Federal Register / Vol. 79, No. 223 / Wednesday, November 19, 2014 / Notices 68927 

32 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

Number SR–NYSEARCA–2014–129 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–NYSEARCA–2014–129. 

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 the 

filing will also be available for 

inspection and copying at the NYSE’s 

principal office and on its Internet Web 

site at www.nyse.com. 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–2014–129 and should be 

submitted on or before December 10, 

2014. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.32

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2014–27314 Filed 11–18–14; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73585; File No. SR– 

NYSEArca–2014–116] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change Amending the NYSE Arca 

Options Fee Schedule To Add a 

Service Fee for Certain Post-Trade 

Adjustments Performed by the 

Exchange To Be Effective December 1, 

2014 

November 13, 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 November 

4, 2014, NYSE Arca, Inc. (the 

‘‘Exchange’’ or ‘‘NYSE Arca’’) filed with 

the Securities and Exchange 

Commission (the ‘‘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 

NYSE Arca Options Fee Schedule to 

add a service fee for certain post-trade 

adjustments performed by the Exchange. 

The Exchange proposes to implement 

the fee change effective December 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 the 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to amend the 

Fee Schedule to add a service fee for 

certain post-trade adjustments 

performed by the Exchange (the 

‘‘Service Fee’’). The Exchange proposes 

to implement the Service Fee effective 

December 1, 2014. As described below, 

the proposed Service Fee would apply 

to certain post-trade adjustments 

performed by Exchange staff. The 

purpose of the proposed Service Fee is 

to ensure a fair and reasonable use of 

Exchange resources by allowing the 

Exchange to recoup for valuable 

employee time and resources expended 

on these post-trade adjustments that 

may also be self-executed by OTP 

Holders or OTP Firms (collectively, 

‘‘OTPs’’). In addition, the Exchange 

believes that the proposed Service Fee 

would incentivize OTPs to process their 

own post-trade adjustments going 

forward. 

In an effort to conserve Exchange 

resources, the Exchange has provided 

OTPs with the functionality to perform 

certain of their own post-trade 

adjustments. Specifically, OTPs may 

perform post-trade adjustments on their 

side of the trade that do not affect the 

contractual terms of a transaction. For 

example, OTPs may currently make the 

following non-contractual post-trade 

adjustments without Exchange 

interaction: changing the position 

indicator (e.g., from Open to Close or 

Close to Open); adding or removing 

Clearing Member Trade Agreement 

(‘‘CMTA’’) information; allocating trades 

(e.g., adding multiple executing 

domains or ‘‘give-ups’’); changing the 

clearing account type (e.g., Customer, 

Firm, Market Maker) and modifying the 

optional data field, which may be used 

by OTPs for their own internal backoffice processing (collectively, the 

‘‘Post-Trade Adjustments’’). 

Notwithstanding the availability of 

functionality for OTPs to perform this 

function themselves, OTPs still send the 

Exchange a significant number of 

requests, on a daily basis, to perform 

these straightforward Post-Trade 

Adjustments on the OTPs’ behalf. The 

Exchange uses its best efforts to respond 

to these requests by OTPs in a timely 

manner. While the Exchange is 

committed to delivering a certain level 

of customer service to its OTPs, it 

believes that performing the Post-Trade 

Adjustments free of charge results in the 

diversion of valuable Exchange time and 

resources in a manner that is not a [sic] 

mstockstill on DSK4VPTVN1PROD with NOTICES

68928 Federal Register / Vol. 79, No. 223 / Wednesday, November 19, 2014 / Notices 

3Should the Exchange propose to charge OTPs 

for any additional post-trade adjustments made on 

behalf of OTPs, other than non-contractual changes 

that OTPs may do on their own behalf, the 

Exchange would only do so pursuant to a separate 

fee filing. 

4The Exchange proposes to add this Service Fee 

to the end of the Fee Schedule (immediately 

following ‘‘Report Fees’’) under a new section 

entitled ‘‘NYSE Arca OPTIONS: SERVICE FEES.’’ 

