Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change Amending the NYSE Arca Equities Fee Schedule To Make Correction to the Tape A, Tape B, and Tape C Step Up Tiers, 28411-28413 [2012-11583]

Download as PDF Federal Register / Vol. 77, No. 93 / Monday, May 14, 2012 / Notices Comments regarding the information collection should be addressed to Charles Mierzwa, Railroad Retirement Board, 844 North Rush Street, Chicago, Illinois 60611–2092 or Charles.Mierzwa@RRB.GOV and to the OMB Desk Officer for the RRB, Fax: 202–395–6974, Email address: OIRA_Submission@omb.eop.gov. listed companies is suspended for the period from 9:30 a.m. EDT on May 10, 2012, through 11:59 p.m. EDT on May 23, 2012. By the Commission. Jill M. Peterson, Assistant Secretary. [FR Doc. 2012–11701 Filed 5–10–12; 4:15 pm] BILLING CODE 8011–01–P Charles Mierzwa, Chief of Information Resources Management. SECURITIES AND EXCHANGE COMMISSION [FR Doc. 2012–11552 Filed 5–11–12; 8:45 am] BILLING CODE 7905–01–P [Release No. 34–66946; File No. SR– NYSEArca–2012–36] SECURITIES AND EXCHANGE COMMISSION [File No. 500–1] Adrenalina, Affinity Technology Group, Inc., Braintech, Inc., Builders Transport, Incorporated, and Catuity, Inc.; Order of Suspension of Trading May 8, 2012. emcdonald on DSK29S0YB1PROD with NOTICES May 10, 2012. It appears to the Securities and Exchange Commission that there is a lack of current and accurate information concerning the securities of Adrenalina because it has not filed any periodic reports since the period ended September 30, 2008. It appears to the Securities and Exchange Commission that there is a lack of current and accurate information concerning the securities of Affinity Technology Group, Inc. because it has not filed any periodic reports since the period ended June 30, 2008. It appears to the Securities and Exchange Commission that there is a lack of current and accurate information concerning the securities of Braintech, Inc. because it has not filed any periodic reports since the period ended September 30, 2009. It appears to the Securities and Exchange Commission that there is a lack of current and accurate information concerning the securities of Builders Transport, Incorporated because it has not filed any periodic reports since the period ended March 31, 1998. It appears to the Securities and Exchange Commission that there is a lack of current and accurate information concerning the securities of Catuity, Inc. because it has not filed any periodic reports since the period ended March 31, 2007. The Commission is of the opinion that the public interest and the protection of investors require a suspension of trading in the securities of the above-listed companies. Therefore, it is ordered, pursuant to Section 12(k) of the Securities Exchange Act of 1934, that trading in the securities of the above- VerDate Mar<15>2010 Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change Amending the NYSE Arca Equities Fee Schedule To Make Correction to the Tape A, Tape B, and Tape C Step Up Tiers 14:46 May 11, 2012 Jkt 226001 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 April 27, 2012, NYSE Arca, Inc. (the ‘‘Exchange’’ or ‘‘NYSE Arca’’) 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 the NYSE Arca Equities Fee Schedule (‘‘Fee Schedule’’) to make a correction to the Tape A, Tape B, and Tape C Step Up Tiers. The proposed change will be operative on May 1, 2012. The text of the proposed rule change is available at the Exchange, www.nyse.com, and 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 1 15 U.S.C. 78s(b)(1). U.S.C. 78a. 3 17 CFR 240.19b–4. Frm 00063 Fmt 4703 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 to make a correction to the Tape A, Tape B, and Tape C Step Up Tiers. These fees were adopted as of March 1, 2012.4 As described in more detail below, in certain provisions of the Fee Schedule, the Exchange inadvertently made a reference to ‘‘Baseline Month’’ when it should have instead referred to ‘‘billing month.’’ Tape A Step Up Tier Currently, the Tape A Step Up Tier allows ETP Holders and Market Makers that take liquidity from the Book to pay a reduced fee of $0.0029 per share if they directly execute providing volume in Tape A Securities during the billing month (‘‘Tape A Adding ADV’’) that is at least the greater of (a) the ETP Holder’s or Market Maker’s January 2012 (‘‘Baseline Month’’) Tape A Adding ADV (‘‘Tape A Baseline ADV’’) plus 0.075% of US Tape A Consolidated Average Daily Share Volume (‘‘CADV’’) for the Baseline Month or (b) the ETP Holder’s or Market Maker’s Tape A Baseline ADV plus 20%, subject to the ETP Holders’ and Market Makers’ total providing liquidity in Tape A, Tape B, and Tape C Securities increasing in an amount no less than 0.03% of US CADV over their Baseline Month providing liquidity. Additionally, if a firm’s ratio of Tape A Baseline ADV to its total Tape A average daily volume (‘‘ADV’’) during the Baseline Month is less than 30%, the $0.0029 rate would only apply to the ETP Holder’s or Market Maker’s shares that are executed in an amount up to and including 0.75% of the US Tape A CADV during the billing month. The rate of $0.0030 per share would apply to the ETP Holder’s or Market Maker’s remaining shares that are executed, unless the ETP Holder’s or Market Maker’s Tape A Adding ADV is greater than its Tape A Baseline ADV by at least 0.25% of the US Tape A CADV during the billing month. Investor Tier ETP Holders or Investor Tier Market Makers cannot qualify for the Tape A Step Up Tier. 4 See Securities Exchange Act Release No. 66568 (March 9, 2012), 77 FR 15819 (March 16, 2012) (SR– NYSEArca–2012–17) (the ‘‘Release’’). 2 15 PO 00000 28411 Sfmt 4703 E:\FR\FM\14MYN1.SGM 14MYN1 28412 Federal Register / Vol. 77, No. 93 / Monday, May 14, 2012 / Notices emcdonald on DSK29S0YB1PROD with NOTICES The Exchange proposes to amend the Fee Schedule so that ETP Holders and Market Makers that take liquidity from the Book to pay a reduced fee of $0.0029 per share if they directly execute providing volume in Tape A Securities during the billing month (‘‘Tape A Adding ADV’’) that is at least the greater of (a) the ETP Holder’s or Market Maker’s Baseline Month Tape A Adding ADV (‘‘Tape A Baseline ADV’’) plus 0.075% of US Tape A Consolidated Average Daily Share Volume (‘‘CADV’’) for the billing month or (b) the ETP Holder’s or Market Maker’s Tape A Baseline ADV plus 20%, subject to the ETP Holders’ and Market Makers’ total providing liquidity in Tape A, Tape B, and Tape C Securities increasing in an amount no less than 0.03% of US CADV over their Baseline Month providing liquidity. The Exchange does not propose to make any additional changes to the Tape A Step Up Tier. Tape B Step Up Tier Currently, the Tape B Step Up Tier allows ETP Holders and Market Makers that take liquidity from the Book to pay a reduced fee of $0.0026 per share if they directly execute providing volume in Tape B Securities during the billing month (‘‘Tape B Adding ADV’’) that is at least the greater of (a) the ETP Holder’s or Market Maker’s Baseline Month Tape B Adding ADV (‘‘Tape B Baseline ADV’’) plus 0.25% of US Tape B CADV for the Baseline Month or (b) the ETP Holder’s or Market Maker’s Tape B Baseline ADV plus 20%, subject to the ETP Holders’ and Market Makers’ total providing liquidity in Tape A, Tape B, and Tape C Securities increasing in an amount no less than 0.03% of US CADV over their Baseline Month providing liquidity. Additionally, if a firm’s ratio of Tape B Baseline ADV to its total Tape B ADV during the Baseline Month is less than 30%, the $0.0026 rate would only apply to the ETP Holder’s or Market Maker’s shares that are executed in an amount up to and including 1.5% of the US Tape B CADV during the billing month. The rate of $0.0028 or $0.0030 per share, as applicable, would apply to the ETP Holder’s or Market Maker’s remaining shares that are executed, unless the ETP Holder’s or Market Maker’s Tape B Adding ADV is greater than its Tape B Baseline ADV by at least 0.45% of the US Tape B CADV during the billing month. Investor Tier ETP Holders, Investor Tier Market Makers, and Lead Market Makers (‘‘LMMs’’) cannot qualify for the Tape B Step Up Tier. In addition, LMM provide volume cannot apply to the Tape B Step Up Tier volume requirements. VerDate Mar<15>2010 14:46 May 11, 2012 Jkt 226001 The Exchange proposes to amend the Fee Schedule so that ETP Holders and Market Makers that take liquidity from the Book to pay a reduced fee of $0.0026 per share if they directly execute providing volume in Tape B Securities during the billing month (‘‘Tape B Adding ADV’’) that is at least the greater of (a) the ETP Holder’s or Market Maker’s