Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Provide Users With Connectivity to Three Additional Third Party Data Feeds and Change the NYSE Arca Options Fees and Charges and the NYSE Arca Equities Fees and Charges Related to These Co-location Services, 22999-23005 [2018-10501]
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Federal Register / Vol. 83, No. 96 / Thursday, May 17, 2018 / Notices
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 establish a new optional
listing category on the Exchange, ‘‘LTSE
Listings on IEX.’’ The proposed rule
change was published for comment in
the Federal Register on April 2, 2018.3
The Commission received 23 comment
letters on the proposed rule change.4 On
April 26, 2018, the Commission
received a response letter from the
Exchange.5
Section 19(b)(2) of the Act 6 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
1 15
U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 See Securities Exchange Act Release No. 82948
(March 27, 2018), 83 FR 14074 (‘‘Notice’’).
4 See letters to Brent J. Fields, Secretary,
Commission, from Tony Davis, CEO, Inherent
Group, dated April 19, 2018; Morgan Housel,
Partner, The Collaborative Fund, dated April 20,
2018; Chris Brummer, Professor of Law, Faculty
Director, Institution of International Economic Law,
Georgetown University Law Center, dated April 22,
2018; Reid Hoffman, Partner, Greylock Partners,
dated April 23, 2018; Judith Samuelson, Vice
President, Founder & Director, The Business &
Society Program, and Alastair Fitzpayne, Executive
Director, The Future of Work Initiative, The Aspen
Institute, dated April 23, 2018; John Buhl, dated
April 23, 2018; Marcie Frost, Chief Executive
Officer, California Public Employees’ Retirement
System Investment Office, dated April 23, 2018;
Sam Altman, President, Y Combinator, dated April
23, 2018; Marc Andreessen, Cofounder and General
Partner, Andreessen Horowitz, dated April 23,
2018; Tony Hsieh, Founder, Downtown Project,
dated April 23, 2018; Steve Case, Chairman and
CEO, Revolution, dated April 23, 2018; Douglas K.
Chia, Executive Director, Governance Center, The
Conference Board, Inc., dated April 23, 2018; Dick
Costolo, dated April 23, 2018; Chris Concannon,
President and COO, Cboe Global Markets, Inc.; Jeff
Weiner, CEO, LinkedIn, dated April 23, 2018;
Aneesh Chopra, President, CareJourney, dated April
23, 2018; Brian Singerman, Partner, Founders Fund,
dated April 23, 2018; James Anderson, Partner and
Head of Global Equities, Baillie Gifford & Co, dated
April 23, 2018; David Brown and David Cohen,
Founders and Co-CEOs, Techstars, dated April 23,
2018; Evan Williams, Co-Founder and James
Joaquin, Co-Founder & Managing Director, Obvious
Ventures, dated April 23, 2018; Andrew Mason,
CEO, Descript, dated April 23, 2018; Alexis
Ohanian, General Partner/Cofounder, and Garry
Tan, Managing Partner/Cofounder, Initialized
Capital, dated April 23, 2018; Aaron Bertinetti,
SVP, Research & Engagement, Glass, Lewis & Co.,
LLC, dated April 23, 2018. All comments received
by the Commission on the proposed rule change are
available at: https://www.sec.gov/comments/sr-iex2018-06/iex201806.htm.
5 See letter to Brent J. Fields, Secretary,
Commission, from Claudia Crowley, Chief
Regulatory Officer, Investors Exchange LLC, dated
April 26, 2018. The Exchange’s response letter is
available at: https://www.sec.gov/comments/sr-iex2018-6/iex201806-3520149-162294.pdf.
6 15 U.S.C. 78s(b)(2).
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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 17, 2018.
The Commission is extending the 45day time period for Commission action
on the proposed rule change. The
Commission finds that it is 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 Exchange’s proposed
rule change, the comments received,
and the Exchange’s response to
comments.
Accordingly, pursuant to Section
19(b)(2)(A)(ii)(I) of the Act 7 and for the
reasons stated above, the Commission
designates July 1, 2018 as the date by
which the Commission should either
approve or disapprove, or institute
proceedings to determine whether to
disapprove, the proposed rule change
(File No. SR–IEX–2018–06).
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.8
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018–10500 Filed 5–16–18; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–83218; File No. SR–
NYSEARCA–2018–28]
Self-Regulatory Organizations; NYSE
Arca, Inc.; Notice of Filing and
Immediate Effectiveness of a Proposed
Rule Change To Provide Users With
Connectivity to Three Additional Third
Party Data Feeds and Change the
NYSE Arca Options Fees and Charges
and the NYSE Arca Equities Fees and
Charges Related to These Co-location
Services
22999
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 provide
Users with connectivity to three
additional third party data feeds and to
change the NYSE Arca Options Fees and
Charges (the ‘‘Options Fee Schedule’’)
and the NYSE Arca Equities Fees and
Charges (the ‘‘Equities Fee Schedule’’
and, together with the Options Fee
Schedule, the ‘‘Fee Schedules’’) related
to these co-location services.
