70256 Federal Register / Vol. 79, No. 227 / Tuesday, November 25, 2014 / Notices 

7 15 U.S.C. 78s(b)(3)(A)(ii). 8 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

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 changes to 

routing fees and credits do 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. The slightly 

increased fees for execution in the 

NASDAQ crosses are reflective of a need 

to support and improve NASDAQ 

systems, which in turn benefit market 

quality and ultimately, competition. 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 rulecomments@sec.gov. Please include File 

Number SR–NASDAQ–2014–108 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. 

All submissions should refer to File 

Number SR–NASDAQ–2014–108. 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 

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– 

NASDAQ–2014–108 and should be 

submitted on or before December 16, 

2014. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.8

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2014–27845 Filed 11–24–14; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73646; File No. SR–BX– 

2014–056] 

Self-Regulatory Organizations; 

NASDAQ OMX BX, Inc.; Notice of Filing 

and Immediate Effectiveness of 

Proposed Rule Change To Clarify Rule 

7018(a) with Respect to Execution and 

Routing of Orders in Securities Priced 

at $1 or More Per Share 

November 19, 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 

12, 2014, NASDAQ OMX BX, Inc. (‘‘BX’’ 

or ‘‘Exchange’’) filed with the Securities 

and Exchange Commission (‘‘SEC’’ or 

‘‘Commission’’) the proposed rule 

change as described in Items I and II 

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 make 

minor clarifying changes to Rule 7018(a) 

with respect to execution and routing of 

orders in securities priced at $1 or more 

per share. 

The text of the proposed rule change 

is available on the Exchange’s Web site 

at http://nasdaqomxbx. 

cchwallstreet.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. 


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Federal Register / Vol. 79, No. 227 / Tuesday, November 25, 2014 / Notices 70257 

3For purposes of calculating Consolidated 

Volume and the extent of a member’s trading 

activity, expressed as a percentage of or ratio to 

Consolidated Volume, the Exchange excludes the 

date of the annual reconstitution of the Russell 

Investments Indexes from both total Consolidated 

Volume and the member’s trading activity. 

4 15 U.S.C. 78f. 

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

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

7 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– 

4(f)(6) requires a self-regulatory organization to give 

the Commission written notice of its intent to file 

the proposed rule change at least five business days 

prior to the date of filing of the proposed rule 

change, or such shorter time as designated by the 

Commission. The Exchange has satisfied this 

requirement. 

8 17 CFR 240.19b–4(f)(6)(iii). 

9For purposes only of waiving the operative 

delay for this proposal, the Commission has 

considered the proposed rule’s impact on 

efficiency, competition, and capital formation. See 

15 U.S.C. 78c(f). 

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 make minor clarifying 

changes concerning the use and 

definition of the term ‘‘Consolidated 

Volume’’ provided in Rule 7018(a). 

Consolidated Volume is currently 

defined as the total consolidated volume 

reported to all consolidated transaction 

reporting plans by all exchanges and 

trade reporting facilities during a 

month, excluding executed orders with 

a size of less than one round lot.3

Consolidated Volume is used as a 

measure in determining member firm 

liability for certain charges, and 

eligibility for certain credits, for 

participation in BX. The Exchange 

compares a member firm’s equity 

transactions in BX to Consolidated 

Volume to determine how impactful its 

particular order activity in BX is in 

relation to overall equity market 

volume. The definition of Consolidated 

Volume is currently provided under the 

QMM Tier 1 eligibility requirements of 

Rule 7018(a), although the term is used 

in preceding portions of the rule. In an 

effort to make the rule clearer, the 

Exchange is proposing to move the 

definition of Consolidated Volume to 

the beginning of Rule 7018(a). The 

Exchange is also capitalizing the term in 

certain fees and credits, which currently 

precede the definition of Consolidated 

Volume under the rule, to make clear 

that they reference the defined term. 

