74150 Federal Register / Vol. 79, No. 240 / Monday, December 15, 2014 / Notices 

25 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3 17 CFR 242.611. 

4Securities Exchange Act Release No. 59786 

(April 17, 2009), 74 FR 18769 (April 24, 2009) (SR– 

NASDAQ–2009–033). 

5Subscriptions beyond the ninth are provided at 

no cost because the subscribing member firm has 

met the $1,500 monthly fee cap. 

action is: (1) Necessary or appropriate in 

the public interest; (2) for the protection 

of investors; or (3) otherwise in 

furtherance of the purposes of the Act. 

If the Commission takes such action, the 

Commission shall institute proceedings 

to determine whether the proposed rule 

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 proposal 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 No. SR– 

EDGX–2014–33 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 

No. SR–EDGX–2014–33. 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 will also 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 No. SR–EDGX– 

2014–33 and should be submitted on or 

before January 5, 2015. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.25

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2014–29243 Filed 12–12–14; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73789; File No. SR– 

NASDAQ–2014–120] 

Self-Regulatory Organizations; The 

NASDAQ Stock Market LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Modify 

NASDAQ Rule 7049 Fees 

December 8, 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 December 

3, 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 fees 

assessed under NASDAQ Rule 7049 for 

the NASDAQ InterACT surveillance 

tool. While the changes proposed herein 

are effective upon filing, the Exchange 

has designated that the amendments be 

operative on January 2, 2015. 

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 Rule 

7049 to increase the fee and related fee 

cap for subscription to the NASDAQ 

InterACT service. InterACT is a realtime compliance tool accessed through 

an existing Nasdaq Workstation or 

Weblink ACT 3.0 user account, which 

assists a member firm with supervision 

of its trade activity reported to the 

FINRA/NASDAQ Trade Reporting 

Facility, and with its supervision of 

trade throughs to help in complying 

with Rule 611 of Regulation NMS.3 The 

Exchange currently assesses a fee of 

$300 per month, per user, for the first 

three users, and $100 per month, per 

user, for each additional user, with a 

maximum fee of $1,500 per month, per 

member firm. The Exchange began 

offering the service in 2009 4 and has not 

increased fees since its adoption, 

notwithstanding that the Exchange’s 

costs in offering and supporting the 

service have increased. Accordingly, 

NASDAQ is proposing to increase the 

fee assessed for the service to $400 per 

month, per user, with an increased fee 

cap of $2,400 per month, per member 

firm. The Exchange is also proposing to 

eliminate the reduced fee rate of $100 

per user, per month assessed for the 

fourth through ninth subscriptions.5

The Exchange notes that offering the 

discounted fee for the fourth through 

ninth user subscriptions was designed 

to encourage member firms to purchase 

more subscriptions, thus ensuring broad 

use of the service and, ultimately, 

NASDAQ’s ability to offer the service 

long-term. NASDAQ believes that the 

reduced fee has had the desired effect 

and, accordingly, is assessing the same 

fee for all subscriptions through the 

sixth, at which point member firms will 

have reached the new fee cap. Lastly, 

upon launch of InterACT in May 2009, 

NASDAQ offered the service at no cost 

for sixty days. Accordingly, NASDAQ is 


emcdonald on DSK67QTVN1PROD with NOTICES
Federal Register / Vol. 79, No. 240 / Monday, December 15, 2014 / Notices 74151 

6 15 U.S.C. 78f. 

7 15 U.S.C. 78f(b)(4) and (5). 8 15 U.S.C. 78f(b)(8). 

9 15 U.S.C. 78s(b)(3)(A). 

10 17 CFR 240.19b–4(f). 

proposing to delete text from the rule 

that concerns the expired free period. 

2. Statutory Basis 

NASDAQ believes that the proposed 

rule change is consistent with the 

provisions of Section 6 of the Act,6 in 

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

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

increases to the fee and fee cap are 

reasonable because they will allow 

NASDAQ to realign the fee assessed for 

the service with the costs it incurs in 

offering it, while also ensuring that the 

service continues to provide NASDAQ 

with a profit. Eliminating the reduced 

fee for the fourth through ninth 

subscriptions is reasonable because 

NASDAQ believes that it has served its 

purpose by attracting an adequate 

number of subscribers to the service to 

ensure its viability. As a consequence, 

NASDAQ believes that such incentive 

pricing is no longer needed. 

NASDAQ believes that the increased 

fees and elimination of incentive pricing 

is an equitable allocation because 

NASDAQ is assessing the fee increase 

uniformly among subscribers up to the 

fee cap, which is also increased. 

NASDAQ notes that it incurs the same 

costs in offering a subscription, 

regardless of the number of member 

subscriptions. As such, increasing the 

fee and applying it uniformly to all 

subscriptions without any distinction 

based on the number of subscriptions a 

member firm has, up to the increased 

fee cap, better aligns the fees paid with 

the costs incurred by NASDAQ in 

offering the service. 

The Exchange believes that the 

proposed changes are not unfairly 

discriminatory because they now apply 

a uniform fee per subscription, thus 

eliminating a distinction made in the fee 

assessed based on the number of 

subscriptions held. The Exchange notes 

that some member firms may incur a 

disproportionate increase in fees as 

compared to others under the proposed 

change as a result of the elimination of 

the incentive pricing provided for the 

fourth through ninth subscriptions and 

increase in the fee cap. Under the 

proposed change, a member firm that 

has four to six subscriptions will 

experience a greater per subscription fee 

increase than a member firm with three 

or fewer subscriptions, whereas 

subscriptions in excess of six under the 

proposed change exceed the new fee cap 

and are therefore offered at no cost. The 

Exchange does not believe that the 

changes are unfairly discriminatory 

because they eliminate a distinction in 

the fee assessed based on NASDAQ’s 

desire to ensure wide acceptance of the 

service, and better align the fee assessed 

for a subscription with the costs that 

NASDAQ incurs in providing it. 