Additionally, the Exchange proposes to
make non-substantive corrections to the
Fee Schedules. The proposed rule
change is available on the Exchange’s
website 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
co-location 4 services offered by the
Exchange to provide Users 5 with
May 11, 2018.
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 30,
2018, NYSE Arca, Inc. (‘‘NYSE Arca’’ or
the ‘‘Exchange’’) filed with the
Securities and Exchange Commission
(the ‘‘Commission’’) the proposed rule
change as described in Items I and II
7 15
U.S.C. 78s(b)(2)(A)(ii)(I).
CFR 200.30–3(a)(31).
1 15 U.S.C. 78s(b)(1).
2 15 U.S.C. 78a.
3 17 CFR 240.19b–4.
8 17
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4 The Exchange initially filed rule changes
relating to its co-location services with the
Commission in 2010. See Securities Exchange Act
Release No. 63275 (November 8, 2010), 75 FR 70048
(November 16, 2010) (SR–NYSEArca–2010–100.
The Exchange operates a data center in Mahwah,
New Jersey (the ‘‘data center’’) from which it
provides co-location services to Users.
5 For purposes of the Exchange’s co-location
services, a ‘‘User’’ means any market participant
that requests to receive co-location services directly
from the Exchange. See Securities Exchange Act
Release No. 76010 (September 29, 2015), 80 FR
60197 (October 5, 2015) (SR–NYSEArca–2015–82).
As specified in the Fee Schedules, a User that
incurs co-location fees for a particular co-location
service pursuant thereto would not be subject to co-
Continued
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Federal Register / Vol. 83, No. 96 / Thursday, May 17, 2018 / Notices
connectivity to three additional third
party data feeds and to change its Fee
Schedules related to these co-location
services. Additionally, the Exchange
proposes to make non-substantive
corrections to the Fee Schedules.
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Third Party Data Feeds
The Exchange charges fees for
connectivity to data feeds from third
party markets and other content service
providers (‘‘Third Party Data Feeds’’).6
The list of the Third Party Data Feeds
and related connectivity fees is set forth
in the Fee Schedules. The Exchange
proposes to add three ICE Data Services
Consolidated Feed Shared Farm feeds
(the ‘‘Additional Third Party Data
Feeds’’) to the list of Third Party Data
Feeds.
The Additional Third Party Data
Feeds are produced by an entity owned
by the Exchange’s ultimate parent,
Intercontinental Exchange, Inc. (‘‘ICE’’),
and so the Exchange has an indirect
interest in the Additional Third Party
Data Feeds. The Additional Third Party
Data Feeds include data drawn from the
Exchange, the Affiliate SROs, and third
party exchanges, including stock and
futures exchanges. Because it includes
third party data, the Additional Third
Party Data Feeds are considered Third
Party Data Feeds.7
The list of available Third Party Data
Feeds presently includes three ICE Data
Services Consolidated Feeds.8 The
Additional Third Party Data Feeds are
similar to the previously filed ICE Data
Services Consolidated Feeds in terms of
the underlying content, which,
according to the content service
provider, includes normalized, real-time
and intraday data feeds from over 600
sources. The difference between them
lies with what data a User actually
receives.
More specifically, when a User
requests connectivity to one of the
previously filed ICE Data Services
Consolidated Feeds, it receives
connectivity to all the data in the
relevant ICE Data Services Consolidated
Feeds. The User uses its processor to
narrow down the feed to the specific
data it wants. In contrast, when a User
requests connectivity to an Additional
location fees for the same co-location service
charged by the Exchange’s affiliates New York
Stock Exchange LLC (‘‘NYSE LLC’’) and NYSE
American LLC (‘‘NYSE American and, together with
NYSE LLC, the ‘‘Affiliate SROs’’). See Securities
Exchange Act Release No. 70173 (August 13, 2013),
78 FR 50459 (August 19, 2013) (SR–NYSEArca–
2013–80).
6 See Securities Exchange Act Release No. 80310
(March 24, 2017), 82 FR 15763 (March 30, 2017)
(SR–NYSEArca–2016–89).
7 Id., at 15771.
8 Id.
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Third Party Data Feed, it will specify to
the content service provider what
specific information, out of the data
from the roughly 600 sources, it wants
to receive. The content service provider
will use its own processor to narrow
down the data feeds, so that the User
will only receive the information it
requests. A User may choose whether it
wants connectivity to one of the
previously filed ICE Data Services
Consolidated Feeds or to one of the
Additional Third Party Data Feeds
based on whether it wants to process the
data, and what level of control it wants
over the processing. In both cases, the
User will only receive data the relevant
third party data provider authorizes it to
receive.
As it does with the existing Third
Party Data Feeds, the Exchange
proposes to charge a monthly recurring
fee for connectivity to each Additional
Third Party Data Feed. The monthly
recurring fee would vary by the
bandwidth of the connection.
Accordingly, the Exchange proposes to
revise the Fee Schedules to provide that
Users may obtain connectivity to the
Additional Third Party Data Feeds for a
monthly fee, as follows:
Connectivity to Users, a User may
utilize the Secure Financial Transaction
Infrastructure (‘‘SFTI’’) network, a third
party telecommunication network, third
party wireless network, a cross connect,
or a combination thereof to access such
services and products through a
connection to an access center outside
the data center (which could be a SFTI
access center, a third-party access
center, or both), another User, or a third
party vendor.
