 

venues, to which market participants 

may direct their order flow. Based on 

publicly available information, no single 

registered equities exchange currently 

has more than approximately 17% of 

the total market share of executed 

volume of equities trading.15 Thus, in 

such a low-concentrated and highly 

competitive market, no single equities 

exchange possesses significant pricing 

power in the execution of order flow, 

and the Exchange currently represents 

less than 1% of the overall market share. 

The Commission and the courts have 

repeatedly expressed their 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.’’ 16

The Exchange believes that the evershifting market share among the 

exchanges from month to month 

demonstrates that market participants 

can shift order flow or discontinue to 

reduce use of certain categories of 

products, in response to new or 

different pricing structures being 

introduced into the market. 

Accordingly, competitive forces 

constrain the Exchange’s transaction 

fees and rebates, and market 

participants can readily trade on 

competing venues if they deem pricing 

levels at those other venues to be more 

favorable. The Exchange believes the 

proposal will further remove 

impediments to and perfect the 

mechanism of a free and open market 

and a national market system, and will 

introduce the PAC routing strategy on 

the Exchange which will provide 

Members with greater flexibility in 

routing orders to other exchanges. 

New Liquidity Indicator Codes 

The Exchange believes that its 

proposal to adopt liquidity indicator 

codes is reasonable, consistent with an 

equitable allocation of fees, and not 

unfairly discriminatory. The use of 

liquidity indicator codes is not unique 


jspears on DSK121TN23PROD with NOTICES1
Federal Register / Vol. 87, No. 133 / Wednesday, July 13, 2022 / Notices 41753 

17 See NYSE Arca Equities Exchange Fee 

Schedule, Section V., Standard Rates-Routing, on 

its public website (available at https://

www.nyse.com/publicdocs/nyse/markets/nyse-arca/ 

NYSE_Arca_Marketplace_Fees.pdf); see also Cboe 

BZX U.S. Equities Exchange Fee Schedule, Fees 

Codes and Associated Fees, on its public website 

(available at https://www.cboe.com/us/equities/ 

membership/fee_schedule/bzx/); see also Cboe 

EDGX U.S. Equities Exchange Fee Schedule, Fee 

Codes and Associate Fees, on its public website 

(available at https://www.cboe.com/us/equities/ 

membership/fee_schedule/edgx/). 

18 See NYSE Arca Equities Exchange Fee 

Schedule, Section V., Standard Rates-Routing, on 

its public website (available at https://

www.nyse.com/publicdocs/nyse/markets/nyse-arca/ 

NYSE_Arca_Marketplace_Fees.pdf); see also Cboe 

BZX U.S. Equities Exchange Fee Schedule, Fees 

Codes and Associated Fees, on its public website 

(available at https://www.cboe.com/us/equities/ 

membership/fee_schedule/bzx/); see also Cboe 

EDGX U.S. Equities Exchange Fee Schedule, Fee 

Codes and Associate Fees, on its public website 

(available at https://www.cboe.com/us/equities/ 

membership/fee_schedule/edgx/). 

19 See NYSE Arca Equities Exchange Fee 

Schedule, Section V., Standard Rates-Routing, on 

its public website (available at https://

www.nyse.com/publicdocs/nyse/markets/nyse-arca/ 

NYSE_Arca_Marketplace_Fees.pdf). 

20 Id. 

21 See Id. 

22 See Id. 

23 See Id. 

24 See Id. 

25 See Id. 

26 See Id. 

27 See Cboe BZX U.S. Equities Exchange Fee 

Schedule, Fees Codes and Associated Fees, on its 

public website (available at https://www.cboe.com/ 

us/equities/membership/fee_schedule/bzx/). 

28 Id. 

29 See supra note 27. 

30 Id. 

31 See Id. 

32 See NYSE American Equities Price List on its 

public website (available at https://www.nyse.com/ 

publicdocs/nyse/markets/nyse-american/NYSE_

America_Equities_Price_List.pdf.) 

33 See Cboe EDGX U.S. Equities Exchange Fee 

Schedule, Fee Codes and Associated Fees, on its 

public website (available at https://www.cboe.com/ 

us/equities/membership/fee_schedule/edgx/). 