5See NYSE Arca Options Trader Update, 

available here, http://www1.nyse.com/pdfs/NYSE_

Arca_Options_Service_Fee_Post_Trade_

Adjustments_10_13_14.pdf. 6 15 U.S.C. 78f(b). 

7 15 U.S.C. 78f(b)(4) and (5). 

8As noted above, the Exchange would offer an 

introductory rate of $1.00 per trade adjusted for the 

first three months that the Service Fee is 

operational. 

9 15 U.S.C. 78f(b)(8). 

10 15 U.S.C. 78s(b)(3)(A). 

11 17 CFR 240.19b–4(f)(2). 

12 15 U.S.C. 78s(b)(2)(B). 

fair and equitable to either the Exchange 

or, ultimately the OTPs. 

Thus, to help offset the costs of 

having Exchange staff process Post 

Trade Adjustments on behalf of OTPs, 

the Exchange is proposing a $5.00 

Service Fee, per trade adjusted. The 

Post-Trade Adjustments that would be 

subject to the proposed Service Fee 

would be only those Post-Trade 

Adjustments that do not affect the 

contractual terms of a transaction and 

that are performed by the Exchange on 

behalf of OTPs when the OTPs could 

otherwise enter the Post-Trade 

Adjustments on their own behalf.3 [sic] 

The Exchange notes that if an outage or 

malfunction of an Exchange system 

makes it infeasible for OTPs to enter 

Post-Trade Adjustments on their own 

behalf, the Exchange would not assess 

any Service Fees to process Post-Trade 

Adjustments on behalf of OTPs. 

The $5.00 Service Fee would apply to 

each trade adjusted, not to each noncontractual change that the Exchange is 

requested to make to a given trade.4 For 

example, if, for a given trade, an OTP 

requested that the Exchange change 

both the position indicator from open to 

close and at the same time change the 

CMTA information, the Service Fee 

would still be $5.00, because the 

changes were for the same trade. The 

Exchange believes that the $5.00 Service 

Fee would reasonably compensate the 

Exchange for the resources diverted to 

the Post-Trade Adjustments (i.e., cover 

employee and overhead expenses). The 

Exchange also believes that the $5.00 

Service Fee may operate as an effective 

disincentive for OTPs that have relied 

on the Exchange to perform these 

services free of charge and believes 

these OTPs may take these tasks inhouse given the newly introduced costs. 

The Exchange is proposing to 

discount the $5.00 fee to $1.00 per trade 

adjusted for the first three months that 

the Service Fee is operative (i.e., 

December 1, 2014—February 28, 2015). 

The Exchange believes this temporary 

discount is reasonable as it would 

provide OTPs time to adjust to the 

Exchange’s new policy. To further 

provide OTPs notice of this proposed 

change, the Exchange previously 

announced by Trader Update the 

specific type of Post-Trade Adjustments 

that would be subject to the Service 

Fee.5

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

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

furthers the objectives of Sections 

6(b)(4) and (5) of the Act,7 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 

Service Fee is reasonable, equitable and 

not unfairly discriminatory because it is 

designed to ensure a fair and reasonable 

use of Exchange resources by allowing 

the Exchange to recoup for valuable 

employee time and resources expended 

on the Post-Trade Adjustments. The 

Exchange believes that imposing this 

$5.00 fee per trade adjusted would 

reasonably compensate the Exchange for 

the resources diverted to the Post-Trade 

Adjustments (i.e., cover employee and 

overhead expenses).8

Moreover, the Exchange believes that 

the Service Fee would promote a fair 

and orderly market and protect 

investors and the public interest 

because the Service Fee may result in a 

more efficient use of Exchange 

resources, which would benefit all 

market participants. 