The Exchange would receive the
Additional Third Party Data Feeds from
the content service provider, at its data
center. It would then provide
connectivity to that data to Users for a
fee. Users would connect to the
Additional Third Party Data Feeds over
the internet protocol (‘‘IP’’) network, a
local area network available in the data
center.
In order to connect to an Additional
Third Party Data Feed, a User would
enter into a contract with the content
service provider, pursuant to which the
content service provider would charge
the User for the Third Party Data Feed.
The Exchange would receive the
Additional Third Party Data Feed over
its fiber optic network and, after the
content service provider and User
entered into the contract and the
Monthly
recurring
Exchange received authorization from
connectivity
the content service provider, the
Third party data feed
fee per third
Exchange would re-transmit the data to
party data
the User over the User’s port. The
feed
Exchange would charge the User for the
ICE Data Services Consoliconnectivity to the Additional Third
dated Feed Shared Farm
Party Data Feed. A User would only
≤100Mb .............................
$200 receive, and would only be charged for,
ICE Data Services Consoliconnectivity to the Additional Third
dated Feed Shared Farm
>100 Mb to ≤1 Gb ............
500 Party Data Feed for which it entered
into contracts.
ICE Data Services ConsoliThe Exchange would have no right to
dated Feed Shared Farm
>1 Gb ................................
1,000 use an Additional Third Party Data Feed
other than as a redistributor of the data.
Depending on its needs and
The Additional Third Party Data Feeds
bandwidth, a User may opt to receive all would not provide access or order entry
or some of the feeds or services
to the Exchange’s execution system. The
included in the Additional Third Party
Additional Third Party Data Feeds
Data Feeds.
would not provide access or order entry
The Exchange would provide
to the execution systems of the party
connectivity to the Additional Third
generating the feed. The Exchange
Party Data Feeds (‘‘Connectivity’’) as a
would receive the Additional Third
convenience to Users. Use of
Party Data Feeds via arms-length
Connectivity would be completely
agreements and it would have no
voluntary. The Exchange is not aware of inherent advantage over any other
any impediment to third parties offering distributor of such data.
Connectivity.
The Exchange does not have visibility Additional Changes
into whether third parties currently
The Exchange proposes to make
offer, or intend to offer, Users
additional, non-substantive changes to
connectivity to the Additional Third
add definitions, remove obsolete text
Party Data Feeds, as such third parties
and update third party exchange names
are not required to make that
(collectively, the ‘‘Non-Substantive
information public. However, if one or
Changes’’). The proposed additional
more third parties presently offer, or in
changes would have no effect on
the future opt to offer, such
pricing.
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Federal Register / Vol. 83, No. 96 / Thursday, May 17, 2018 / Notices
23001
Certain services in the data center that
are described in the Fee Schedules
identify dates by which they were
expected to be available. These dates
have passed. Accordingly, the Exchange
proposes to eliminate the obsolete
references to these dates. In addition,
the Exchange proposes to update the
references to certain exchanges that
have changed their names.11
To that end, the Exchange proposes to
make the following changes:
• For the wireless connection of Bats
Pitch BZX Gig shaped data and Bats
Pitch BYX Gig shaped data, the
description would be revised as follows:
(a) The text would read ‘‘Wireless
connection of Cboe Pitch BZX Gig
shaped data and Cboe Pitch BYX Gig
shaped data’’; and (b) the text ‘‘Note:
Connection to Bats Pitch BYX Gig
shaped data is expected to be available
no later than December 31, 2016.’’
would be deleted.
• For the wireless connection of Bats
EDGX Gig shaped data and Bats EDGA
Gig shaped data, the description would
be revised as follows: (a) The text would
read ‘‘Wireless connection of Cboe
EDGX Gig shaped data and Cboe EDGA
Gig shaped data’’; and (b) the text ‘‘Note:
Connection to Bats EDGA Gig shaped
data is expected to be available no later
than December 31, 2016.’’ would be
deleted.
• For the wireless connection of
Toronto Stock Exchange (TSX), the text
‘‘Note: Service is expected to be
available no later than June 30, 2017.’’
would be deleted.
• In the table under ‘‘Third Party Data
Feeds,’’ ‘‘Bats BZX Exchange (BZX) and
Bats BYX Exchange (BYX)’’ and ‘‘Bats
EDGX Exchange (EDGX) and Bats EDGA
Exchange (EDGA)’’ and their related
monthly recurring connectivity fees
would be deleted, and lines for ‘‘Cboe
BZX Exchange (CboeBZX) and Cboe
BYX Exchange (CboeBYX)’’ and ‘‘Cboe
EDGX Exchange (CboeEDGX) and Cboe
EDGA Exchange (CboeEDGA)’’ added
with their related monthly recurring
connectivity fees, which would remain
unchanged, as follows (additional text
underscored, deletions in
strikethrough):
9 See Securities Exchange Act Release No. 71130
(December 18, 2013), 78 FR 77765 (December 24,
2013) (SR–NYSEArca–2013–143). Users may
develop their hardware infrastructure within a
particular cabinet in such a way that, if expansion
of such hardware is needed, it can be accomplished
within the space constraints of that particular
cabinet. If this type of User requires additional
power allocation, it would likely want to modify its
existing cabinet in this manner, rather than taking
an additional dedicated cabinet due to the expense
of re-developing its infrastructure within such
additional dedicated cabinet. See id.
