Federal Register / Vol. 82, No. 220 / Thursday, November 16, 2017 / Notices 53547 

4A few portfolios make monthly distributions 

from sources other than net income, so the rule 

requires them to send out a statement 12 times a 

year. Other portfolios never make such 

distributions. 

5This estimate is based on the following 

calculation: 11,818 management investment 

company portfolios × 2 statements per year × 1 hour 

per statement = 23,636 burden hours. 

6Hourly rates are derived from the Securities 

Industry and Financial Markets Association 

(‘‘SIFMA’’), Management and Professional Earnings 

in the Securities Industry 2013, modified to account 

for an 1800-hour work-year and inflation, and 

multiplied by 5.35 to account for bonuses, firm size, 

employee benefits, and overhead. 

7Hourly rates are derived from SIFMA’s Office 

Salaries in the Securities Industry 2013, modified 

to account for an 1800-hour work-year and 

multiplied by 2.93 to account for bonuses, firm size, 

employee benefits and overhead. 

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

2 17 CFR 240.19b–4. 

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

4 17 CFR 240.19b–4(f)(2). 

5The term ‘‘Member’’ is defined as ‘‘any 

registered broker or dealer that has been admitted 

to membership in the Exchange.’’ See Exchange 

Rule 1.5(n). 

6The term ‘‘System’’ is defined as ‘‘the electronic 

communications and trading facility designated by 

the Board through which securities orders of Users 

are consolidated for ranking, execution and, when 

Continued 

that each portfolio on average mails two 

statements per year to meet the 

requirements of the rule.4 The staff 

further estimates that the time needed to 

make the determinations required by the 

rule and to prepare the statement 

required under the rule is 

approximately 1 hour per statement. 

The total annual burden for all 

portfolios therefore is estimated to be 

approximately 23,636 burden hours.5

The staff estimates that approximately 

one-third of the total annual burden 

(7,879 hours) would be incurred by a 

paralegal with an average hourly wage 

rate of approximately $205 per hour,6

and approximately two-thirds of the 

annual burden (15,757 hours) would be 

incurred by a compliance clerk with an 

average hourly wage rate of $66 per 

hour.7 The staff therefore estimates that 

the aggregate annual cost of complying 

with the paperwork requirements of the 

rule is approximately $2,655,157 ((7,879 

hours × $205 = $1,615,195) + (15,757 

hours × $66 = $1,039,962)). 

To comply with state law, many 

investment companies already must 

distinguish the different sources from 

which a shareholder distribution is paid 

and disclose that information to 

shareholders. Thus, many investment 

companies would be required to 

distinguish the sources of shareholder 

dividends whether or not the 

Commission required them to do so 

under rule 19a–1. 

The estimate of average burden hours 

is made solely for the purposes of the 

Paperwork Reduction Act, and is not 

derived from a comprehensive or even 

a representative survey or study of the 

costs of Commission rules. Compliance 

with the collection of information 

required by rule 19a–1 is mandatory for 

management companies that make 

statements to shareholders pursuant to 

section 19(a) of the Act. An agency may 

not conduct or sponsor, and a person is 

not required to respond to, a collection 

of information unless it displays a 

currently valid control number. 

The public may view the background 

documentation for this information 

collection at the following Web site, 

www.reginfo.gov. Comments should be 

directed to: (i) Desk Officer for the 

Securities and Exchange Commission, 

Office of Information and Regulatory 

Affairs, Office of Management and 

Budget, Room 10102, New Executive 

Office Building, Washington, DC 20503, 

or by sending an email to: Shagufta_

Ahmed@omb.eop.gov; and (ii) Pamela 

Dyson, Director/Chief Information 

Officer, Securities and Exchange 

Commission, c/o Remi Pavlik-Simon, 

100 F Street NE., Washington, DC 20549 

or send an email to: PRA_Mailbox@

sec.gov. Comments must be submitted to 

OMB within 30 days of this notice. 

Dated: November 9, 2017. 

