61358 Federal Register / Vol. 79, No. 197 / Friday, October 10, 2014 / Notices 

6 15 U.S.C. 78s(b)(3)(A). 

7 17 CFR 240.19b–4(f). 

8 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

appropriate in furtherance of the 

purposes of the Act. In particular, the 

increase to the Linkage Routing Fee will 

apply equally to all non-customers. 

Additionally, although different linkage 

fees are assessed to different market 

participants (i.e., non-customers vs 

public customers), as described above, 

non-customer order flow can, in most 

cases, more easily route directly to other 

markets if desired and thus avoid 

Linkage fees. Therefore, it is equitable to 

assess a reasonable fee to cover the costs 

incurred for processing non-customer 

Linkage orders while continuing to 

exempt such public customer orders. 

The Exchange believes that the proposal 

to increase the linkage fee amount 

assessed to non-customers will not 

cause an unnecessary burden on 

intermarket competition because 

although the total fee amount assessed 

to an order routed via Linkage (i.e., the 

Linkage Routing fee and applicable C2 

taker fee) may not always be lower than 

assessed at other exchanges, noncustomer market participants may, as 

noted above, choose to specify that C2 

not route orders away on its [sic] behalf, 

designate the order as Immediate or 

Cancel, or route directly to exchanges 

posting the best market to avoid Linkage 

routing fees. To the extent that the 

proposed changes make C2 a more 

attractive marketplace for market 

participants at other exchanges, such 

market participants are welcome to 

become C2 market participants. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

The Exchange neither solicited nor 

received comments on the proposed 

rule change. 

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) 

of the Act 6 and paragraph (f) of Rule 

19b–4 7 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 will institute proceedings 

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– 

C2–2014–025 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–C2–2014–025. 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 on official 

business days between the hours of 10 

a.m. and 3 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–C2– 

2014–025, and should be submitted on 

or before October 31, 2014. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.8

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2014–24207 Filed 10–9–14; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73303; File No. SR– 

NASDAQ–2014–096] 

Self-Regulatory Organizations; The 

NASDAQ Stock Market LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Modify 

NASDAQ Rule 7018 Fees 

October 6, 2014. 

Pursuant to 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 

September 29, 2014, The NASDAQ 

Stock Market LLC (‘‘NASDAQ’’ or the 

‘‘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 the Substance 

of the Proposed Rule Change 

NASDAQ is proposing to modify 

NASDAQ Rule 7018 fees assessed for 

execution and routing securities listed 

on NASDAQ, the New York Stock 

Exchange (‘‘NYSE’’) and on exchanges 

other than NASDAQ and NYSE. 

The text of the proposed rule change 

is available at nasdaq.cchwallstreet.com 

at NASDAQ’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, 

NASDAQ 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 

mstockstill on DSK4VPTVN1PROD with NOTICES

Federal Register / Vol. 79, No. 197 / Friday, October 10, 2014 / Notices 61359 

3See Rules 7018(a)(1), (2) and (3). 

4 15 U.S.C. 78f. 

5 15 U.S.C. 78f(b)(4) and (5). 6 15 U.S.C. 78f(b)(8). 7 15 U.S.C. 78s(b)(3)(A)(ii). 

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 

NASDAQ is proposing to amend 

Rules 7018(1), (2) and (3) to modify fees 

assessed for execution and routing 

securities listed on NASDAQ (‘‘Tape 

C’’), NYSE (‘‘Tape A’’) and on exchanges 

other than NASDAQ and the NYSE 

(‘‘Tape B’’), respectively. Currently 

under each of the rules noted above, the 

Exchange provides a credit of $0.0029 

per share executed to a member with (i) 

shares of liquidity provided in all 

securities during the month 

representing more than 0.10% of 

Consolidated Volume during the month, 

through one or more of its Nasdaq 

Market Center MPIDs, and (ii) Total 

Volume, as defined in Chapter XV, 

Section 2 of the Nasdaq Options Market 

rules, of 100,000 or more contracts per 

day in a month executed through one or 

more of its Nasdaq Options Market 

MPIDs. The Exchange has the same 

eligibility requirements for this credit 

tier and provides the same credit to 

members for each of the securities of the 

three Tapes under its rules.3 NASDAQ 

is proposing to reduce the Consolidated 

Volume eligibility requirement of the 

tier from more than 0.10% to more than 

0.08% for each type of security. The 

Exchange believes that the proposed 

lower Consolidated Volume 

requirement will encourage market 

participant activity and will also 

support price discovery and liquidity 

provision. 