10 As stated in the Fee Schedules, ‘‘Hosting User’’
means a User that hosts a Hosted Customer in the
User’s co-location space, and ‘‘Hosted Customer’’
means a customer of a Hosting User that is hosted
in a Hosting User’s co-location space. See 80 FR
60197, supra note 5.
11 See Securities Exchange Act Release No. 81962
(October 26, 2017), 82 FR 50711, 50713 (November
1, 2017) (SR–BatsBZX–2017–70).
Cabinet Upgrade Fee
The Exchange offers Users the option
of a ‘‘Cabinet Upgrade’’ and related fee,
pursuant to which the Exchange
accommodates requests for additional
power allocation beyond the typical
amount that the Exchange allocates per
dedicated cabinet, at which point the
Exchange must upgrade the cabinet’s
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Obsolete Availability Dates and
Exchange References
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power capacity.9 The Cabinet Upgrade
Fee in the Fee Schedules has a
parenthetical setting forth lower fees for
a User that submits a written order for
a Cabinet Upgrade by January 31, 2014,
provided that the Cabinet Upgrade
becomes fully operational by March 31,
2014. For the avoidance of confusion,
the Exchange proposes to put the text in
the past tense. Accordingly, the
parenthetical would read as follows:
‘‘($4,600 for a User that submitted a
written order for a Cabinet Upgrade by
January 31, 2014, provided that the
Cabinet Upgrade became fully
operational by March 31, 2014)’’.
Hosting Fees
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A User may provide hosting services
to its customers in the User’s co-location
space at the data center. In 2015, the
Exchange modified the Hosting Fee to
provide that, effective January 1, 2016,
the Hosting Fee increased from $500 to
$1,000 and would be assessed to a
Hosting User on a per Hosted Customer
basis and for each cabinet in which the
Hosting User hosts the Hosted
Customer.10
The Fee Schedules continue to
include both the Hosting Fee that was
in effect through December 31, 2015 and
the date of the change. The Exchange
proposes to delete the obsolete
references to these dates and the amount
of the previous hosting fee. The
amended text would be as follows
(additional text underscored, deletions
in strikethrough):
General Note 1
General Note 1 in the Fee Schedules
references the Affiliate SROs. The
Exchange proposes to add short-hand
definitions of each of the Affiliate SROs,
which terms are used later in the Fee
Schedules. The revised references
would be to ‘‘NYSE American LLC
(NYSE American) and New York Stock
Exchange LLC (NYSE).’’
Federal Register / Vol. 83, No. 96 / Thursday, May 17, 2018 / Notices
2. Statutory Basis
As is the case with all Exchange colocation arrangements, (i) neither a User
nor any of the User’s customers would
be permitted to submit orders directly to
the Exchange unless such User or
customer is a member organization, a
Sponsored Participant or an agent
thereof (e.g., a service bureau providing
order entry services); (ii) use of the colocation services proposed herein would
be completely voluntary and available
to all Users on a non-discriminatory
basis; 12 and (iii) a User would only
incur one charge for the particular colocation service described herein,
regardless of whether the User connects
only to the Exchange or to the Exchange
and one or both the Affiliate SROs.13
The proposed change is not otherwise
intended to address any other issues
relating to co-location services and/or
related fees, and the Exchange is not
aware of any problems that Users would
have in complying with the proposed
change.
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General
The Exchange believes that the
proposed fee change is consistent with
Section 6(b) of the Act,14 in general, and
furthers the objectives of Sections
6(b)(5) of the Act,15 in particular,
because it is designed to prevent
fraudulent and manipulative acts and
practices, to promote just and equitable
principles of trade, to foster cooperation
and coordination with persons engaged
in regulating, clearing, settling,
processing information with respect to,
and facilitating transactions in
securities, to remove impediments to,
and perfect the mechanisms of, a free
and open market and a national market
system and, in general, to protect
investors and the public interest and
because it is not designed to permit
unfair discrimination between
customers, issuers, brokers, or dealers.
The Exchange believes that the
proposed changes would remove
impediments to, and perfect the
mechanisms of, a free and open market
and a national market system and, in
general, protect investors and the public
interest because, by offering additional
connectivity to the Additional Third
Party Data Feeds, the Exchange would
give each User additional options for
addressing its connectivity needs,
responding to User demand for
connectivity options. Providing the
connectivity to the Additional Third
Party Data Feeds would help each User
tailor its data center operations to the
requirements of its business operations
by allowing it to select the form and
latency of connectivity that best suits its
needs.