Lastly, the Exchange is proposing to 

delete duplicative language from Rule 

7018(a)(2) under the QMM Tier 1 

eligibility requirements that concerns 

the exclusion of the day of the annual 

Russell Investments Indexes. The 

Exchange notes that the language is 

included in the definition of 

Consolidated Volume and is therefore 

redundant. 

The Exchange is also proposing to 

clarify the definition of Consolidated 

Volume. The current definition of 

Consolidated Volume does not 

expressly state that it encompasses 

transactions in equity securities only. 

As noted above, Consolidated Volume is 

used to determine how impactful a 

member firm’s order activity in BX is in 

relation to overall equity market 

volume, thus allowing the Exchange to 

consider the member firm’s contribution 

to BX as compared to what market 

participants provide to the larger equity 

markets. The Exchange believes that 

adding language to make clear that the 

Consolidated Volume includes only 

equities volume will serve to avoid 

possible misinterpretation that the rule 

may include volume outside of the 

equities markets. Accordingly, the 

Exchange is proposing to add language 

to the definition of Consolidated 

Volume under Rule 7018(a) to clarify 

that it applies only to equity securities. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

Section 6 of the Act,4 in general, and 

furthers the objectives of 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 the Exchange 

operates or controls, and is designed to 

prevent fraudulent and manipulative 

acts and practices, 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 

are not designed to permit unfair 

discrimination between customers, 

issuers, brokers, or dealers. Specifically, 

the proposed changes further these 

objectives because they make the rule 

more clear, thereby helping avoid 

potential investor confusion on how the 

credits and charges that use the 

definition are applied. The Exchange 

notes that it is not changing how the 

rule is applied in any way, and therefore 

the fees and credits thereunder continue 

to be reasonable and equitably allocated 

among member firms. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed rule change will result in 

any burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act, as amended. 

Specifically, the proposed changes do 

not alter the meaning or application of 

the fees and credits provided under 

Rule 7018(a), and therefore do not affect 

competition in any respect. 

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 

Because the foregoing proposed rule 

change does not: (i) Significantly affect 

the protection of investors or the public 

interest; (ii) impose any significant 

burden on competition; and (iii) become 

operative for 30 days from the date on 

which it was filed, or such shorter time 

as the Commission may designate, it has 

become effective pursuant to Section 

19(b)(3)(A)(ii) of the Act 6 and Rule 19b– 

4(f)(6) 7 thereunder. 

A proposed rule change filed under 

Rule 19b–4(f)(6) normally may not 

become operative prior to 30 days after 

the date of filing. However, Rule 19b– 

4(f)(6)(iii) 8 permits the Commission to 

designate a shorter time if such action 

is consistent with the protection of 

investors and the public interest. The 

Exchange has requested that the 

Commission waive the 30-day operative 

delay period to allow the Exchange to 

immediately implement changes to rule 

language that will serve to enhance the 

clarity concerning the application of 

fees assessed and credits provided 

under the rule. The Commission 

believes that the proposed rule change 

will enhance clarity and avoid possible 

misinterpretation of the rule. For these 

reasons, the Commission believes that 

the proposed rule change presents no 

novel issues and that waiver of the 30- 

day operative delay is consistent with 

the protection of investors and the 

public interest. Therefore, the 

Commission designates the proposed 

rule change to be operative upon filing.9

At any time within 60 days of the 

filing of the proposed rule change, the 

Commission summarily may 

temporarily suspend such rule change if 


wreier-aviles on DSK4TPTVN1PROD with NOTICES
70258 Federal Register / Vol. 79, No. 227 / Tuesday, November 25, 2014 / Notices 

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

11 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)(1). 

5MBSD Rules are available at http://dtcc.com/

legal/rules-and-procedures.aspx. 

6 GSD Rules are available at http://dtcc.com/

legal/rules-and-procedures.aspx. 

