Federal Register / Vol. 79, No. 234 / Friday, December 5, 2014 / Notices 72221 

9OPRA is also proposing to make a nonsubstantive change to Section 5.4(d) of the OPRA 

Plan to reflect that the OPRA Fee Schedule is no 

longer identified as ‘‘Exhibit B’’ to the OPRA Plan 

but is publicly available on the OPRA Web site 

under the ‘‘Fees’’ tab. 

10 In approving this proposed OPRA Plan 

Amendment, the Commission has considered its 

impact on efficiency, competition, and capital 

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

11 15 U.S.C. 78k–1. 

12 17 CFR 242.608. 

13 15 U.S.C. 78k–1. 

14 17 CFR 242.608. 

15 15 U.S.C. 78k–1. 

16 17 CFR 242.608. 

17 17 CFR 200.30–3(a)(29). 

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

2 17 CFR 240.19b–4. 

3When applied to a market maker, sometimes 

referred to as a ‘‘maker participant identifier.’’ 

4See Securities Exchange Act Release No. 62564 

(July 23, 2010), 75 FR 44830 (July 29, 2010) (SR– 

NASDAQ–2010–089). 

of after-hours operations. Therefore, 

OPRA is proposing to add a sentence to 

Section 5.4(d) of the OPRA Plan to state 

expressly that it may establish such 

fees.9

III. Discussion 

After careful review, the Commission 

finds that the proposed OPRA Plan 

amendment is consistent with the 

requirements of the Act and the rules 

and regulations thereunder.10

Specifically, the Commission finds that 

the proposed OPRA Plan amendment is 

consistent with Section 11A of the 

Act 11 and Rule 608 thereunder 12 in that 

it is appropriate in the public interest, 

for the protection of investors and the 

maintenance of fair and orderly markets, 

and to remove impediments to, and 

perfect the mechanisms of, a national 

market system. OPRA believes that the 

proposed amendment will better align 

the provisions of the OPRA Plan relating 

to the allocation of costs of after-hours 

operations with the provisions of the 

OPRA Plan relating to the allocation of 

revenues derived from after-hours 

trading. The Commission believes that 

OPRA’s proposal is consistent with 

Section 11A of the Act 13 and Rule 608 

thereunder.14

IV. Conclusion 

It is therefore ordered, pursuant to 

Section 11A of the Act,15 and Rule 608 

thereunder,16 that the proposed OPRA 

Plan amendment (SR–OPRA–2013–03) 

be, and it hereby is, approved. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.17

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2014–28545 Filed 12–4–14; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73705; File No. SR– 

NASDAQ–2014–118] 

Self-Regulatory Organizations; The 

NASDAQ Stock Market LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Modify 

NASDAQ Rule 7001(c) 

December 1, 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 

26, 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 

The Exchange proposes to modify 

NASDAQ Rule 7001(c) concerning 

market maker participant identifier 3

(‘‘MPID’’) fees. The Exchange proposes 

to implement the proposed rule change 

on December 1, 2014. 

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 

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 the 

fees assessed under Rule 7001(c) for 

MPIDs. MPIDs are special numerical 

identifiers assigned to certain brokerdealers to identify the firms’ transaction 

and quoting activity. NASDAQ 

administers the assignment of MPIDs, 

which may be requested by a brokerdealer for use on NASDAQ systems, 

reporting to Financial Industry 

Regulatory Authority (‘‘FINRA’’), or a 

combination of the two. NASDAQ 

member firms are provided with a 

Primary MPID upon gaining NASDAQ 

membership, but may also request 

additional MPIDs. These additional 

MPIDs are called Supplemental MPIDs 

and may be used by member firms to 

separate orders or quotes entered into 

the NASDAQ system for affiliates, 

segregated business units or trading 

desks, or sponsored access firms. 

Member firms also may use 

Supplemental MPIDs exclusively for 

reporting information to facilities of the 

FINRA, such as the FINRA/NASDAQ 

Trade Reporting Facility. 

Under Rule 7001(c), NASDAQ 

provides a Primary MPID at no cost, and 

Supplemental MPIDs for a fee of $1,000 

per month, per additional identifier. 