NASDAQ notes that it is retaining the 

fee cap, albeit at a higher level, which 

will ensure that no member firm pays 

more than $2,400 per month. 

Lastly, the proposed elimination of 

the rule text concerning the expired free 

period is designed to clarify the rule text 

and avoid any potential confusion 

among market participants that may 

arise if the language were to remain. 

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.8

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. In such an environment, 

NASDAQ must carefully balance the 

fees it assesses with the costs incurred 

to remain competitive with other 

exchanges. To the extent NASDAQ’s 

fees are too high or another exchange’s 

products and services provide greater 

value, NASDAQ will likely lose 

subscriber revenue. As such, NASDAQ 

believes that the degree to which fee 

changes in this market may impose any 

burden on competition is extremely 

limited. In this instance, NASDAQ is 

proposing to increase the fees for a 

service for the first time since it was 

offered in 2009 to realign the fee 

assessed for the subscription to the 

service with the costs it incurs in 

offering it, and to ensure that the service 

provides NASDAQ with a profit. 

Moreover, the Exchange does not 

believe that the fee increase imposes an 

unnecessary burden on competition 

because the service is optional and 

member firms may develop their own 

alternatives to the service or purchase 

similar functionality from third parties. 

Accordingly, NASDAQ does not believe 

that the proposed changes will impose 

any unnecessary burden on 

competition. 

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,9 and paragraph (f) 10 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. 

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–2014–120 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–2014–120. 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 


emcdonald on DSK67QTVN1PROD with NOTICES
74152 Federal Register / Vol. 79, No. 240 / Monday, December 15, 2014 / Notices 

11 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. 

4See BOX Fee Schedule, Section 1 (as of 

November 2014), available here, http://

boxexchange.com/assets/BOX_Fee_Schedule.pdf. 

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

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

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–2014–120, and should be 

submitted on or before January 5, 2015. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.11

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2014–29240 Filed 12–12–14; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73794; File No. SR– 

NYSEMKT–2014–98] 

Self-Regulatory Organizations; NYSE 

MKT LLC; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change Amending the NYSE 

Amex Options Fee Schedule To Amend 

the Application of Routing Surcharge 

Fees 

December 9, 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 26, 2014, NYSE MKT LLC 

(the ‘‘Exchange’’ or ‘‘NYSE MKT’’) 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 to amend the 

NYSE Amex Options Fee Schedule 

(‘‘Fee Schedule’’) to amend the 

application of Routing Surcharge fees. 

The Exchange proposes to implement 

the change on 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 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to amend the 

Fee Schedule as it relates to the 

application of Routing Surcharge fees. 

The purpose of the proposed change is 

to account for recent changes 

introduced on other exchanges that 

impact the fees charged when routing 

orders. 

The Exchange currently charges ATP 

Holders a Routing Surcharge when it 

routes orders to other exchanges for 

execution. The Routing Surcharge is 

comprised of an $0.11 per contract fee, 

plus the applicable charges assessed by 

the away market for execution of the 

order (which the Exchange is able to 

discern from the away market fee 

schedule). If the executing exchange 

does not charge a transaction fee for the 

execution of a Customer order, the 

Routing Surcharge is waived. 

Recently, the BOX Options Exchange 

LLC (‘‘BOX’’) adopted per contract 

pricing that varies based upon the 

counter party to the trade. This pricing 

change makes it impossible to know in 

advance of the execution what the 

charges will be for an order routed to 

BOX. For example, a Professional 

Customer order routed to BOX in a nonPenny option would be charged $0.35 

per contract if it traded against another 

Professional Customer or Broker/Dealer, 

but would be charged $0.94 per contract 

if it traded against a Customer.4

In order to provide ATP Holders with 

certainty regarding the routing fees for 

which they may be liable, the Exchange 

is proposing to amend the Fee Schedule 

as it relates to the application of Routing 

Surcharge fees, specifically endnote 7. 

The proposed amendment would 

specify that if the actual transaction fees 

assessed by the away exchange(s) 

cannot be determined prior to the 

execution, the Exchange would charge 

the $0.11 per contract fee plus the 

highest per contract charge assessed by 

the away exchange(s) for the relevant 

option class and type of market 

participant (e.g., Customer, Firm, 

Broker/Dealer, Professional Customer or 

Market Maker). 

The Exchange proposes to make a 

non-substantive changes [sic] to the Fee 

Schedule to replace the term ‘‘all actual 

charges’’ with the term ‘‘any transaction 

fees’’ as the Exchange believes that the 

term transaction fees better represents 

the applicable charges on away 

exchanges, and is consistent with 

existing rule text on the NYSE Arca, Inc. 

Options (‘‘NYSE Arca’’) Fee Schedule. 

The Exchange notes that ATP Holders 

can avoid having their orders routed to 

away markets by utilizing specific, nonroutable order types if they so choose. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

Section 6(b) of the Securities Exchange 

Act of 1934 (the ‘‘Act’’),5 in general, and 

furthers the objectives of Section 6(b)(4) 

of the Act,6 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 

proposed fee change is reasonable and 

equitable because charging market 

participants a set per contract rate in 

those instances when an order is routed 

to an away exchange provides market 

participants with certainty, which will 

enable them to make informed decisions 

regarding whether to continue to 

designate such orders as eligible for 

routing to away exchange. The 

Exchange further believes that the 

proposed fee change to charge the 


emcdonald on DSK67QTVN1PROD with NOTICES