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.10

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 rulecomments@sec.gov. Please include File 

Number SR–BX–2014–056 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–BX–2014–056. 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 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–BX– 

2014–056 and should be submitted on 

or before December 16, 2014. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.11

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2014–27844 Filed 11–24–14; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73642; File No. SR–FICC– 

2014–08] 

Self-Regulatory Organizations; Fixed 

Income Clearing Corporation; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Clarify That 

Federal Reserve Banks, Central 

Counterparties, and Central Securities 

Depositories Shall Not Be Considered 

Either ‘‘Mandatory Purchaser 

Participants’’ or ‘‘Voluntary Purchaser 

Participants’’ and Registered 

Investment Companies Shall Be 

Considered ‘‘Voluntary Purchaser 

Participants’’ 

November 19, 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 

12, 2014, Fixed Income Clearing 

Corporation (‘‘FICC’’) filed with the 

Securities and Exchange Commission 

(‘‘Commission’’) the proposed rule 

change as described in Items I, II and III 

below, which Items have been prepared 

by FICC. FICC filed the proposed rule 

change pursuant to Section 19(b)(3)(A) 

of the Act 3 and Rule 19b–4(f)(1) 

thereunder.4 The proposed rule change 

was effective upon filing with the 

Commission. The Commission is 

publishing this notice to solicit 

comments on the proposed rule change 

from interested persons. 

I. Clearing Agency’s Statement of the 

Terms of Substance of the Proposed 

Rule Change 

The proposed rule change consists of 

amendments to Rule 49 of the Rulebook 

of the Government Securities Division 

(‘‘GSD’’ and its Rulebook, ‘‘GSD Rules’’) 

of FICC, and Rule 39 of the Clearing 

Rules of the Mortgage-Backed Securities 

Division (‘‘MBSD’’ and its Clearing 

Rules, ‘‘MBSD Rules’’) of FICC in order 

to clarify that Federal Reserve Banks, 

central counterparties, and central 

securities depositories shall not be 

considered either ‘‘Mandatory Purchaser 

Participants’’ or ‘‘Voluntary Purchaser 

Participants,’’ and further to clarify that 

Registered Investment Companies shall 

be considered ‘‘Voluntary Purchaser 

Participants,’’ as more fully described 

below. 

II. Clearing Agency’s Statement of the 

Purpose of, and Statutory Basis for, the 

Proposed Rule Change 

In its filing with the Commission, 

FICC 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. FICC has prepared 

summaries, set forth in sections A, B 

and C below, of the most significant 

aspects of such statements. 

(A) Clearing Agency’s Statement of the 

Purpose of, and Statutory Basis for, the 

Proposed Rule Change 

1. Purpose 

Pursuant to the Third Amended and 

Restated Shareholders Agreement, dated 

as of December 7, 2005 (‘‘Shareholders 

Agreement’’), by and among The 

Depository Trust & Clearing Corporation 

(‘‘DTCC’’), The Depository Trust 

Company (‘‘DTC’’), National Securities 

Clearing Corporation (‘‘NSCC’’), FICC, 

and the other parties thereto, and MBSD 

Rule 39, Clearing Members (as such 

term is defined in the MBSD Rules 5) 

other than non-U.S. based central 

securities depositories are required to be 

‘‘Mandatory Purchaser Participants’’ (as 

such term is defined in MBSD Rule 39) 

and be parties to the Shareholders 

Agreement, and all other users are not 

permitted to purchase and own shares 

of DTCC common stock (‘‘Common 

Shares’’) or be parties to the 

Shareholders Agreement. Further, 

pursuant to the Shareholders Agreement 

and GSD Rule 49: (1) Netting Members 

(as such term is defined in the GSD 

Rules 6) other than non-U.S. based 

central securities depositories are 

required to be ‘‘Mandatory Purchaser 

Participants’’ (as such term is defined in 

the GSD Rules) and be parties to the 

Shareholders Agreement; (2) 

Comparison-Only Members (as such 

term is defined in the GSD Rules) are 

permitted, but not required to purchase 

and own Common Shares and be parties 

to the Shareholders Agreement; and (3) 


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