12 As is currently the case, Users that receive colocation services from the Exchange will not receive
any means of access to the Exchange’s trading and
execution systems that is separate from, or superior
to, that of other Users. In this regard, all orders sent
to the Exchange enter the Exchange’s trading and
execution systems through the same order gateway,
regardless of whether the sender is co-located in the
data center or not. In addition, co-located Users do
not receive any market data or data service product
that is not available to all Users, although Users that
receive co-location services normally would expect
reduced latencies in sending orders to, and
receiving market data from, the Exchange.
13 See 78 FR 50459, supra note 5, at 50459. The
Affiliate SROs have also submitted substantially the
same proposed rule change to propose the changes
described herein. See SR–NYSE–2018–20 and SR–
NYSEAMER–2018–19.
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14 15
15 15
PO 00000
U.S.C. 78f(b).
U.S.C. 78f(b)(5).
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The Exchange would provide
Connectivity as a convenience to Users.
Use of Connectivity would be
completely voluntary. The Exchange is
not aware of any impediment to third
parties offering Connectivity. The
Exchange does not have visibility into
whether third parties currently offer, or
intend to offer, Users connectivity to the
Additional Third Party Data Feeds.
However, if one or more third parties
presently offer, or in the future opt to
offer, such Connectivity to Users, a User
may utilize the SFTI network, a third
party telecommunication network, third
party wireless network, a cross connect,
or a combination thereof to access such
services and products through a
connection to an access center outside
the data center (which could be a SFTI
access center, a third-party access
center, or both), another User, or a third
party vendor.
The Exchange believes that the
proposed changes would remove
impediments to, and perfect the
mechanisms of, a free and open market
and a national market system and, in
general, protect investors and the public
interest because, by offering
connectivity to the Additional Third
Party Data Feed to Users, the Exchange
would give Users additional options for
connectivity to new services,
responding to User demand for
connectivity options.
The Exchange believes that the
proposed Non-Substantive Changes
would remove impediments to, and
perfect the mechanisms of, a free and
open market and a national market
system and, in general, protect investors
and the public interest because the
changes would clarify Exchange rules
and alleviate any possible market
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Federal Register / Vol. 83, No. 96 / Thursday, May 17, 2018 / Notices
participant confusion caused by the
obsolete dates and exchange names.
The Exchange also believes that the
proposed fee change is consistent with
Section 6(b)(4) of the Act,16 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 changes are consistent
with Section 6(b)(4) of the Act for
multiple reasons. The Exchange
operates in a highly competitive market
in which exchanges offer co-location
services as a means to facilitate the
trading and other market activities of
those market participants who believe
that co-location enhances the efficiency
of their operations. Accordingly, fees
charged for co-location services are
constrained by the active competition
for the order flow of, and other business
from, such market participants. If a
particular exchange charges excessive
fees for co-location services, affected
market participants will opt to terminate
their co-location arrangements with that
exchange, and adopt a possible range of
alternative strategies, including placing
their servers in a physically proximate
location outside the exchange’s data
center (which could be a competing
exchange), or pursuing strategies less
dependent upon the lower exchange-toparticipant latency associated with colocation. Accordingly, the exchange
charging excessive fees would stand to
lose not only co-location revenues but
also the liquidity of the formerly colocated trading firms, which could have
additional follow-on effects on the
market share and revenue of the affected
exchange.
The Exchange believes that the
additional services and fees proposed
herein would be equitably allocated and
not unfairly discriminatory because, in
addition to the services being
completely voluntary, they would be
available to all Users on an equal basis
(i.e., the same products and services
would be available to all Users). All
Users that voluntarily selected to
receive Connectivity would be charged
the same amount for the same services.
Users that opted to use Connectivity
would not receive connectivity that is
not available to all Users, as all market
participants that contracted with the
relevant content provider would receive
connectivity.
The Exchange believes that the
proposed charges would be reasonable,
16 15
U.S.C. 78f(b)(4).
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equitably allocated and not unfairly
discriminatory because the Exchange
would offer the Connectivity as
conveniences to Users, but in order to
do so must provide, maintain and
operate the data center facility hardware
and technology infrastructure. The
Exchange must handle the installation,
administration, monitoring, support and
maintenance of such services, including
by responding to any production issues.
Since the inception of co-location, the
Exchange has made numerous
improvements to the network hardware
and technology infrastructure and has
established additional administrative
controls. The Exchange has expanded
the network infrastructure to keep pace
with the increased number of services
available to Users, including resilient
and redundant feeds. In addition, in
order to provide Connectivity, the
Exchange would maintain multiple
connections to each Additional Third
Party Data Feed, allowing the Exchange
to provide resilient and redundant
connections; adapt to any changes made
by the relevant third party; and cover
any applicable fees charged by the
relevant third party, such as port fees.
In addition, Users would not be
required to use any of their bandwidth
for Connectivity unless they wish to do
so.
The Exchange believes the proposed
fee for connectivity to each Additional
Third Party Data Feed is reasonable
because the proposed monthly recurring
fee varies by the bandwidth of the
connection, and so is generally
proportional to the bandwidth required.