34 See Id. 

to the Exchange as liquidity indicator 

codes are currently utilized and 

described in the fee schedules of other 

equity exchanges.17 Additionally, the 

Exchange believes its fee changes 

proposed for each liquidity indicator 

code are reasonable because competing 

exchanges that offer similar 

functionality charge similar fees as 

those proposed herein.18

Specifically, the proposed fee of 

$0.003 for liquidity indicator code XA, 

Re-routed by Primary Listing Exchange 

and the proposed fee of $0.003 for 

liquidity indicator code XB, Routed 

Primary Listing Exchange Execution 

(Other) are equal to the current fee 

charged for liquidity indicator code X, 

Routed, on the Exchange. The proposed 

fee of $0.00105 for liquidity indicator 

code XC, Routed to NYSE Opening/ReOpening Auction, is comparable to the 

fee charged by NYSE Arca of $0.001 to 

route orders to NYSE Auctions.19

Similarly, the proposed fee of $0.00085 

for liquidity indicator code XD, Closing 

Auction, is comparable to the fee 

charged by NYSE Arca of $0.001 to 

route orders to NYSE Auctions.20 The 

proposed fee of $0.00055 for liquidity 

indicator code XI, Routed to NYSE 

American Opening/Re-Opening 

Auction, is comparable to the fee 

charged by NYSE Arca of $0.0005 to 

route orders to NYSE American 

Auctions.21 Similarly, the proposed fee 

of $0.00055 for liquidity indicator code 

XJ, Routed to NYSE American, Closing 

Auction, is comparable to the fee 

charged by NYSE Arca of $0.0005 to 

route orders to NYSE American 

Auctions.22 The proposed fee of $0.0008 

for liquidity indicator code XL, Routed 

to Cboe BZX, Opening/Re-Opening 

Auction, is comparable to the fee 

charged by NYSE Arca of $0.003 for 

routing orders to Cboe BZX auctions.23

Similarly, the proposed fee of $0.00105 

for liquidity indicator code XM, Routed 

to Cboe BZX, Closing Auction, is less 

than the fee charged by NYSE Arca of 

$0.003 to route orders to Cboe BZX 

auctions.24 The proposed fee of 

$0.00155 for liquidity indicator code 

XO, Routed to Nasdaq, Opening/ReOpening Auction, is less than the fee 

charged by NYSE Arca of $0.003 for 

routing orders to Nasdaq auctions.25

Similarly, the proposed fee of $0.00085 

for liquidity indicator code XP, Routed 

to Nasdaq, Closing Auction, is 

comparable to the fee charged by NYSE 

Arca of $0.003 to route orders to Nasdaq 

auctions.26 The proposed fee of 

$0.00155 for liquidity indicator code 

XF, Routed to NYSE Arca, Opening/ReOpening Auction, is comparable to the 

fee charged by Cboe BZX of $0.0015 for 

routing orders to a listing market’s 

opening or re-opening cross.27

Similarly, the proposed fee of $0.00105 

for liquidity indicator code XG, Routed 

to NYSE Arca, Closing Auction, is 

comparable to the fee charged by Cboe 

BZX of $0.001 to route orders to a listing 

market’s closing process.28 The 

proposed fee of $0.00085 for liquidity 

indicator code XP, Routed to Nasdaq, 

Closing Auction, is comparable to the 

fee charged by Cboe EDGX of $0.001 for 

fee code ‘‘CL’’ to route orders to a listing 

market’s closing process.29 The 

proposed credit of $0.0015 for liquidity 

indicator code XE, Routed to NYSE, 

Adds Displayed Liquidity, is 

comparable to the credit of $0.0015 

provided by Cboe BZX for fee code ‘‘F’’, 

routed to NYSE, adds liquidity.30 The 

proposed credit of $0.0015 for liquidity 

indicator code XH, Routed to NYSE 

Arca, Adds Displayed Liquidity, is 

comparable to the credit of $0.0022 

provided by Cboe BZX for fee code ‘‘10’’ 