Baseline Month Tape B Adding ADV (‘‘Tape B Baseline ADV’’) plus 0.25% of US Tape B CADV for the billing month or (b) the ETP Holder’s or Market Maker’s Tape B Baseline ADV plus 20%, subject to the ETP Holders’ and Market Makers’ total providing liquidity in Tape A, Tape B, and Tape C Securities increasing in an amount no less than 0.03% of US CADV over their Baseline Month providing liquidity. The Exchange does not propose to make any additional changes to the Tape B Step Up Tier. Tape C Step Up Tier Currently, the Tape C Step Up Tier allows ETP Holders and Market Makers that take liquidity from the Book to pay a reduced fee of $0.0029 per share if they directly execute providing volume in Tape C Securities during the billing month (‘‘Tape C Adding ADV’’) that is at least the greater of (a) the ETP Holder’s or Market Maker’s Baseline Month Tape C Adding ADV (‘‘Tape C Baseline ADV’’) plus 0.10% of US Tape C CADV for the Baseline Month or (b) the ETP Holder’s or Market Maker’s Tape C Baseline ADV plus 20%, subject to the ETP Holders’ and Market Makers’ total providing liquidity in Tape A, Tape B, and Tape C Securities increasing in an amount no less than 0.03% of US CADV over their Baseline Month providing liquidity. Additionally, if a firm’s ratio of Tape C Baseline ADV to its total Tape C ADV during the Baseline Month is less than 30%, the $0.0029 rate would only apply to the ETP Holder’s or Market Maker’s shares that are executed in an amount up to and including 1.1% of the US Tape C CADV during the billing month. The rate of $0.0030 per share would apply to the ETP Holder’s or Market Maker’s remaining shares that are executed, unless the ETP Holder’s or Market Maker’s Tape C Adding ADV is greater than its Tape C Baseline ADV by at least 0.33% of the US Tape C CADV during the billing month. Investor Tier ETP Holders or Investor Tier Market Makers cannot qualify for the Tape C Step Up Tier. The Exchange proposes to amend the Fee Schedule so that ETP Holders and Market Makers that take liquidity from the Book to pay a reduced fee of $0.0029 per share if they directly execute PO 00000 Frm 00064 Fmt 4703 Sfmt 4703 providing volume in Tape C Securities during the billing month (‘‘Tape C Adding ADV’’) that is at least the greater of (a) the ETP Holder’s or Market Maker’s Baseline Month Tape C Adding ADV (‘‘Tape C Baseline ADV’’) plus 0.10% of US Tape C CADV for the billing month or (b) the ETP Holder’s or Market Maker’s Tape C Baseline ADV plus 20%, subject to the ETP Holders’ and Market Makers’ total providing liquidity in Tape A, Tape B, and Tape C Securities increasing in an amount no less than 0.03% of US CADV over their Baseline Month providing liquidity. The Exchange does not propose to make any additional changes to the Tape C Step Up Tier. The Exchange notes that the discrepancy did not have an adverse effect on ETP Holders with respect to March and April 2012 billing because the total market volume reported to the Consolidated Tape in January 2012, March 2012, and April 2012 was not significantly different.5 However, going forward, the Exchange believes that, as intended in its original filing, the threshold should move in proportion to volume in the billing month in order to properly incentivize ETP Holders to post more volume on the Exchange. For example, if overall volume doubles in the current billing month, ETP Holders volume also may double in terms of shares, although their volumes relative to the entire market remain unchanged. The Exchange did not intend to offer the more favorable Step Up Tier rates in these circumstances, and as such, the correction to the calculation to reflect the billing month is necessary. The proposed change will be operative on May 1, 2012. 2. Statutory Basis The Exchange believes that the proposed rule change is consistent with Section 6(b) of the Act,6 in general, and Section 6(b)(4) of the Act,7 in particular, in that 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 further believes that the correction to the Fee Schedule is reasonable, equitable and not unfairly discriminatory because all similarly situated ETP Holders will be subject to the same fee structure. In particular, the Exchange intended to provide an option to qualify for the Step Up Tiers that would be based on a calculation of both 5 The Exchange further notes that each of the examples in the footnotes of the Release correctly reflected the Exchange’s intention to reference the billing month. 