In addition, the proposed fees are
consistent with the fees for connectivity
to the previously filed ICE Data Services
Consolidated Feeds, which feeds are
similar to the Additional Third Party
Data Feeds in terms of the underlying
content. The Exchange notes that the
proposed monthly recurring fees are
also generally consistent with the
monthly recurring fees for connectivity
to the SR Labs-SuperFeed Third Party
Data Feeds, which also vary by
bandwidth. The Exchange believes that
the proposed difference in pricing
between the Additional Third Party
Data Feeds and SR Labs-SuperFeed
options is reasonable, equitably
allocated and not unfairly
discriminatory because, although the
bandwidth may be similar, the
competitive considerations and the
costs the Exchange incurs in providing
such connections may differ.
The Exchange believes the proposed
fees for Connectivity would be
reasonable because they would allow
the Exchange to defray or cover the
costs associated with offering Users
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Sfmt 4703
23003
connectivity to Additional Third Party
Data Feeds while providing Users the
convenience of receiving such
Connectivity within co-location, helping
them tailor their data center operations
to the requirements of their business
operations.
The Exchange believes that the
proposed Non-Substantive Changes
would be reasonable because the
changes would have no impact on
pricing. Rather, the changes would
remove obsolete text and update
references, thereby clarifying the
Exchange rules and alleviating possible
market participant confusion.
For the reasons above, the proposed
changes would not unfairly discriminate
between or among market participants
that are otherwise capable of satisfying
any applicable co-location fees,
requirements, terms and conditions
established from time to time by the
Exchange.
For these reasons, the Exchange
believes that the proposal is consistent
with the Act.
B. Self-Regulatory Organization’s
Statement on Burden on Competition
In accordance with Section 6(b)(8) of
the Act,17 the Exchange believes that the
proposed rule change will not impose
any burden on competition that is not
necessary or appropriate in furtherance
of the purposes of the Act because all of
the proposed services are completely
voluntary.
The Exchange believes that providing
Users with additional options for
connectivity to new services would not
impose any burden on competition that
is not necessary or appropriate in
furtherance of the purposes of the Act
because such proposed Connectivity
would satisfy User demand for
connectivity options. The Exchange
would provide Connectivity as a
convenience equally to all Users. All
Users that voluntarily selected to
receive Connectivity would be charged
the same amount for the same services.
The Exchange does not have visibility
into whether third parties currently
offer, or intend to offer, Users
connectivity to the Additional Third
Party Data Feeds, as such third parties
are not required to make that
information public. However, if one or
more third parties presently offer, or in
the future opt to offer, such
Connectivity to Users, a User may
utilize the SFTI network, a third party
telecommunication network, third party
wireless network, a cross connect, or a
combination thereof to access such
services and products through a
17 15
E:\FR\FM\17MYN1.SGM
U.S.C. 78f(b)(8).
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Federal Register / Vol. 83, No. 96 / Thursday, May 17, 2018 / Notices
connection to an access center outside
the data center (which could be a SFTI
access center, a third-party access
center, or both), another User, or a third
party vendor. Users that opt to use the
proposed Connectivity would not
receive connectivity that is not available
to all Users, as all market participants
that contract with the content provider
may receive connectivity. In this way,
the proposed changes would enhance
competition by helping Users tailor
their Connectivity to the needs of their
business operations by allowing them to
select the form and latency of
connectivity that best suits their needs.
The Exchange operates in a highly
competitive market in which exchanges
offer co-location services as a means to
facilitate the trading and other market
activities of those market participants
who believe that co-location enhances
the efficiency of their operations.
Accordingly, fees charged for colocation services are constrained by the
active competition for the order flow of,
and other business from, such market
participants. If a particular exchange
charges excessive fees for co-location
services, affected market participants
will opt to terminate their co-location
arrangements with that exchange, and
adopt a possible range of alternative
strategies, including placing their
servers in a physically proximate
location outside the exchange’s data
center (which could be a competing
exchange), or pursuing strategies less
dependent upon the lower exchange-toparticipant latency associated with colocation. Accordingly, the exchange
charging excessive fees would stand to
lose not only co-location revenues but
also the liquidity of the formerly colocated trading firms, which could have
additional follow-on effects on the
market share and revenue of the affected
exchange. For the reasons described
above, the Exchange believes that the
proposed rule change reflects this
competitive environment.
Finally, the Exchange believes that
the proposed Non-Substantive Changes
would not impose any burden on
competition that is not necessary or
appropriate in furtherance of the
purposes of the Act because the
proposed changes are not designed to
address any competitive issue but rather
to remove obsolete text and update the
Fee Schedules, thereby clarifying
Exchange rules and alleviating any
possible market participant confusion
caused by the obsolete dates and
exchange names.