routed to NYSE Arca, adds liquidity.31

The proposed credit of $0.001 for 

liquidity indicator code XK, Routed to 

NYSE American, Adds Displayed 

Liquidity, is comparable to the credit of 

$0.002 provided by NYSE American for 

Adding Displayed Liquidity.32 The 

proposed credit of $0.0015 for liquidity 

indicator code XN, Routed to Cboe BZX, 

Adds Displayed Liquidity, is 

comparable to the credit of $0.002 

provided by Cboe EDGX for fee code 

‘‘RZ’’ routed to Cboe BZX, adds 

liquidity.33 The proposed credit of 

$0.0015 for liquidity indicator code XQ, 

Routed to Nasdaq, Adds Displayed 

Liquidity is comparable to the credit 

provided by Cboe BZX of $0.0015 for fee 

code ‘‘A’’ routed to Nasdaq, adds 

liquidity.34

Regarding the proposed rates for 

securities priced below $1.00, the 

Exchange believes its rates are 

reasonable because, as indicated above, 

in order to operate in the highly 

competitive equities markets, the 

Exchange, and its competing exchanges, 

seek to offer similar pricing structures, 

including assessing comparable 

standard fees and rebates. The Exchange 

currently charges a fee of 0.30% of the 

total dollar value of the transaction for 

executions in securities priced below 

$1.00 that occur on away exchanges 

under liquidity indicator code ‘‘X.’’ 

Other competing exchanges charge 

similar fees, such as NYSE American, 

that assesses a fee of 0.30% of the total 

dollar value of the transaction for 

executions in securities priced below 

$1.00 occurring in an away market 

auction. The Exchange notes that none 

of its proposed fees for executions in 

securities priced below $1.00 exceed 

0.30% and are thus reasonably priced 

and competitive with other competing 

equity exchanges. 

The Exchange further believes the 

proposed fees and rebates are equitable 

and reasonable and not unfairly 

discriminatory because they will apply 

equally to all Members of the Exchange 

that submit orders with the PAC routing 

option to the Exchange. Further, routing 

through the Exchange is voluntary and 

the Exchange notes that it operates in a 

highly competitive market in which 

market participants can readily direct 

order flow to competing venues or 

providers of routing services if they 

deem fee levels to be excessive. 

For the reasons discussed above, the 

Exchange submits that the proposal 

satisfies the requirements of Sections 


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41754 Federal Register / Vol. 87, No. 133 / Wednesday, July 13, 2022 / Notices 

35 See Cboe BZX U.S. Equities Fee Schedule 

(‘‘CboeBZX’’) available at https://www.cboe.com/us/ 

equities/membership/fee_schedule/bzx/; and also 

MEMX LLC (‘‘MEMX’’) Fee Schedule available on 

their public website at https://

info.memxtrading.com/fee-schedule/. 

36 See supra note 3. 

37 See Securities Exchange Act Release No. 51808 

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

38 NetCoalition v. SEC, 615 F.3d 525, 539 (D.C. 

Cir. 2010) (quoting Securities Exchange Act Release 

No. 59039 (December 2, 2008), 73 FR 74770, 74782– 

83 (December 9, 2008) (SR–NYSE–2006–21)). 

39 15 U.S.C. 78s(b)(3)(A)(ii). 

40 17 CFR 240.19b–4(f)(2). 

6(b)(4) and 6(b)(5) of the Act in that it 

provides for the equitable allocation of 

reasonable dues, fees and other charges 

among its Members and other persons 

using its facilities and is not designed to 

unfairly discriminate between 

customers, issuers, brokers, or dealers. 

As described more fully below in the 

Exchange’s statement regarding the 

burden on competition, the Exchange 

believes that its transaction pricing is 

subject to significant competitive forces, 

and that the proposed fees and rebates 

described herein are appropriate to 

address such forces. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed change will impose any 

burden on competition not necessary or 

appropriate in furtherance of the 

purposes of the Act. The Exchange 

believes that the proposed fees are 

competitive in that they provide 

comparable fees and credits for routing 

orders as other exchanges. The 

Exchange notes that Members may opt 

not to select the PAC routing option on 

orders submitted to the Exchange and 

accordingly will not incur the 

associated routing fees proposed herein. 

Intramarket Competition 

The Exchange does not believe that 

the proposal will impose any burden on 

intramarket competition not necessary 

or appropriate in furtherance of the 

purposes of the Act. The proposed fees 

and rebates would be available to all 

similarly situated market participants, 

and, as such the proposed change would 

not impose a disparate burden on 

competition among market participants 

on the Exchange. Specifically, all 

Members that use the PAC routing 

option will be subject to the same fees 

and rebates. The Exchange does not 

believe its adoption of new liquidity 

indicator codes for orders that use the 

PAC routing option would impose any 

burden on intramarket competition as 

the use of liquidity indicator codes is 

not new or novel and liquidity indicator 

codes are used on other equity 

exchanges.35 The use of liquidity 

indicator codes provides additional 

specificity to the fee schedule so that 

Equity Members may connect an 

execution to the applicable fee or rebate. 