6 15 U.S.C. 78f(b). 7 15 U.S.C. 78f(b)(4). E:\FR\FM\14MYN1.SGM 14MYN1 Federal Register / Vol. 77, No. 93 / Monday, May 14, 2012 / Notices the ETP Holder’s providing volume in the Baseline Month and the billing month. The Exchange also believes the proposed amendments to the Tape A, Tape B, and Tape C Step Up Tiers will continue to incentivize ETP Holders to increase the orders sent directly to the Exchange and therefore provide liquidity that supports the quality of price discovery and promotes market transparency. 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 that is not necessary or appropriate in furtherance of the purposes of the Act. 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) 8 of the Act and subparagraph (f)(2) of Rule 19b–4 9 thereunder, because it establishes a due, fee, or other charge imposed by the NYSE Arca. 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. 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: Paper Comments • Send paper comments in triplicate to Elizabeth M. Murphy, Secretary, Securities and Exchange Commission, 100 F Street NE., Washington, DC 20549–1090. All submissions should refer to File Number SR–NYSEArca–2012–36. 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 (https://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– NYSEArca–2012–36 and should be submitted on or before June 4, 2012. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.10 Kevin M. O’Neill, Deputy Secretary. [FR Doc. 2012–11583 Filed 5–11–12; 8:45 am] BILLING CODE 8011–01–P emcdonald on DSK29S0YB1PROD with NOTICES Electronic Comments • Use the Commission’s Internet comment form (https://www.sec.gov/ rules/sro.shtml); or • Send an email to rule-comments@ sec.gov. Please include File Number SR– NYSEArca–2012–36 on the subject line. 8 15 9 17 U.S.C. 78s(b)(3)(A). CFR 240.19b–4(f)(2). VerDate Mar<15>2010 14:46 May 11, 2012 Jkt 226001 SECURITIES AND EXCHANGE COMMISSION [Release No. 34–66945; File No. SR– NYSEArca–2012–19] Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Designation of a Longer Period for Commission Action on Proposed Rule Change To Amend Commentary .01 to NYSE Arca Rule 6.35 May 8, 2012. On March 9, 2012, NYSE Arca, Inc. (‘‘Exchange’’) filed with the Securities and Exchange Commission (‘‘Commission’’), pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (‘‘Act’’) 1 and Rule 19b–4 thereunder,2 a proposed rule change to amend Commentary .01 to NYSE Arca Rule 6.35 and to make non-substantive changes to NYSE Arca Rules 6.35, 6.37, 6.84, and 10.12. The proposed rule change was published for comment in the Federal Register on March 28, 2012.3 The Commission received no comments on this proposal. Section 19(b)(2) of the Act 4 provides that within 45 days of the publication of notice of the filing of a proposed rule change, or within such longer period up to 90 days as the Commission may designate if it finds such longer period to be appropriate and publishes its reasons for so finding or as to which the self-regulatory organization consents, the Commission shall either approve the proposed rule change, disapprove the proposed rule change, or institute proceedings to determine whether the proposed rule change should be disapproved. The 45th day for this filing is May 12, 2012. The Commission is extending this 45-day time period. The Commission finds it appropriate to designate a longer period within which to take action on the proposed rule change so that it has sufficient time to consider this proposed rule change, which would allow a market maker’s trades effected on the trading floor to accommodate cross trades executed pursuant to NYSE Arca Rule 6.47 to count toward the requirement that at least 75% of a market maker’s trading activity be effected in classes within the market maker’s appointment. Accordingly, the Commission, pursuant to Section 19(b)(2) of the Act,5 designates June 26, 2012 as the date by which the Commission should either 1 15 U.S.C. 78s(b)(1). CFR 240.19b–4. 3 See Securities Exchange Act Release No. 66642 (March 22, 2012), 77 FR 18875. 4 15 U.S.C. 78s(b)(2). 5 15 U.S.C. 78s(b)(2). 2 17 10 17 PO 00000 CFR 200.30–3(a)(12). Frm 00065 Fmt 4703 Sfmt 4703 28413 E:\FR\FM\14MYN1.SGM 14MYN1