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18:36 May 16, 2018
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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 Exchange has filed the proposed
rule change pursuant to Section
19(b)(3)(A)(iii) of the Act 18 and Rule
19b–4(f)(6) thereunder.19 Because the
proposed rule change does not: (i)
Significantly affect the protection of
investors or the public interest; (ii)
impose any significant burden on
competition; and (iii) become operative
for 30 days from the date on which it
was filed, or such shorter time as the
Commission may designate if consistent
with the protection of investors and the
public interest, the proposed rule
change has become effective pursuant to
Section 19(b)(3)(A) of the Act 20 and
Rule 19b–4(f)(6) thereunder.21
A proposed rule change filed under
Rule 19b–4(f)(6) 22 normally does not
become operative for 30 days after the
date of filing. However, pursuant to
Rule 19b–4(f)(6)(iii),23 the Commission
may designate a shorter time if such
action is consistent with the protection
of investors and the public interest. The
Exchange has asked the Commission to
waive the 30-day operative delay so that
the proposal may become operative
immediately upon filing. The Exchange
stated its belief that immediate
implementation of the proposed rule
changes would allow Users to have the
benefit of connectivity to the Additional
Third Party Data Feed without delay. In
so doing, the immediate implementation
would help Users tailor their data center
operations to the requirements of their
business operations without delay. In
addition, the Exchange stated that the
proposed changes to the Price List
would provide Users with more
complete information regarding their
Connectivity options and the
availability of products and services.
18 15
U.S.C. 78s(b)(3)(A)(iii).
CFR 240.19b–4(f)(6).
20 15 U.S.C. 78s(b)(3)(A).
21 17 CFR 240.19b–4(f)(6). In addition, Rule 19b–
4(f)(6) requires the Exchange to give the
Commission written notice of its intent to file the
proposed rule change, along with a brief description
and text of the proposed rule change, at least five
business days prior to the date of filing of the
proposed rule change, or such shorter time as
designated by the Commission. The Exchange has
satisfied this requirement.
22 17 CFR 240.19b–4(f)(6).
23 17 CFR 240.19b–4(f)(6)(iii).
19 17
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Fmt 4703
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The Commission believes that
waiving the 30-day operative delay is
consistent with the protection of
investors and the public interest, as it
will allow Users to have the benefit of
Additional Third Party Feed sooner and
will allow User additional flexibility in
tailoring their data center operations.
For this reason, the Commission
designates the proposed rule change to
be operative upon filing.24
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. 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 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–2018–28 on the subject
line.
Paper Comments
• Send paper comments in triplicate
to Secretary, Securities and Exchange
Commission, 100 F Street NE,
Washington, DC 20549–1090.
All submissions should refer to File
Number SR–NYSEARCA–2018–28. 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 website (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
24 For purposes only of waiving the operative
delay for this proposal, the Commission has
considered the proposed rule’s impact on
efficiency, competition, and capital formation. See
15 U.S.C. 78c(f).
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Federal Register / Vol. 83, No. 96 / Thursday, May 17, 2018 / Notices
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 website 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.
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–NYSEARCA–2018–28 and
should be submitted on or before June
7, 2018.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.25
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018–10501 Filed 5–16–18; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Investment Advisers Act Release No. 4912;
803–00240]
BlackRock Advisors, LLC, et al.
May 11, 2018.
Securities and Exchange
Commission (‘‘Commission’’).
ACTION: Notice.
daltland on DSKBBV9HB2PROD with NOTICES
AGENCY:
Notice of application for an exemptive
order under Section 206A of the
Investment Advisers Act of 1940 (the
‘‘Act’’) and Rule 206(4)–5(e).
APPLICANTS: BlackRock Advisors, LLC,
BlackRock Financial Management, Inc.
and BlackRock Fund Advisors
(Collectively the ‘‘Applicants’’ or
‘‘Advisers’’).
RELEVANT SECTIONS OF THE ACT:
Exemption requested under section
206A of the Act and rule 206(4)–5(e)
from rule 206(4)–5(a)(1) under the Act.
SUMMARY OF APPLICATION: Applicants
request that the Commission issue an
order under section 206A of the Act and
rule 206(4)–5(e) exempting it from rule
206(4)–5(a)(1) under the Act to permit
Applicants to receive compensation
from certain government entities for
25 17
CFR 200.30–3(a)(12) and (59).
VerDate Sep<11>2014
18:36 May 16, 2018
Jkt 244001
investment advisory services provided
to government entities within the twoyear period following a contribution by
a covered associate of the Applicants to
an official of the government entities.
FILING DATES: The application was filed
on May 26, 2017, and amended and
restated applications were filed on
November 21, 2017 and March 28, 2018.
HEARING OR NOTIFICATION OF HEARING: An
order granting the application will be
issued unless the Commission orders a
hearing. Interested persons may request
a hearing by writing to the
Commission’s Secretary and serving
Applicants with a copy of the request,
personally or by mail. Hearing requests
should be received by the Commission
by 5:30 p.m. on June 5, 2018, and
should be accompanied by proof of
service on Applicants, in the form of an
affidavit or, for lawyers, a certificate of
service. Pursuant to rule 0–5 under the
Act, hearing requests should state the
nature of the writer’s interest, any facts
bearing upon the desirability of a
hearing on the matter, the reason for the
request, and the issues contested.
Persons may request notification of a
hearing by writing to the Commission’s
Secretary.
ADDRESSES: Secretary, Securities and
Exchange Commission, 100 F Street NE,
Washington, DC 20549–1090.
Applicants: BlackRock Advisors, LLC
and BlackRock Financial Management,
Inc., 55 East 52nd Street, New York, NY
10055 and BlackRock Fund Advisors,
400 Howard Street, San Francisco, CA
94105.