Eduardo A. Aleman, 

Assistant Secretary. 

[FR Doc. 2017–24749 Filed 11–15–17; 8:45 am] 

BILLING CODE P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–82052; File No. SRBatsBZX–2017–76] 

Self-Regulatory Organizations; Cboe 

BZX Exchange, Inc.; Notice of Filing 

and Immediate Effectiveness of 

Proposed Rule Change To Modify Its 

Fees for Physical Ports as They Apply 

to the Exchange’s Equity Options 

Platform 

November 9, 2017. 

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 

2, 2017, Cboe BZX Exchange, Inc. 

(‘‘BZX’’ or the ‘‘Exchange’’) (formerly 

known as Bats BZX Exchange, Inc.) 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 the Exchange. 

The Exchange has designated the 

proposed rule change as one 

establishing or changing a member due, 

fee, or other charge imposed by the 

Exchange under Section 19(b)(3)(A)(ii) 

of the Act 3 and Rule 19b–4(f)(2) 

thereunder,4 which renders the 

proposed rule change 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 the fee schedule applicable to 

Members 5 and non-Members of the 

Exchange pursuant to BZX Rules 15.1(a) 

and (c) to modify its fees for physical 

ports as they apply to the Exchange’s 

equity options platform (‘‘BZX 

Options’’). 

The text of the proposed rule change 

is available at the Exchange’s Web site 

at www.markets.cboe.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 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 

A physical port is utilized by a 

Member or non-Member to connect to 

the Exchange at the data centers where 

the Exchange’s servers are located. The 

Exchange currently maintains a 

presence in two third-party data centers: 

(i) The primary data center where the 

Exchange’s business is primarily 

conducted on a daily basis, and (ii) a 

secondary data center, which is 

predominantly maintained for business 

continuity purposes. The Exchange 

currently assesses the following 

physical connectivity fees for Members 

and non-Members on a monthly basis: 

$2,000 per physical port that connects 

to the System 6 via 1 gigabyte circuit; 


asabaliauskas on DSKBBXCHB2PROD with NOTICES
53548 Federal Register / Vol. 82, No. 220 / Thursday, November 16, 2017 / Notices 

applicable, routing away.’’ See Exchange Rule 

1.5(aa). 

7The Exchange also proposes two minor 

technical amendments to this section of its fee 

schedule. First is to change the word ‘‘Connection’’ 

to ‘‘Connectivity’’ in the section’s title. The second 

is to change references to ‘‘G’’ for gigabyte to ‘‘Gb’’. 

8 15 U.S.C. 78f. 

9 15 U.S.C. 78f(b)(4). 

10See Nasdaq Rule 7034(b) and the NYSE Arca 

fee schedule available at https://www.nyse.com/

publicdocs/nyse/markets/nyse-arca/NYSE_Arca_

Marketplace_Fees.pdf (dated October 11, 2017). 

11 15 U.S.C. 78s(b)(3)(A). 

12 17 CFR 240.19b–4(f). 

and $6,000 per physical port that 

connects to the System via 10 gigabyte 

circuit. The Exchange proposes to 

increase the fee per physical port that 

connects to the System via a 10 gigabyte 

circuit from $6,000 per month to $7,000 

per month in order to cover its 

increased infrastructure costs associated 

with establishing physical ports to 

connect to the Exchange’s Systems and 

enable it to continue to maintain and 

improve its market technology and 

services.7 The Exchange does not 

propose to amend the fee for a 1 

gigabyte circuit, which will remain 

$2,000 per month. The Exchange 

proposes to implement this amendment 

to its fee schedule on January 2, 2018. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

the objectives of Section 6 of the Act,8

in general, and furthers the objectives of 

Section 6(b)(4),9 in particular, as it is 

designed to provide for the equitable 

allocation of reasonable dues, fees and 

other charges among its Members and 

other persons using its facilities. The 

Exchange also notes that it operates in 

a highly-competitive market in which 

market participants can readily direct 

order flow to competing venues if they 

deem fee levels at a particular venue to 

be excessive. The proposed rule change 

reflects a competitive pricing structure 

designed to incent market participants 

to direct their order flow to the 

Exchange. 