Agencies

SECURITIES AND EXCHANGE COMMISSION

[Federal Register Volume 77, Number 93 (Monday, May 14, 2012)]
[Notices]
[Pages 28411-28413]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2012-11583]

-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-66946; File No. SR-NYSEArca-2012-36]

Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
and Immediate Effectiveness of Proposed Rule Change Amending the NYSE
Arca Equities Fee Schedule To Make Correction to the Tape A, Tape B,
and Tape C Step Up Tiers

May 8, 2012.
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 April 27, 2012, NYSE Arca, Inc. (the ``Exchange'' or
``NYSE Arca'') 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.
---------------------------------------------------------------------------

\1\ 15 U.S.C. 78s(b)(1).
\2\ 15 U.S.C. 78a.
\3\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------

I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change

The Exchange proposes to amend the NYSE Arca Equities Fee Schedule
(``Fee Schedule'') to make a correction to the Tape A, Tape B, and Tape
C Step Up Tiers. The proposed change will be operative on May 1, 2012.
The text of the proposed rule change is available at the Exchange,
www.nyse.com, and 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 to make a
correction to the Tape A, Tape B, and Tape C Step Up Tiers. These fees
were adopted as of March 1, 2012.\4\ As described in more detail below,
in certain provisions of the Fee Schedule, the Exchange inadvertently
made a reference to ``Baseline Month'' when it should have instead
referred to ``billing month.''
---------------------------------------------------------------------------

\4\ See Securities Exchange Act Release No. 66568 (March 9,
2012), 77 FR 15819 (March 16, 2012) (SR-NYSEArca-2012-17) (the
``Release'').
---------------------------------------------------------------------------

Tape A Step Up Tier
Currently, the Tape A Step Up Tier allows ETP Holders and Market
Makers that take liquidity from the Book to pay a reduced fee of
$0.0029 per share if they directly execute providing volume in Tape A
Securities during the billing month (``Tape A Adding ADV'') that is at
least the greater of (a) the ETP Holder's or Market Maker's January
2012 (``Baseline Month'') Tape A Adding ADV (``Tape A Baseline ADV'')
plus 0.075% of US Tape A Consolidated Average Daily Share Volume
(``CADV'') for the Baseline Month or (b) the ETP Holder's or Market
Maker's Tape A Baseline ADV plus 20%, subject to the ETP Holders' and
Market Makers' total providing liquidity in Tape A, Tape B, and Tape C
Securities increasing in an amount no less than 0.03% of US CADV over
their Baseline Month providing liquidity.
Additionally, if a firm's ratio of Tape A Baseline ADV to its total
Tape A average daily volume (``ADV'') during the Baseline Month is less
than 30%, the $0.0029 rate would only apply to the ETP Holder's or
Market Maker's shares that are executed in an amount up to and
including 0.75% of the US Tape A CADV during the billing month. The
rate of $0.0030 per share would apply to the ETP Holder's or Market
Maker's remaining shares that are executed, unless the ETP Holder's or
Market Maker's Tape A Adding ADV is greater than its Tape A Baseline
ADV by at least 0.25% of the US Tape A CADV during the billing month.
Investor Tier ETP Holders or Investor Tier Market Makers cannot qualify
for the Tape A Step Up Tier.