2. Statutory Basis 

NASDAQ believes that the proposed 

rule change is consistent with the 

provisions of Section 6 of the Act,4 in 

general, and with Sections 6(b)(4) and 

6(b)(5) of the Act,5 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 or 

system which NASDAQ operates or 

controls, and is not designed to permit 

unfair discrimination between 

customers, issuers, brokers, or dealers. 

This proposal is reasonable, equitable 

and not unfairly discriminatory for the 

reasons noted below. 

NASDAQ believes that the proposed 

rule changes to the rebate tiers through 

which members may earn a $0.0029 per 

share executed rebate are reasonable 

because they will continue to provide a 

significant price reduction for members 

that support liquidity on both NASDAQ 

and the Nasdaq Options Market, while 

reducing the Consolidated Volume 

requirement, which may provide 

incentive to market participants to 

increase their [sic] overall liquidity they 

provide in order to qualify for the credit. 

In addition, NASDAQ believes that the 

proposed rule changes are consistent 

with an equitable allocation of fees 

because they reflect an allocation of 

rebates to liquidity providers designed 

to encourage beneficial market activity, 

with greater incentives for market 

participants that provide greater 

liquidity. 

NASDAQ believes that the proposed 

rule changes are not unfairly 

discriminatory because they apply 

uniformly to securities of each of the 

Tapes and all members that are eligible 

for the tier will receive the credit. 

NASDAQ also believes that the changes 

are not unfairly discriminatory because 

they increase the availability of higher 

rebates without eliminating any of the 

other means by which a member may 

earn a higher rebate under Rule 7018(a). 

Lastly, NASDAQ believes that the 

changes are not unfairly discriminatory 

because market participants may qualify 

for a comparable or a higher rebate 

through alternative means that do not 

require participation in Nasdaq Options 

Market. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

NASDAQ does not believe that the 

proposed rule changes will result in any 

burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act, as amended.6

NASDAQ notes that it operates in a 

highly competitive market in which 

market participants can readily favor 

competing venues if they deem fee 

levels at a particular venue to be 

excessive, or rebate opportunities 

available at other venues to be more 

favorable. In such an environment, 

NASDAQ must continually adjust its 

fees to remain competitive with other 

exchanges and with alternative trading 

systems that have been exempted from 

compliance with the statutory standards 

applicable to exchanges. Because 

competitors are free to modify their own 

fees in response, and because market 

participants may readily adjust their 

order routing practices, NASDAQ 

believes that the degree to which fee 

changes in this market may impose any 

burden on competition is extremely 

limited. In this instance, the change to 

the routing credit tier does not impose 

a burden on competition because 

NASDAQ’s routing services are optional 

and are the subject of competition from 

other exchanges and broker-dealers that 

offer routing services, as well as the 

ability of members to develop their own 

routing capabilities. In sum, if the 

changes proposed herein are 

unattractive to market participants, it is 

likely that NASDAQ will lose market 

share as a result. Accordingly, NASDAQ 

does not believe that the proposed 

changes will impair the ability of 

members or competing order execution 

venues to maintain their competitive 

standing in the financial markets. 

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 change has become 

effective pursuant to Section 

19(b)(3)(A)(ii) of the Act.7 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. 

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– 

NASDAQ–2014–096 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Brent J. Fields, Secretary, Securities 

and Exchange Commission, 100 F Street 

NE., Washington, DC 20549–1090. 

All submissions should refer to File 

Number SR–NASDAQ–2014–096. This 

mstockstill on DSK4VPTVN1PROD with NOTICES

61360 Federal Register / Vol. 79, No. 197 / Friday, October 10, 2014 / Notices 

8 17 CFR 200.30–3(a)(12). 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

4Rule 2(a) states that the term ‘‘member,’’ when 

referring to a natural person, means a natural 

person associated with a member organization who 

has been approved by the Exchange and designated 

by such member organization to effect transactions 

on the Exchange trading Floor or any facility 

thereof. 