The Exchange believes that the 

proposed rate is equitable and nondiscriminatory in that it applies 

uniformly to all Members. Members and 

non-Members will continue to choose 

whether they want more than one 

physical port and choose the method of 

connectivity based on their specific 

needs. All Members that voluntarily 

select various service options will be 

charged the same amount for the same 

services. As is true of all physical 

connectivity, all Members and nonMembers have the option to select any 

connectivity option, and there is no 

differentiation with regard to the fees 

charged for the service. 

The Exchange believes that the 

proposal represents an equitable 

allocation of reasonable dues, fees, and 

other charges as its fees for physical 

connectivity are reasonably constrained 

by competitive alternatives. If a 

particular exchange charges excessive 

fees for connectivity, affected Members 

and non-Members may opt to terminate 

their connectivity arrangements with 

that exchange, and adopt a possible 

range of alternative strategies, including 

routing to the applicable exchange 

through another participant or market 

center or taking that exchange’s data 

indirectly. Accordingly, if the Exchange 

charges excessive fees, it would stand to 

lose not only connectivity revenues but 

also revenues associated with the 

execution of orders routed to it, and, to 

the extent applicable, market data 

revenues. The Exchange believes that 

this competitive dynamic imposes 

powerful restraints on the ability of any 

exchange to charge unreasonable fees 

for connectivity. 

Furthermore, the proposed rule 

change is also an equitable allocation of 

reasonable dues, fees, and other charges 

as the Exchange believes that the 

increased fees obtained will enable it to 

cover its increased infrastructure costs 

associated with establishing physical 

ports to connect to the Exchange’s 

Systems. The additional revenue from 

the increased fee will also enable the 

Exchange to continue to maintain and 

improve its market technology and 

services. 

Lastly, the Exchange believes the fees 

and credits remain competitive with 

those charged by other venues and 

therefore continue to be reasonable and 

equitably allocated to Members. For 

instance, the proposed fees for a 10 

gigabyte circuit of $7,000 per month is 

less than analogous fees charged by the 

Nasdaq Stock Market LLC (‘‘Nasdaq’’) 

and NYSE Arca, Inc. (‘‘Arca’’), which 

range from $10,000—$15,000 per month 

for 10 gigabyte circuits.10

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed rule change will impose 

any burden on competition not 

necessary or appropriate in furtherance 

of the purposes of the Act. As discussed 

above, the Exchange believes that fees 

for connectivity are constrained by the 

robust competition for order flow among 

exchanges and non-exchange markets. 

The Exchange does not believe that the 

proposed changes represent a significant 

departure from previous pricing offered 

by the Exchange or pricing offered by 

the Exchange’s competitors. 

Additionally, Members may opt to 

disfavor the Exchange’s pricing if they 

believe that alternatives offer them 

better value. Further, excessive fees for 

connectivity would serve to impair an 

exchange’s ability to compete for order 

flow rather than burdening competition. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

The Exchange has not solicited, and 

does not intend to solicit, comments on 

this proposed rule change. The 

Exchange has not received any 

unsolicited written comments from 

Members or other interested parties. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change has become 

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

of the Act 11 and paragraph (f) of Rule 

19b–4 thereunder.12 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 SRBatsBZX–2017–76 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–BatsBZX–2017–76. 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/


asabaliauskas on DSKBBXCHB2PROD with NOTICES
Federal Register / Vol. 82, No. 220 / Thursday, November 16, 2017 / Notices 53549 

13 17 CFR 200.30–3(a)(12). 

1Miami International Securities Exchange, LLC 

and MIAX PEARL LLC filed their proposed rule 

changes on May 1, 2017. 

2The Nasdaq Stock Market LLC and Nasdaq BX, 

Inc. filed their proposed rule changes on May 2, 

2017. 