[[Page 28412]]

The Exchange proposes to amend the Fee Schedule so that ETP Holders
and Market Makers that take liquidity from the Book to pay a reduced
fee of $0.0029 per share if they directly execute providing volume in
Tape A Securities during the billing month (``Tape A Adding ADV'') that
is at least the greater of (a) the ETP Holder's or Market Maker's
Baseline Month Tape A Adding ADV (``Tape A Baseline ADV'') plus 0.075%
of US Tape A Consolidated Average Daily Share Volume (``CADV'') for the
billing month or (b) the ETP Holder's or Market Maker's Tape A Baseline
ADV plus 20%, subject to the ETP Holders' and Market Makers' total
providing liquidity in Tape A, Tape B, and Tape C Securities increasing
in an amount no less than 0.03% of US CADV over their Baseline Month
providing liquidity. The Exchange does not propose to make any
additional changes to the Tape A Step Up Tier.
Tape B Step Up Tier
Currently, the Tape B Step Up Tier allows ETP Holders and Market
Makers that take liquidity from the Book to pay a reduced fee of
$0.0026 per share if they directly execute providing volume in Tape B
Securities during the billing month (``Tape B Adding ADV'') that is at
least the greater of (a) the ETP Holder's or Market Maker's Baseline
Month Tape B Adding ADV (``Tape B Baseline ADV'') plus 0.25% of US Tape
B CADV for the Baseline Month or (b) the ETP Holder's or Market Maker's
Tape B Baseline ADV plus 20%, subject to the ETP Holders' and Market
Makers' total providing liquidity in Tape A, Tape B, and Tape C
Securities increasing in an amount no less than 0.03% of US CADV over
their Baseline Month providing liquidity.
Additionally, if a firm's ratio of Tape B Baseline ADV to its total
Tape B ADV during the Baseline Month is less than 30%, the $0.0026 rate
would only apply to the ETP Holder's or Market Maker's shares that are
executed in an amount up to and including 1.5% of the US Tape B CADV
during the billing month. The rate of $0.0028 or $0.0030 per share, as
applicable, would apply to the ETP Holder's or Market Maker's remaining
shares that are executed, unless the ETP Holder's or Market Maker's
Tape B Adding ADV is greater than its Tape B Baseline ADV by at least
0.45% of the US Tape B CADV during the billing month. Investor Tier ETP
Holders, Investor Tier Market Makers, and Lead Market Makers (``LMMs'')
cannot qualify for the Tape B Step Up Tier. In addition, LMM provide
volume cannot apply to the Tape B Step Up Tier volume requirements.
The Exchange proposes to amend the Fee Schedule so that ETP Holders
and Market Makers that take liquidity from the Book to pay a reduced
fee of $0.0026 per share if they directly execute providing volume in
Tape B Securities during the billing month (``Tape B Adding ADV'') that
is at least the greater of (a) the ETP Holder's or Market Maker's
Baseline Month Tape B Adding ADV (``Tape B Baseline ADV'') plus 0.25%
of US Tape B CADV for the billing month or (b) the ETP Holder's or
Market Maker's Tape B Baseline ADV plus 20%, subject to the ETP
Holders' and Market Makers' total providing liquidity in Tape A, Tape
B, and Tape C Securities increasing in an amount no less than 0.03% of
US CADV over their Baseline Month providing liquidity. The Exchange
does not propose to make any additional changes to the Tape B Step Up
Tier.
Tape C Step Up Tier
Currently, the Tape C Step Up Tier allows ETP Holders and Market
Makers that take liquidity from the Book to pay a reduced fee of
$0.0029 per share if they directly execute providing volume in Tape C
Securities during the billing month (``Tape C Adding ADV'') that is at
least the greater of (a) the ETP Holder's or Market Maker's Baseline
Month Tape C Adding ADV (``Tape C Baseline ADV'') plus 0.10% of US Tape
C CADV for the Baseline Month or (b) the ETP Holder's or Market Maker's
Tape C Baseline ADV plus 20%, subject to the ETP Holders' and Market
Makers' total providing liquidity in Tape A, Tape B, and Tape C
Securities increasing in an amount no less than 0.03% of US CADV over
their Baseline Month providing liquidity.
Additionally, if a firm's ratio of Tape C Baseline ADV to its total
Tape C ADV during the Baseline Month is less than 30%, the $0.0029 rate
would only apply to the ETP Holder's or Market Maker's shares that are
executed in an amount up to and including 1.1% of the US Tape C CADV
during the billing month. The rate of $0.0030 per share would apply to
the ETP Holder's or Market Maker's remaining shares that are executed,
unless the ETP Holder's or Market Maker's Tape C Adding ADV is greater
than its Tape C Baseline ADV by at least 0.33% of the US Tape C CADV
during the billing month. Investor Tier ETP Holders or Investor Tier
Market Makers cannot qualify for the Tape C Step Up Tier.
The Exchange proposes to amend the Fee Schedule so that ETP Holders
and Market Makers that take liquidity from the Book to pay a reduced
fee of $0.0029 per share if they directly execute providing volume in
Tape C Securities during the billing month (``Tape C Adding ADV'') that
is at least the greater of (a) the ETP Holder's or Market Maker's
Baseline Month Tape C Adding ADV (``Tape C Baseline ADV'') plus 0.10%
of US Tape C CADV for the billing month or (b) the ETP Holder's or
Market Maker's Tape C Baseline ADV plus 20%, subject to the ETP
Holders' and Market Makers' total providing liquidity in Tape A, Tape
B, and Tape C Securities increasing in an amount no less than 0.03% of
US CADV over their Baseline Month providing liquidity. The Exchange
does not propose to make any additional changes to the Tape C Step Up
Tier.
The Exchange notes that the discrepancy did not have an adverse
effect on ETP Holders with respect to March and April 2012 billing
because the total market volume reported to the Consolidated Tape in
January 2012, March 2012, and April 2012 was not significantly
different.\5\ However, going forward, the Exchange believes that, as
intended in its original filing, the threshold should move in
proportion to volume in the billing month in order to properly
incentivize ETP Holders to post more volume on the Exchange. For
example, if overall volume doubles in the current billing month, ETP
Holders volume also may double in terms of shares, although their
volumes relative to the entire market remain unchanged. The Exchange
did not intend to offer the more favorable Step Up Tier rates in these
circumstances, and as such, the correction to the calculation to
reflect the billing month is necessary.
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\5\ The Exchange further notes that each of the examples in the
footnotes of the Release correctly reflected the Exchange's
intention to reference the billing month.
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The proposed change will be operative on May 1, 2012.
2. Statutory Basis
The Exchange believes that the proposed rule change is consistent
with Section 6(b) of the Act,\6\ in general, and Section 6(b)(4) of the
Act,\7\ in particular, in that 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
further believes that the correction to the Fee Schedule is reasonable,
equitable and not unfairly discriminatory because all similarly
situated ETP Holders will be subject to the same fee structure. In
particular, the Exchange intended to provide an option to qualify for
the Step Up Tiers that would be based on a calculation of both