The Exchange believes that the 

Service Fee is reasonable, equitable and 

not unfairly discriminatory because 

OTPs would have the option, as they do 

today, to perform the Post-Trade 

Adjustments themselves and the Service 

Fee would only apply if OTPs elected to 

rely on the Exchange to perform these 

adjustments for them. Moreover, the 

Service Fee would apply equally to all 

market participants who opt to rely on 

the Exchange to perform the Post-Trade 

Adjustments. In fact, the Exchange 

believes that the proposed Service Fee 

would incentivize OTPs to process their 

own Post-Trade Adjustments going 

forward. 

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. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

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

the Act,9 the Exchange does not believe 

that the proposed rule change would 

impose any burden on competition that 

is not necessary or appropriate in 

furtherance of the purposes of the Act. 

The proposed rule [sic] Service Fee is 

not intended to address any competitive 

issues among exchanges or OTPs but 

rather to more efficiently use the 

Exchange’s employee time and 

resources, which may ultimately benefit 

OTPs. 

The Exchange notes that it operates in 

a highly competitive market in which 

market participants can readily favor 

competing venues, and imposing the 

Service Fee may enable the Exchange to 

improve efficiency and ensure the fair 

and reasonable use of Exchange 

resources. 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 Service Fee reflects this 

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) 10 of the Act and 

subparagraph (f)(2) of Rule 19b–4 11

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) 12 of the Act to 

determine whether the proposed rule 

mstockstill on DSK4VPTVN1PROD with NOTICES

Federal Register / Vol. 79, No. 223 / Wednesday, November 19, 2014 / Notices 68929 

13 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. 

4The existing pricing for executions at the 

opening in securities priced below $1.00 would also 

remain unchanged (i.e., 0.3% of the total dollar 

value of the transaction). 

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

6 15 U.S.C. 78f(b)(4) and (5). 

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–2014–116 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–2014–116. 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– 

NYSEArca–2014–116, and should be 

submitted on or before December 10, 

2014. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.13

Kevin M. O’ Neill, 

Deputy Secretary. 

[FR Doc. 2014–27308 Filed 11–18–14; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73587; File No. SR–NYSE– 

2014–61] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Amend Its 

Price List for Certain Executions at the 

Opening 

November 13, 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 

November 4, 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 self-regulatory 

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 Substance of 

the Proposed Rule Change 

The Exchange proposes to amend its 

Price List for certain executions at the 

opening. The Exchange proposes to 

implement the fee change effective 

November 4, 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 the 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to amend its 

Price List for certain executions at the 

opening. The Exchange proposes to 

implement the fee change effective 

November 4, 2014. 

For securities priced $1.00 or greater, 

the Exchange currently charges a fee of 

$0.0010 per share for executions at the 

opening or of $0.0010 per share for 

executions at the opening only orders, 

subject to a monthly fee cap of $20,000 

per member organization for such 

executions. Designated Market Makers 

(‘‘DMMs’’) are not charged for 

executions at the opening. 

The Exchange proposes to modify the 

monthly fee cap of $20,000 per member 

organization for securities priced $1.00 

or greater 4 by adding a requirement that 

to qualify for this monthly fee cap, 

which is set forth in footnote 2 to the 

Price List, the member organization 

must execute an average daily trading 

volume (‘‘ADV’’) that adds liquidity to 

the NYSE during the billing month 

(‘‘Adding ADV’’) of at least 5,000,000 

shares, excluding liquidity added by a 

DMM. DMM executions at the opening 

would continue to not be charged. 

In addition, the Exchange proposes 

non-substantive, conforming changes to 

the text governing ‘‘Equity per Share 

Charge’’ and ‘‘Tier 1 Adding Credit— 

Equity per Share Credit—per 

transaction’’ to reflect that the terms 

‘‘ADV’’ and ‘‘Adding ADV’’ are now 

defined in footnote 2. 

The proposed change is not otherwise 

intended to address any other issues, 

and the Exchange is not aware of any 

problems that members and member 

organizations would have in complying 

with the proposed change. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

Section 6(b) of the Act,5 in general, and 

furthers the objectives of Sections 

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

particular, because it provides for the 

mstockstill on DSK4VPTVN1PROD with NOTICES