3Chicago Stock Exchange, Inc. filed its proposed 

rule change on May 3, 2017. 

4Financial Industry Regulatory Authority, Inc. 

filed its proposed rule change on May 8, 2017. 

5 Investors Exchange LLC originally filed its 

proposed rule change on May 3, 2017 under File 

No. SR–IEX–2017–13, and subsequently withdrew 

that filing and filed a proposed rule change on May 

9, 2017. 

6The New York Stock Exchange LLC, NYSE Arca, 

Inc. and NYSE MKT LLC filed their proposed rule 

changes on May 10, 2017. 

7Nasdaq GEMX LLC, Nasdaq ISE, LLC, Nasdaq 

MRX, LLC and Nasdaq PHLX LLC originally filed 

their proposed rule changes on May 3, 2017 under 

File Nos. SR–GEMX–2017–11, SR–ISE–2017–40, 

SR–MRX–2017–03, and SR–PHLX–2017–35, and 

subsequently withdrew those filings and filed 

proposed rule changes on May 12, 2017. 

8BOX Options Exchange LLC originally filed its 

proposed rule change on May 11, 2017 under File 

No. SR–BOX–2017–15, and subsequently withdrew 

that filing and filed a proposed rule change on May 

15, 2017. 

9Bats BYX Exchange, Inc., C2 Options Exchange, 

Incorporated and Chicago Board Options Exchange, 

Incorporated filed their proposed rule changes on 

May 16, 2017. Bats EDGA Exchange, Inc. originally 

filed its proposed rule change on May 5, 2017 under 

File No. SR–BatsEDGA–2017–11, and subsequently 

withdrew that filing on May 11, 2017 and filed a 

proposed rule change on May 16, 2017. 

10Bats BZX Exchange, Inc. filed its proposed rule 

changes on May 23, 2017. Bats EDGX Exchange, 

Inc. originally filed its proposed rule change on 

May 5, 2017 under File No. SR–BatsEDGX–2017– 

20, and subsequently withdrew that filing on May 

10, 2017 and filed a proposed rule change on May 

23, 2017. 

11See Securities Exchange Act Release No. 81952 

(October 26, 2017), 82 FR 50725 (November 1, 

2017). The name change was not yet effective when 

Bats BYX filed SR–BatsBYX–2017–11. 

12See Securities Exchange Act Release No. 81962 

(October 26, 2017), 82 FR 50711 (November 1, 

2017). The name change was not yet effective when 

Bats BZX filed SR–BatsBZX–2017–38. 

13See Securities Exchange Act Release No. 81957 

(October 26, 2017), 82 FR 50716 (November 1, 

2017). The name change was not yet effective when 

Bats EDGA filed SR–BatsEDGA–2017–13. 

14See Securities Exchange Act Release No. 81963 

(October 26, 2017), 82 FR 50697 (November 1, 

2017). The name change was not yet effective when 

Bats EDGX filed SR–BatsEDGX–2017–22. 

15See Securities Exchange Act Release No. 81979 

(October 30, 2017), 82 FR 51317 (November 3, 

2017). The name change was not yet effective when 

C2 filed SR–C2–2017–017. 

16See Securities Exchange Act Release No. 81981 

(October 30, 2017), 82 FR 51309 (November 3, 

2017). The name change was not yet effective when 

CBOE filed SR–CBOE–2017–040. 

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. 

Persons submitting comments are 

cautioned that we do not redact or edit 

personal identifying information from 

comment submissions. You should 

submit only information that you wish 

to make available publicly. All 

submissions should refer to File 

Number SR–BatsBZX–2017–76, and 

should be submitted on or before 

December 7, 2017. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.13

Eduardo A. Aleman, 

Assistant Secretary. 