[[Page 28413]]

the ETP Holder's providing volume in the Baseline Month and the billing
month. The Exchange also believes the proposed amendments to the Tape
A, Tape B, and Tape C Step Up Tiers will continue to incentivize ETP
Holders to increase the orders sent directly to the Exchange and
therefore provide liquidity that supports the quality of price
discovery and promotes market transparency.
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\6\ 15 U.S.C. 78f(b).
\7\ 15 U.S.C. 78f(b)(4).
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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 that is not necessary or appropriate
in furtherance of the purposes of the Act.

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) \8\ of the Act and subparagraph (f)(2) of Rule 19b-
4 \9\ thereunder, because it establishes a due, fee, or other charge
imposed by the NYSE Arca.
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\8\ 15 U.S.C. 78s(b)(3)(A).
\9\ 17 CFR 240.19b-4(f)(2).
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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.

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 (https://www.sec.gov/rules/sro.shtml); or
Send an email to rule-comments@sec.gov. Please
include File Number SR-NYSEArca-2012-36 on the subject line.

Paper Comments

Send paper comments in triplicate to Elizabeth M. Murphy,
Secretary, Securities and Exchange Commission, 100 F Street NE.,
Washington, DC 20549-1090.

All submissions should refer to File Number SR-NYSEArca-2012-36. 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 (https://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-NYSEArca-2012-36 and should
be submitted on or before June 4, 2012.

For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\10\
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\10\ 17 CFR 200.30-3(a)(12).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2012-11583 Filed 5-11-12; 8:45 am]
BILLING CODE 8011-01-P

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