5Floor Officials are delegated certain authority 

from the Board of Directors of the Exchange to 

supervise and regulate active openings and unusual 

situations that arise in connection with the making 

of bids, offers or transactions on the trading Floor, 

and to review and approve certain trading actions, 

such as trades to be effected at wide variations in 

price and delayed openings and trading halts. 

6Pursuant to Rules 46 and 46A, Floor Governors 

are one of several ranks of the broader category of 

Floor Officials, including, in order of increasing 

seniority, Floor Officials, Senior Floor Officials, 

Executive Floor Officials, Floor Governors and 

Executive Floor Governors. See Securities Exchange 

Act Release No. 57627 (April 4, 2008), 73 FR 19919 

(April 11, 2008) (SR–NYSE–2008–19). 

7See Securities Exchange Act Release No. 34– 

57627 (April 4, 2008), 73 FR 19919 (April 11, 2008) 

(SR–NYSE–2007–2). 

8NYSE Regulation examined the fitness of 

prospective Floor Officials and administered a 

mandatory education program, which all candidates 

for Floor Official, including Floor Governor, had to 

complete. NYSE Regulation also administered a 

qualifying examination. See Securities Exchange 

Act Release No. 34–57627 (April 4, 2008), 73 FR 

19919 (April 11, 2008) (SR–NYSE–2007–2). On June 

14, 2010, the Exchange, NYSE Regulation and 

FINRA [sic] retained the Financial Industry 

Regulatory Authority (‘‘FINRA’’) pursuant to a 

Regulatory Services Agreement (‘‘RSA’’) to perform 

the market surveillance, enforcement and other 

miscellaneous functions that up to that point had 

been performed by NYSE Regulation, including all 

education and testing-related regulatory services on 

behalf of NYSE Regulation, including the Floor 

Official mandatory education program and 

qualification testing. See Securities Exchange Act 

Release No. 62355 (June 22, 2010), 75 FR 36729 

(June 28, 2010) (SR–NYSE–2010–46). 

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 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 

offices 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– 

NASDAQ–2014–096, and should be 

submitted on or before October 31, 

2014. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.8

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2014–24227 Filed 10–9–14; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73304; File No. SR–NYSE– 

2014–54] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change That 

Constitutes a Stated Interpretation 

With Respect to the Meaning, 

Administration, and Enforcement of 

Rule 46 

October 6, 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 October 2, 

2014, New York Stock Exchange LLC 

(‘‘NYSE’’ or the ‘‘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 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 a rule change 

that constitutes a stated interpretation 

with respect to the meaning, 

administration, and enforcement of Rule 

46. The Exchange is not proposing any 

changes to the text of the current 

version of Rule 46. 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 New York Stock Exchange LLC 

(‘‘NYSE’’ or the ‘‘Exchange’’) proposes a 

rule change that constitutes a stated 

interpretation with respect to the 

meaning, administration, and 

enforcement of Rule 46 in connection 

with the transfer of qualified 

Intercontinental Exchange, Inc. (‘‘ICE’’) 

staff Floor Governors to NYSE 

Regulation, Inc. (‘‘NYSE Regulation’’). 

Rule 46 permits the Exchange to 

appoint active NYSE members 4 as Floor 

Officials.5 Rule 46 also permits the 

Exchange to appoint ‘‘qualified’’ ICE 

employees to act as Floor Governors, 

one of the more senior types of Floor 

Officials.6 Supplementary Material .10 

defines ‘‘qualified’’ employees as 

‘‘employees of ICE or any of its 

subsidiaries, excluding employees of 

NYSE Regulation, Inc., who shall have 

satisfied any applicable testing or 

qualification required by the NYSE for 

all Floor Governors.’’ 

The prohibition on appointing NYSE 

Regulation employees to act as Floor 

Governors was put in place when the 

‘‘qualified Exchange employee’’ 

category of Floor Official was adopted 

in 2008.7 The prohibition was necessary 

to avoid potential conflicts of interest 

insofar as the process for qualifying 

Floor Officials, including Floor 

Governors, was performed by NYSE 

Regulation.8 However, while Rule 46 

prohibits appointment of NYSE 

Regulation employees to act as Floor 

Governors, the Exchange believes that 

the Rule does not prohibit already 

qualified Floor Governors from 

becoming NYSE Regulation employees. 

The hiring by NYSE Regulation of ICE 

employees or members who are already 

mstockstill on DSK4VPTVN1PROD with NOTICES