The Exchange also provides 

Supplemental MPIDs at no cost if they 

are used exclusively for reporting 

information to facilities of FINRA. The 

Exchange has not modified the fees 

assessed for MPIDs since adopting Rule 

7001(c) in July 2010.4 NASDAQ is 

proposing to eliminate the distinction 

between Primary and Supplemental 

MPIDs and assess a fee of $500 per 

month, per identifier. As is currently the 

case, NASDAQ will not assess a fee for 

MPIDs used exclusively for reporting to 

the facilities of FINRA. A consequence 

of the proposed change is that some 

member firms will experience an overall 

fee increase. Specifically, a member firm 

that currently has only one MPID (a 

‘‘Primary MPID’’ under the current rule) 

would now have to pay $500 per month 

for the MPID under the proposed 

change, whereas that member firm pays 

nothing under the current rule. A 

member firm that has two MPIDs 

currently, none of which are [sic] used 

exclusively for reporting to the facilities 

of FINRA, would experience no change 

in the total monthly fee assessed for its 


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72222 Federal Register / Vol. 79, No. 234 / Friday, December 5, 2014 / Notices 

5Such a member firm currently receives the 

Primary MPID at no cost and the Supplemental 

MPID at $1,000 per month. Under the proposed 

change, such a member firm would pay $500 per 

month for each of the MPIDs, totaling $1,000 per 

month. 

6The Exchange believes that the New York Stock 

Exchange (‘‘NYSE’’) Trading License Fee is 

analogous to membership fees of NASDAQ as they 

both provide access to the trading facilities of their 

respective exchanges. In this regard, NYSE assesses 

an annual fee of $40,000 for the first two licenses 

held by a member organization, and $25,000 for 

each additional license. See https://www.nyse.com/ 

publicdocs/nyse/markets/nyse/NYSE_Price_

List.pdf. By contrast, NASDAQ would assess the 

proposed monthly fee of $500 per MPID, an annual 

membership fee of $3,000, and a trading rights fee 

of $1,000 per month ($12,000 annually). See 

NASDAQ Rule 7001(a). 

7 15 U.S.C. 78f. 

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

9Supra note 4. 

10 Id. 

11 15 U.S.C. 78f(b)(8). 

12 15 U.S.C. 78s(b)(3)(A). 

13 17 CFR 240.19b–4(f) 

MPIDs.5 A member firm that has three 

or more MPIDs, none of which are [sic] 

used exclusively for reporting to the 

facilities of FINRA, would experience a 

fee reduction. The Exchange notes that 

its membership fees will continue to 

remain lower than the analogous fees 

assessed by the New York Stock 

Exchange for membership.6

2. Statutory Basis 

NASDAQ believes that the proposed 

rule change is consistent with the 

provisions of Section 6 of the Act,7 in 

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

6(b)(5) of the Act,8 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. 

NASDAQ believes that the proposed 

simplification and uniform application 

of the fee assessed for MPIDs is an 

equitable allocation of a reasonable fee 

because it removes a distinction from 

the rule based on the number of MPIDs 

held and allocates a lower per MPID fee 

based strictly on the number of MPIDs 

subscribed. Although the proposed rule 

change reduces the per MPID fee 

assessed, it will result in a higher fee for 

some member firms that subscribe only 

to a Primary MPID currently. The 

Exchange believes that applying the 

proposed fee to all MPIDs subscribed 

that are used for Exchange trading 

activity allocates the fee more precisely 

with the benefit received. NASDAQ 

notes that it incurs the same cost in 

administering all MPIDs, including 

what is currently known as a Primary 

MPID. The Exchange believes that the 

proposed fee is reasonable because it 

lowers the fee to a level that more 

closely aligns the costs NASDAQ incurs 

in administering an individual MPID 

with the fee received. NASDAQ 

currently provides a Primary MPID at no 

cost, while Supplemental MPIDs not 

used exclusively for reporting to the 

facilities of FINRA are assessed a fee. 