[FR Doc. 2017–24777 Filed 11–15–17; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–82049; File Nos. SR– 

BatsBYX–2017–11; SR–BatsBZX–2017–38; 

SR–BatsEDGA–2017–13; SR–BatsEDGX– 

2017–22; SR–BOX–2017–16; SR–BX–2017– 

023; SR–C2–2017–017; SR–CBOE–2017– 

040; SR–CHX–2017–08; SR–FINRA–2017– 

011; SR–GEMX–2017–17; SR–IEX–2017–16; 

SR–ISE–2017–45; SR–MIAX–2017–18; SR– 

MRX–2017–04; SR–NASDAQ–2017–046; 

SR–NYSE–2017–22; SR–NYSEArca–2017– 

52; SR–NYSEMKT–2017–26; SR–PEARL– 

2017–20; SR–PHLX–2017–37] 

Self-Regulatory Organizations; Bats 

BYX Exchange, Inc.; Bats BZX 

Exchange, Inc.; Bats EDGA Exchange, 

Inc.; Bats EDGX Exchange, Inc.; BOX 

Options Exchange LLC; C2 Options 

Exchange, Incorporated; Chicago 

Board Options Exchange, 

Incorporated; Chicago Stock 

Exchange, Inc.; Financial Industry 

Regulatory Authority, Inc.; Investors 

Exchange LLC; Miami International 

Securities Exchange, LLC; MIAX 

PEARL LLC; Nasdaq BX, Inc.; Nasdaq 

GEMX, LLC; Nasdaq ISE, LLC; Nasdaq 

MRX, LLC; Nasdaq PHLX LLC; The 

Nasdaq Stock Market LLC; New York 

Stock Exchange LLC; NYSE Arca, Inc. 

and NYSE MKT LLC; Notice of 

Designation of Longer Period for 

Commission Action on Proceedings To 

Determine Whether To Approve or 

Disapprove Proposed Rule Changes 

To Establish Fees for Industry 

Members To Fund the Consolidated 

Audit Trail 

November 9, 2017. 

On May 1, 2017,1 May 2, 2017,2 May 

3, 2017,3 May 8, 2017,4 May 9, 2017,5

May 10, 2017,6 May 12, 2017,7 May 15, 

2017,8 May 16, 2017,9 and May 23, 

2017,10 Bats BYX Exchange, Inc. (‘‘Bats 

BYX’’) (n/k/a Cboe BYX Exchange, 

Inc.),11 Bats BZX Exchange, Inc. (‘‘Bats 

BZX’’) (n/k/a Cboe BZX Exchange, 

Inc.),12 Bats EDGA Exchange, Inc. (‘‘Bats 

EDGA’’) (n/k/a Cboe EDGA Exchange, 

Inc.),13 Bats EDGX Exchange, Inc. (‘‘Bats 

EDGX’’) (n/k/a Cboe EDGX Exchange, 

Inc.),14 BOX Options Exchange LLC 

(‘‘BOX’’), C2 Options Exchange, 

Incorporated (‘‘C2’’) (n/k/a Cboe C2 

Options Exchange, Inc.),15 Chicago 

Board Options Exchange, Incorporated 

(‘‘CBOE’’) (n/k/a Cboe Exchange, Inc.),16

Chicago Stock Exchange, Inc. (‘‘CHX’’), 

Financial Industry Regulatory 

Authority, Inc. (‘‘FINRA’’), Investors 

Exchange LLC (‘‘IEX’’), Nasdaq ISE, LLC 

(‘‘ISE’’), Miami International Securities 

Exchange, LLC (‘‘MIAX’’), MIAX 

PEARL, LLC (‘‘PEARL’’), Nasdaq BX, 

Inc. (‘‘BX’’), Nasdaq GEMX, LLC 

(‘‘GEMX’’), Nasdaq MRX, LLC (‘‘MRX’’), 

Nasdaq PHLX LLC (‘‘Phlx’’), The 

Nasdaq Stock Market LLC (‘‘Nasdaq’’), 

New York Stock Exchange LLC 

(‘‘NYSE’’), NYSE Arca, Inc. (‘‘NYSE 

Arca’’) and NYSE MKT LLC (‘‘NYSE 


asabaliauskas on DSKBBXCHB2PROD with NOTICES