As such the Exchange does not believe 

the proposed changes would impose 

any burden on intramarket competition 

that is not necessary or appropriate in 

furtherance of the purpose of the Act. 

Intermarket Competition 

The Exchange believes its proposal 

will benefit competition, and the 

Exchange notes that it operates in a 

highly competitive market. Members 

have numerous alternative venues they 

may participate on and direct their 

order flow to, including fifteen other 

equities exchanges and numerous 

alternative trading systems and other 

off-exchange venues. As noted above, no 

single registered equities exchange 

currently has more than 17% of the total 

market share of executed volume of 

equities trading.36 Thus, in such a lowconcentrated and highly competitive 

market, no single equities exchange 

possesses significant pricing power in 

the execution of order flow. Moreover, 

the Exchange believes that the evershifting market share among the 

exchanges from month to month 

demonstrates that market participants 

can shift order flow in response to new 

or different pricing structures being 

introduced to the market. Accordingly, 

competitive forces constrain the 

Exchange’s transaction fees and rebates 

generally, including with respect to 

executions of Removed Volume, and 

market participants can readily choose 

to send their orders to other exchanges 

and off-exchange venues if they deem 

fee levels at those other venues to be 

more favorable. 

Accordingly, the Exchange believes 

its proposal would not burden, but 

rather promote, intermarket competition 

by enabling it to better compete with 

other exchanges that offer routing 

strategies. 

Additionally, the Commission has 

repeatedly expressed its preference for 

competition over regulatory 

intervention in determining prices, 

products, and services in the securities 

markets. Specifically, 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.’’ 37 The 

fact that this market is competitive has 

also long been recognized by the courts. 

In NetCoalition v. Securities and 

Exchange Commission, the D.C. circuit 

stated: ‘‘[n]o one disputes that 

competition for order flow is ‘fierce.’ 

. . . As the SEC explained, ‘[i]n the U.S. 

national market system, buyers and 

sellers of securities, and the brokerdealers that act as their routing agents, 

have a wide range of choices of where 

to route orders for execution’; [and] ‘no 

exchange can afford to take its market 

share percentages for granted’ because 

‘no exchange possess a monopoly, 

regulatory or otherwise, in the execution 

of order flow from broker dealers’ 

. . .’’.38 Accordingly, the Exchange does 

not believe its proposed pricing changes 

impose any burden on competition that 

is not necessary or appropriate in 

furtherance of the purposes of the Act. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

Written comments were neither 

solicited nor 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,39 and Rule 

19b–4(f)(2) 40 thereunder. At any time 

within 60 days of the filing of the 

proposed rule change, the Commission 

summarily may temporarily suspend 

such rule change if it appears to the 

Commission that such action is 

necessary or appropriate in the public 

interest, for the protection of investors, 

or otherwise in furtherance of the 

purposes of the Act. If the Commission 

takes such action, the Commission shall 

institute proceedings to determine 

whether the proposed rule 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: 


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Federal Register / Vol. 87, No. 133 / Wednesday, July 13, 2022 / Notices 41755 

41 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3The Trust was formed as a Delaware statutory 

trust on December 17, 2020 and is operated as a 

grantor trust for U.S. federal tax purposes. The 

Trust has no fixed termination date. 

4The Commission approved BZX Rule 14.11(e)(4) 

in Securities Exchange Act Release No. 65225 

(August 30, 2011), 76 FR 55148 (September 6, 2011) 

(SR–BATS–2011–018). 

5All statements and representations made in this 

filing regarding (a) the description of the portfolio, 

(b) limitations on portfolio holdings or reference 

assets, or (c) the applicability of Exchange rules and 

surveillance procedures shall constitute continued 

listing requirements for listing the Shares on the 

Exchange. 

