60882 Federal Register / Vol. 79, No. 195 / Wednesday, October 8, 2014 / Notices 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

4See Securities Exchange Act Release No. 72960 

(September 3, 2014), 79 FR 53475 (September 9, 

2014) (SR–NYSE–2014–46) (the ‘‘NYSE Fee 

Filing’’). 

5The other tiers in the Fee Schedule do not 

specify a fee for routing orders in Tape A securities 

to the NYSE outside the book. However, such tiers 

provide that if a fee (or credit) is not included in 

the tier, the relevant tiered or Basic Rate applies 

based on a firm’s qualifying levels. Accordingly, for 

orders in Tape A securities routed to the NYSE 

outside the book, ETP Holders and Market Makers 

that qualify for another tier would default to the 

Tier 1, Tier 2, Tier 3, Step Up Tier 1, Step Up Tier 

2 or Basic Rate that applied to them based on their 

qualifying levels. 

6A Primary Sweep Order is a Primary Only 

(‘‘PO’’) Order (i.e., a market or limit order that is 

to be routed to the primary market) that first sweeps 

the NYSE Arca book. See NYSE Arca Equities Rules 

7.31(x) and (kk). 7This charge is included in the provisions for 

Tier 1, Tier 2, and the Basic Rate. The other tiers 

in the Fee Schedule do not specify a fee for Primary 

Sweep Orders in Tape A securities that are routed 

outside the book to the NYSE that remove liquidity 

from the NYSE. Accordingly, for such orders ETP 

Holders and Market Makers that qualify for another 

tier would default to the Tier 1, Tier 2 or Basic Rate 

that applied to them based on their qualifying 

levels. See supra note 5. 

8A PO+ Order is a PO Order that is entered for 

participation in the primary market, other than for 

participation in the primary market opening or 

primary market re-opening. See NYSE Arca Equities 

Rule 7.31(x)(3). 9This charge is included in the provisions for 

Tier 1, Tier 2, and the Basic Rate. The other tiers 

in the Fee Schedule do not specify a fee for PO+ 

orders routed outside the book to the NYSE that 

remove liquidity. Accordingly, for such orders ETP 

Holders and Market Makers that qualify for another 

tier would default to the Tier 1, Tier 2 or Basic Rate 

that applied to them based on their qualifying 

levels. See supra note 4 [sic]. 

10 15 U.S.C. 78f(b). 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73288; File No. SR– 

NYSEArca–2014–109] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change Amending the NYSE Arca 

Equities Schedule of Fees and 

Charges for Exchange Services To 

Modify the Fees That It Charges for 

Routing Orders to the New York Stock 

Exchange LLC 

October 2, 2014. 

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

Securities Exchange Act of 1934 (the 

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

notice is hereby given that, on 

September 19, 2014, NYSE Arca, Inc. 

(the ‘‘Exchange’’ or ‘‘NYSE Arca’’) filed 

with the Securities and Exchange 

Commission (the ‘‘Commission’’) the 

proposed rule change as described in 

Items I, II, and III below, which Items 

have been prepared by the selfregulatory organization. The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of the Substance 

of the Proposed Rule Change 

The Exchange proposes to amend the 

NYSE Arca Equities Schedule of Fees 

and Charges for Exchange Services 

(‘‘Fee Schedule’’) to modify the fees that 

it charges for routing orders to the New 

York Stock Exchange LLC (‘‘NYSE’’). 

The Exchange proposes to implement 

the changes on October 1, 2014. The text 

of the proposed rule change is available 

on the Exchange’s Web site at 

www.nyse.com, at the principal office of 

the Exchange, and at the Commission’s 

Public Reference Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

self-regulatory organization included 

statements concerning the purpose of, 

and basis for, the proposed rule change 

and discussed any comments it received 

on the proposed rule change. The text 

of those statements may be examined at 

the places specified in Item IV below. 

The Exchange has prepared summaries, 

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

of the most significant parts of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to amend the 

Fee Schedule to modify the fees that it 

charges for routing orders to the NYSE. 

The Exchange proposes to implement 

the changes on October 1, 2014. 

The NYSE introduced modifications 

to its transaction fee structures, 

including changes to the rates for taking 

liquidity, which became effective on 

September 1, 2014.4 The Exchange’s 

current fees for routing orders in 

securities with a per share price of $1.00 

or more to the NYSE are closely related 

to the NYSE’s fees for taking liquidity in 

such securities, and the Exchange is 

proposing an adjustment to its routing 

fees to maintain the existing 

relationship to the new fees in place at 

the NYSE. 

Currently, the NYSE charges a 

transaction fee for certain transactions 

in securities with a per share price of 

$1.00 or more based on the 

characteristics of the transaction. 

Among other changes, the NYSE Fee 

Filing proposed to increase the charge 

for transactions that do not have a 

specified per share charge based on 

their characteristics (‘‘all other’’ 

transactions). The NYSE Fee Filing 

increased the per share charge for all 

other non-floor broker transactions (i.e., 

when taking liquidity from the 

Exchange) from $0.0026 to $0.0027 per 

transaction. 