NASDAQ had adopted the 

Supplemental MPID fees in an effort to 

help cover the costs of administering 

MPIDs and to also bring efficiency to 

their use by member firms.9 When it 

adopted the Supplemental MPID fees, 

NASDAQ noted that it had observed 

that many member firms subscribed to 

multiple MPIDs through which very 

little activity occurred.10 NASDAQ 

notes that the current fee structure has 

had the desired effect. Accordingly, 

NASDAQ now believes that reducing 

the per MPID fee, yet applying it to all 

MPIDs, is reasonable as it better aligns 

the fees assessed for MPIDs with the 

costs incurred by NASDAQ while also 

retaining an incentive to use MPIDs 

efficiently. NASDAQ anticipates that 

the proposed change will result in an 

overall increase in income received 

from MPID subscription fees. The 

Exchange believes that it is reasonable 

to adjust fees from time to time so that 

it can continue to make a profit on the 

products and services it offers. Ensuring 

that its products and services provide 

the Exchange with a profit allows it 

continue to offer and enhance such 

products and services, such as MPIDs. 

As noted above, the Exchange believes 

it is more equitable to allocate the fees 

on a per MPID basis because it better 

aligns the fees assessed with the costs 

incurred in offering MPIDs. 

NASDAQ also believes that the 

proposed rule change is not designed to 

permit unfair discrimination between 

member firms because the proposed fee 

will be assessed based on the number of 

MPIDs subscribed. The Exchange notes 

that all member firms will be assessed 

a fee for what is now considered a 

Primary MPID. As a consequence, 

member firms that currently subscribe 

only to a Primary MPID and have no 

Supplemental MPIDs or only 

Supplemental MPIDs used exclusively 

for reporting to the facilities of FINRA, 

will experience a fee increase. Other 

member firms, however, will either see 

no increase in fee [sic] or experience a 

fee reduction under the proposed 

change. NASDAQ believes that the 

proposed change is not unfairly 

discriminatory because all subscribing 

member firms will be assessed a fee for 

what is currently known as a Primary 

MPID. As noted above, all member firms 

derive benefit from each MPID used in 

transacting on NASDAQ, and NASDAQ 

is adjusting the fee to ensure that each 

subscribing member firm pays for the 

benefit received. 

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.11 NASDAQ does not believe 

that the proposed rule change places an 

unnecessary burden on competition 

because it more equitably applies the fee 

among subscribers. Specifically, the 

proposed change ties the fee directly to 

the number of MPIDs subscribed and 

eliminates the free Primary MPID. 

NASDAQ notes that, although all 

member firms will have to pay a fee for 

what is currently known as a Primary 

MPID and some member firms will 

experience a fee increase as a result of 

the proposed change, such a change is 

appropriate because it more closely 

aligns the subscription fee assessed for 

an MPID with the cost incurred by 

NASDAQ in administering it and 

ensures that offering the service is 

profitable to the Exchange. As discussed 

above, NASDAQ’s membership fees 

remain lower than the analogous fees of 

the NYSE, and membership fees are 

subject to competition from other 

exchanges. Accordingly, if the changes 

proposed herein are unattractive to 

market participants, it is likely that 

NASDAQ will experience a decline in 

membership and/or order flow as a 

result. 

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) 

of the Act,12 and paragraph (f) 13 of Rule 

19b–4, 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. 


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14 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 72937 

(Aug. 27, 2014), 79 FR 52385 (‘‘Notice’’). 

4 15 U.S.C. 78s(b)(2). 

5See Securities Exchange Act Release No. 73364, 

79 FR 62988 (Oct. 21, 2014). The Commission 

determined that it was appropriate to designate a 

longer period within which to take action on the 

proposed rule change so that it has sufficient time 

to consider the proposed rule change. Accordingly, 

the Commission designated December 2, 2014 as 

the date by which it should approve, disapprove, 

or institute proceedings to determine whether to 

disapprove the proposed rule change. 

6 15 U.S.C. 78s(b)(2)(B). 

7A Managed Fund Share is a security that 

represents an interest in an investment company 

registered under the Investment Company Act of 

1940 (15 U.S.C. 80a–1) (‘‘1940 Act’’) organized as 

an open-end investment company or similar entity 

that invests in a portfolio of securities selected by 

its investment adviser consistent with its 

investment objectives and policies. In contrast, an 

open-end investment company that issues 

Investment Company Units, listed and traded on 

the Exchange under NYSE Arca Equities Rule 

5.2(j)(3), seeks to provide investment results that 

correspond generally to the price and yield 

performance of a specific foreign or domestic stock 

index, fixed income securities index or combination 

thereof. 