6The Exchange notes that another proposal to list 

and trade shares of the Trust was previously 

disapproved pursuant to delegated authority and is 

currently pending Commission Review pursuant to 

Rule 431 of the Commission’s Rules of Practice, 17 

CFR 201.431. See Securities Exchange Act Release 

No. 93559 (November 12, 2021), 86 FR 64539 

(November 18, 2021). See also Letter from Assistant 

Secretary J. Matthew DeLesDernier to Kyle Murray, 

Assistant General Counsel, Cboe Global Markets, 

dated November 12, 2021. 

7See Amendment No. 2 to Registration Statement 

on Form S–1, dated June 22, 2022, submitted to the 

Commission by the Sponsor on behalf of the Trust 

(333–251808). The descriptions of the Trust, the 

Shares, and the Benchmark contained herein are 

based, in part, on information in the Registration 

Statement. The Registration Statement is not yet 

effective and the Shares will not trade on the 

Exchange until such time that the Registration 

Statement is effective. 

8See Securities Exchange Act Release No. 83723 

(July 26, 2018), 83 FR 37579 (August 1, 2018). This 

proposal was subsequently disapproved by the 

Commission. See Securities Exchange Act Release 

No. 83723 (July 26, 2018), 83 FR 37579 (August 1, 

2018) (the ‘‘Winklevoss Order’’). 

Electronic Comments 

• Use the Commission’s internet 

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

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

PEARL–2022–26 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–PEARL–2022–26. This file 

number should be included on the 

subject line if email is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

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

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule change between the 

Commission and any person, other than 

those that may be withheld from the 

public in accordance with the 

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

available for website viewing and 

printing in the Commission’s Public 

Reference Room, 100 F Street NE, 

Washington, DC 20549, on official 

business days between the hours of 

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

filing also will be available for 

inspection and copying at the principal 

office of the Exchange. 

All comments received will be posted 

without change. Persons submitting 

comments are cautioned that we do not 

redact or edit personal identifying 

information from comment submissions. 

You should submit only information 

that you wish to make available 

publicly. All submissions should refer 

to File Number SR–PEARL–2022–26 

and should be submitted on or before 

August 3, 2022. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.41

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–14886 Filed 7–12–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–95218; File No. SR– 

CboeBZX–2022–035] 

Self-Regulatory Organizations; Cboe 

BZX Exchange, Inc.; Notice of Filing of 

a Proposed Rule Change To List and 

Trade Shares of the VanEck Bitcoin 

Trust Under BZX Rule 14.11(e)(4), 

Commodity-Based Trust Shares 

July 7, 2022. 

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 June 24, 

2022, Cboe BZX Exchange, Inc. (the 

‘‘Exchange’’ or ‘‘BZX’’) 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. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

Cboe BZX Exchange, Inc. (the 

‘‘Exchange’’ or ‘‘BZX’’) is filing with the 

Securities and Exchange Commission 

(‘‘Commission’’) a proposed rule change 

to list and trade shares of the VanEck 

Bitcoin Trust (the ‘‘Trust’’),3 under BZX 

Rule 14.11(e)(4), Commodity-Based 

Trust Shares. 

The text of the proposed rule change 

is also available on the Exchange’s 

website (http://markets.cboe.com/us/ 

equities/regulation/rule_filings/bzx/), at 

the Exchange’s Office of the Secretary, 

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 

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 Exchange proposes to list and 

trade the Shares under BZX Rule 

14.11(e)(4),4 which governs the listing 

and trading of Commodity-Based Trust 

Shares on the Exchange.5 VanEck 

Digital Assets, LLC is the sponsor of the 

Trust (‘‘Sponsor’’).6 The Shares will be 

registered with the Commission by 

means of the Trust’s registration 

statement on Form S–1 (the 

‘‘Registration Statement’’).7 A thirdparty regulated custodian will be 

responsible for custody of the Trust’s 

bitcoin (the ‘‘Custodian’’). As further 

discussed below, the Commission has 

historically approved or disapproved 

exchange filings to list and trade series 

of Trust Issued Receipts, including spotbased Commodity-Based Trust Shares, 

on the basis of whether the listing 

exchange has in place a comprehensive 

surveillance sharing agreement with a 

regulated market of significant size 

related to the underlying commodity to 

be held.8 Prior orders from the 

Commission have pointed out that in 

every prior approval order for 

Commodity-Based Trust Shares, there 

has been a derivatives market that 

represents the regulated market of 

significant size, generally a Commodity 


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