Currently, for the Exchange’s Tier 1, 

Tier 2, Tier 3, Step Up Tier 1, and Step 

Up Tier 2 customers, the fee for routing 

orders in Tape A securities to the NYSE 

outside the book is equal to the previous 

NYSE fee of $0.0026 per share for all 

other non-floor broker transactions in 

securities with a per share price of $1.00 

or more, and the fee for routing such 

orders to the NYSE for non-tier (i.e., 

Basic Rate) customers is $0.0028 per 

share.5 Consequently, the Exchange is 

proposing to increase each of those fees 

by $0.0001 to $0.0027 per share and 

$0.0029 per share, respectively, 

consistent with the $0.0001 increase in 

the NYSE fee for all other non-floor 

broker transactions. 

In addition, the Exchange currently 

charges $0.0024 per share for Primary 

Sweep Orders 6 in Tape A securities that 

are routed outside the book to the NYSE 

that remove liquidity from the NYSE.7

In order to maintain the existing 

relationship to the other Exchange 

routing fees that are being adjusted 

upward, the Exchange is also proposing 

to increase this fee by $0.0001, to 

$0.0025 per share. 

For Primary Only Plus (‘‘PO+’’) 

orders,8 the current Exchange fee for 

orders routed to the NYSE that remove 

liquidity from the NYSE is $0.0026 per 

share, which is equal to the current 

NYSE fee for all other non-floor broker 

transactions in securities with a per 

share price of $1.00 or more.9

Consequently, the Exchange is 

proposing to increase its fees for routing 

PO+ orders to the NYSE that remove 

liquidity by the same amount ($0.0001) 

as the increase in the corresponding 

NYSE fees. The proposed new fee for 

PO+ orders routed to the NYSE that 

remove liquidity is $0.0027 per share. 

This change would maintain the current 

relationship with the NYSE rates. 

The proposed changes are not 

otherwise intended to address any other 

issues, and the Exchange is not aware of 

any problems that ETP Holders would 

have in complying with the proposed 

changes. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

Section 6(b) of the Act,10 in general, and 


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11 15 U.S.C. 78f(b)(4) and (5). 

12 15 U.S.C. 78f(b)(8). 

13See supra note 5 [sic]. 

14 15 U.S.C. 78s(b)(3)(A). 

15 17 CFR 240.19b–4(f)(2). 

16 15 U.S.C. 78s(b)(2)(B). 17 17 CFR 200.30–3(a)(12). 

furthers the objectives of Sections 

6(b)(4) and (5) of the Act,11 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 Exchange believes that the 

proposed changes to routing fees are 

reasonable because the Exchange’s fees 

for routing orders to the NYSE are 

closely related to the NYSE’s fees for its 

members for taking liquidity, and the 

fee increases are consistent with the 

NYSE’s recent increase for its fees for 

taking liquidity. The proposed changes 

will result in maintaining the existing 

relationship between the two sets of 

fees. In addition, the Exchange believes 

that the proposed rule change is 

reasonable, equitable, and not unfairly 

discriminatory because it would result 

in an increase in the per share fee for 

orders, Primary Sweep Orders, and PO+ 

Orders routed to the NYSE, thereby 

aligning the rate that the Exchange 

charges to ETP Holders with the rate 

that the Exchange is charged by the 

NYSE. Accordingly, the Exchange is 

proposing this increase so that the rate 

it charges to ETP Holders reflects the 

rate that the Exchange is charged by the 

NYSE. In addition, the proposed 

changes are equitable and not unfairly 

discriminatory because the fee increases 

apply uniformly across pricing tiers and 

all similarly situated ETP Holders 

would be subject to the same fee 

structure. 

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. For these 

reasons, the Exchange believes that the 

proposal is consistent with the Act. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

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

the Act,12 the Exchange does not believe 

that the proposed rule change will 

impose any burden on competition that 

is not necessary or appropriate in 

furtherance of the purposes of the Act. 

In particular, the proposed routing fee 

changes would not place a burden on 

competition because the Exchange is 

seeking to align its fees with the fees 

charged by the NYSE.13

The Exchange notes that it operates in 

a highly competitive market in which 

market participants can readily favor 

competing venues. In such an 

environment, the Exchange must 

continually review, and consider 

adjusting, its fees and credits to remain 

competitive with other exchanges. For 

the reasons described above, the 

Exchange believes that the proposed 

rule change promotes a competitive 

environment. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

No written comments were solicited 

or received with respect to the proposed 

rule change. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change is effective 

upon filing pursuant to Section 

19(b)(3)(A) 14 of the Act and 

subparagraph (f)(2) of Rule 19b–4 15

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) 16 of the Act to 

determine whether the proposed rule 

change should be approved or 

disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s Internet 

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

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

NYSEArca–2014–109 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–NYSEArca–2014–109. 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 Web site (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 Web site viewing and 

printing in the Commission’s Public 

Reference Room, 100 F Street NE., 

Washington, DC 20549–1090, on official 

business days between the hours of 

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

filing also will be available for 

inspection and copying at the principal 

office of the Exchange. All comments 

received will be posted without change; 

the Commission does not edit personal 

identifying information from 

submissions. You should submit only 

information that you wish to make 

available publicly. All submissions 

should refer to File Number SR– 

NYSEArca–2014–109, and should be 

submitted on or before October 29, 

2014. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.17

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2014–23981 Filed 10–7–14; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73286; File No. SR–PHLX– 

2014–63] 

Self-Regulatory Organizations; 

NASDAQ OMX PHLX LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change Relating to 

Rule 60 

October 2, 2014. 

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

Securities Exchange Act of 1934 


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