65738 Federal Register / Vol. 79, No. 214 / Wednesday, November 5, 2014 / Notices 

47 15 U.S.C. 78f(b)(5). 

48 15 U.S.C. 78s(b)(2). 

49 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3 15 U.S.C. 78f. 

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

rule change is consistent with the Act, 

including Section 6(b)(5) of the Act,47

which requires, among other things, that 

the rules of an exchange be designed to 

promote just and equitable principles of 

trade, 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. 

V. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act,48 that the 

proposed rule change, SR–BYX–2014– 

018, be, and hereby is, approved. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.49

Brent J. Fields, 

Secretary. 

[FR Doc. 2014–26230 Filed 11–4–14; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73470; File No. SR–BX– 

2014–053] 

Self-Regulatory Organizations; 

NASDAQ OMX BX, Inc.; Notice of Filing 

and Immediate Effectiveness of 

Proposed Rule Change To Amend the 

Fee Schedule Under Exchange Rule 

7018(a) With Respect to Transactions 

in Securities Priced at $1 per Share or 

More 

October 30, 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 October 

23, 2014, NASDAQ OMX BX, Inc. (‘‘BX’’ 

or ‘‘Exchange’’) filed with the Securities 

and Exchange Commission (‘‘SEC’’ or 

‘‘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 proposes to amend the 

fee schedule under Exchange Rule 

7018(a) with respect to transactions in 

securities priced at $1 per share or 

more. While the changes proposed 

herein are effective upon filing, the 

Exchange has designated that the 

amendments be operative on November 

3, 2014. 

The text of the proposed rule change 

is also available on the Exchange’s Web 

site at http://nasdaqomxbx.cchwall

street.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 

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 is proposing to increase 

a credit provided to member firms 

applicable to transactions in securities 

priced at $1 or more under BX Rule 

7018(a). Specifically, the Exchange 

proposes to increase the credit provided 

to all members that enter an order that 

executes against a midpoint pegged 

order. Currently, the Exchange provides 

a credit of $0.0003 per share executed 

for such an order. The Exchange is 

proposing to increase the credit 

provided to $0.0005 per share executed. 

The Exchange believes that the 

proposed increase in the credit provided 

to member firms for removing midpoint 

liquidity will encourage firms to access 

more resting midpoint liquidity before 

routing to other destinations for price 

improvement opportunities. 

2. Statutory Basis 

BX believes that the proposed rule 

change is consistent with the provisions 

of Section 6 of the Act,3 in general, and 

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

particular, because 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 that the Exchange 

operates or controls, and it does not 

unfairly discriminate between 

customers, issuers, brokers or dealers. 

The proposed rule change is reflective 

of the Exchange’s ongoing efforts to use 

rebates and discounted execution fees to 

attract orders that the Exchange believes 

will improve market quality. Generally, 

the Exchange seeks to provide members 

with discounts that they deem helpful, 

and to eliminate those that they do not. 

The Exchange believes that the 

proposed change is reasonable because 

it promotes these goals by providing an 

increased credit to member firms that 

remove liquidity at the midpoint. In this 

regard, the Exchange believes that this 

credit will incentivize member firms to 

execute against midpoint liquidity and 

this, in turn, will lead to an increase in 

price improvement and liquidity, which 

generally benefits the investing public. 

Moreover, the proposed change is 

reasonable as it is a pro-competitive 

price reduction designed to enhance the 

Exchange’s position in the marketplace 

and broaden the execution 

opportunities for BX members. The 

Exchange also believes that the 

proposed increase in the credit is 

reasonable because it reflects the 

availability of what is, in effect, a price 

reduction for all members that execute 

against a midpoint pegged order. 

The Exchange believes that the 

proposed credit increase is consistent 

with an equitable allocation of fees and 

is not unfairly discriminatory because 

the rebate applies uniformly across all 

members [sic] firms and is provided to 

those firms that elect to execute against 

midpoint pegged orders. BX notes that 

it operates in a highly competitive 

market in which market participants can 

easily and readily favor competing 

venues if they deem fee levels at a 

particular venue to be excessive or 

rebate opportunities to be insufficient. 

In such an environment, BX must 

continually adjust its fees or rebates to 

remain competitive with other 

exchanges. BX believes that the 

proposed rule change reflects this very 

competitive environment because it is 

designed to ensure that the credits for 

participation on BX attract order flow 

that improves the market for all 

participants. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange 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.5

BX notes that it operates in a highly 

competitive market in which market 

participants can readily favor over 40 

mstockstill on DSK4VPTVN1PROD with NOTICES

Federal Register / Vol. 79, No. 214 / Wednesday, November 5, 2014 / Notices 65739 

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. 

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

4 17 CFR 240.19b–4(f)(6)(iii). 

5See BATS Rule 11.16(d)(1)–(3); BYX Rule 

11.16(d)(1)–(3). 

different competing exchanges and 

alternative trading systems 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, BX 

must continually adjust its fees to 

remain competitive with other 

exchanges. Because competitors are free 

to modify their own fees in response, 

and because market participants may 

readily adjust their order routing 

practices, BX believes that the degree to 

which fee changes in this market may 

impose any burden on competition is 

extremely limited. In this instance, the 

increase to the credit for an order that 

executes against a midpoint pegged 

order enhances the Exchange’s 

competitiveness by increasing a credit 

for a type of order activity that the 

Exchange seeks to encourage, thereby 

improving market liquidity and 

attracting market participants. 

Moreover, because there are numerous 

competitive alternatives to the use of the 

Exchange, it is likely that BX will lose 

market share as a result of the changes 

if they are unattractive to market 

participants. Accordingly, BX does not 

believe that the proposed rule 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 

No written comments were either 

solicited or 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) 

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. 

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– 

BX–2014–053 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–BX–2014–053. 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 

10:00 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–BX– 

2014–053, and should be submitted on 

or before November 26, 2014. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.8

Brent J. Fields, 

Secretary. 

[FR Doc. 2014–26228 Filed 11–4–14; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73477; File No. SR–EDGA– 

2014–24] 

Self-Regulatory Organizations; EDGA 

Exchange, Inc.; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change to Rule 11.12, Limitation 

of Liability 

October 30, 2014. 

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 October 

27, 2014, EDGA Exchange, Inc. (the 

‘‘Exchange’’ or ‘‘EDGA’’) filed with the 

Securities and Exchange Commission 

(‘‘Commission’’) the proposed rule 

change as described in Items I and II 

below, which Items have been prepared 

by the Exchange. The Exchange has 

designated this proposal as a ‘‘noncontroversial’’ proposed rule change 

pursuant to Section 19(b)(3)(A) of the 

Act 3 and Rule 19b–4(f)(6)(iii) 

thereunder,4 which renders it effective 

upon filing with the Commission. 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 filed a proposal to 

amend Rule 11.12, Limitation of 

Liability, to harmonize its liability caps 

with those set forth under BATS 

Exchange, Inc. (‘‘BATS’’) Rule 11.16 and 

BATS Y-Exchange, Inc. (‘‘BYX’’) Rule 

11.16.5

The text of the proposed rule change 

is available at the Exchange’s Web site 

at http://www.directedge.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 

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 

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