8Additional information regarding the Shares and 

the Funds, including investment strategy, risks, 

creation and redemption procedures, portfolio 

holdings, and investment restrictions, is included 

in the Notice, supra note 3. 

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–2014–118 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–2014–118. 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– 

NASDAQ–2014–118, and should be 

submitted on or before December 26, 

2014. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.14

Kevin M. O’ Neill, 

Deputy Secretary. 

[FR Doc. 2014–28534 Filed 12–4–14; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73706; File No. SR– 

NYSEArca–2014–89] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Order Instituting 

Proceedings To Determine Whether To 

Approve or Disapprove Proposed Rule 

Change Relating To Listing and 

Trading of Shares of Eight PIMCO 

Exchange-Traded Funds 

December 1, 2014. 

I. Introduction 

On August 15, 2014, NYSE Arca, Inc. 

(‘‘NYSEArca’’ or ‘‘Exchange’’) filed with 

the Securities and Exchange 

Commission (‘‘Commission’’), pursuant 

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

Exchange Act of 1934 (‘‘Act’’ or 

‘‘Exchange Act’’) 1 and Rule 19b–4 

thereunder,2 a proposed rule change to 

list and trade shares of the following 

eight PIMCO exchange-traded funds, 

pursuant to NYSE Arca Equities Rule 

8.600: PIMCO StocksPLUS® Absolute 

Return Exchange-Traded Fund 

(‘‘StocksPLUS AR Fund’’), PIMCO Small 

Cap StocksPLUS® AR Strategy 

Exchange-Traded Fund (‘‘Small Cap 

StocksPLUS AR Fund’’), PIMCO 

Fundamental IndexPLUS® AR 

Exchange-Traded Fund (‘‘Fundamental 

IndexPLUS Fund’’), PIMCO Small 

Company Fundamental IndexPLUS® AR 

Strategy Exchange-Traded Fund (‘‘Small 

Company Fundamental IndexPLUS 

Fund’’), PIMCO EM Fundamental 

IndexPLUS® AR Strategy ExchangeTraded Fund (‘‘EM Fundamental 

IndexPLUS Fund’’), PIMCO 

International Fundamental IndexPLUS®

AR Strategy Exchange-Traded Fund 

(‘‘International Fundamental 

IndexPLUS Fund’’), PIMCO EM 

StocksPLUS® AR Strategy ExchangeTraded Fund (‘‘EM StocksPLUS Fund’’), 

and PIMCO International StocksPLUS®

AR Strategy Exchange-Traded Fund 

(Unhedged) (‘‘International StocksPLUS 

Fund’’) (each a ‘‘Fund’’ and collectively 

the ‘‘Funds.’’). The proposed rule 

change was published for comment in 

the Federal Register on September 3, 

2014.3 The Commission received no 

comments on the proposal. On October 

15, 2014, pursuant to Section 19(b)(2) of 

the Act,4 the Commission designated a 

longer period within which to either 

approve the proposed rule change, 

disapprove the proposed rule change, or 

institute proceedings to determine 

whether to disapprove the proposed 

rule change.5 This order institutes 

proceedings under Section 19(b)(2)(B) of 

the Act 6 to determine whether to 

approve or disapprove the proposed 

rule change. 

II. Description of the Proposal 

The Exchange proposes to list and 

trade shares (‘‘Shares’’) of the Funds 

under NYSE Arca Equities Rule 8.600, 

which governs the listing and trading of 

Managed Fund Shares.7

A. Characteristics and Holdings of the 

Funds 8

1. Investment Objective and Principal 

Holdings 

Each Fund would seek total return 

that exceeds the total return of its equity 

securities index benchmark, and under 

normal circumstances would seek to 

achieve its investment objective by 

investing in derivatives overlying its 

benchmark and a portfolio of Fixed 

Income Instruments (defined below), 

which would be managed using an 

absolute return approach. Typically, the 

Funds would use derivative instruments 

as a substitute for taking a position in 


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