FOR FURTHER INFORMATION CONTACT:
Rachel Loko, Senior Counsel, or Holly
Hunter-Ceci, Assistant Chief Counsel, at
(202) 551–6825 (Division of Investment
Management, Chief Counsel’s Office).
SUPPLEMENTARY INFORMATION: The
following is a summary of the
application. The complete application
may be obtained via the Commission’s
website at https://www.sec.gov/rules/
iareleases.shtml or by calling (202) 551–
8090.
Applicants’ Representations
1. Applicants are registered with the
Commission as investment advisers
pursuant to the Act. BlackRock, Inc.
(‘‘BlackRock’’) is the parent company of
the Advisers. Applicants act as advisers
to registered investment companies and
investment companies exempt from
registration under the Investment
Company Act of 1940.
2. The individual who made the
campaign contribution that triggered the
two-year compensation ban (the
‘‘Contribution’’) is Mark Wiedman (the
‘‘Contributor’’). The Contributor is a
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23005
Senior Managing Director at BlackRock,
the head of BlackRock’s ETF and Index
Investments business, and a member of
BlackRock’s Global Executive
Committee. BlackRock’s ETF business
focuses on selling interests in RICs
directly to investors, including certain
government entities, which is not
covered business under rule 206(4)–5.
However, Applicants submit that, as a
member of BlackRock’s Global
Executive Committee, the Contributor
is, and at the time of the Contribution
was, an executive officer of the Advisers
under rule 206(4)–5(f)(4), and thus by
definition is and at all relevant times
was a covered associate pursuant to rule
206(4)–5(f)(2)(i).
3. Certain Ohio government entities
have selected mutual funds (‘‘RICs’’)
advised by BlackRock Advisors, LLC
and BlackRock Fund Advisors to be
options in their participant-directed
plans and one Ohio government pension
plan has invested in an unregistered
fund managed by BlackRock Financial
Management, Inc. Such government
entities, are ‘‘government entities’’ as
defined under Rule 206(4)–5(f)(5) and,
throughout the application, are referred
to individually as a ‘‘Client’’ and
collectively as the ‘‘Clients.’’
4. The recipient of the Contribution
was John Kasich (the ‘‘Official’’), the
Governor of Ohio, in his campaign for
President of the United States. The
investment decisions of each Client are
overseen by a board of trustees or
directors (the ‘‘Board’’ or the ‘‘Boards’’),
to which the Governor appoints certain
members. The Applicants submit that
due to the power of appointment, the
Governor is an ‘‘official’’ of each Client
under rule 206(4)–5.
5. The Contribution that triggered rule
206(4)–5’s prohibition on compensation
under rule 206(4)–5(a)(1) was made on
January 15, 2016 (‘‘the Contribution
Date’’) for the amount of $2,700 to the
Official’s campaign for President of the
United States via credit card to attend
a lunch hosted by the campaign at the
invitation of a business acquaintance
who was an independent director of a
BlackRock fund and who shared the
Contributor’s personal political views.
Applicants submit that the Contribution
was not motivated by any desire to
influence the award of investment
advisory business. Applicants represent
that in addition to being entitled to vote
in the presidential election, the
Contributor was interested in the GOP
presidential primary. Aside from a brief
introduction while Governor Kasich
welcomed a group of attendees at lunch,
the Contributor has never met the
Official or dealt with the Official or his
staff in any capacity. Moreover, the
E:\FR\FM\17MYN1.SGM
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]]>Agencies
[Federal Register Volume 83, Number 96 (Thursday, May 17, 2018)]
[Notices]
[Pages 22999-23005]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2018-10501]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-83218; File No. SR-NYSEARCA-2018-28]
Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
and Immediate Effectiveness of a Proposed Rule Change To Provide Users
With Connectivity to Three Additional Third Party Data Feeds and Change
the NYSE Arca Options Fees and Charges and the NYSE Arca Equities Fees
and Charges Related to These Co-location Services
May 11, 2018.
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 30, 2018, NYSE Arca, Inc. (``NYSE Arca'' or the
``Exchange'') filed with the Securities and Exchange Commission (the
``Commission'') the proposed rule change as described in Items I and II
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 provide Users with connectivity to three
additional third party data feeds and to change the NYSE Arca Options
Fees and Charges (the ``Options Fee Schedule'') and the NYSE Arca
Equities Fees and Charges (the ``Equities Fee Schedule'' and, together
with the Options Fee Schedule, the ``Fee Schedules'') related to these
co-location services. Additionally, the Exchange proposes to make non-
substantive corrections to the Fee Schedules. The proposed rule change
is available on the Exchange's website 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 co-location \4\ services offered
by the Exchange to provide Users \5\ with
[[Page 23000]]
connectivity to three additional third party data feeds and to change
its Fee Schedules related to these co-location services. Additionally,
the Exchange proposes to make non-substantive corrections to the Fee
Schedules.
---------------------------------------------------------------------------
\4\ The Exchange initially filed rule changes relating to its
co-location services with the Commission in 2010. See Securities
Exchange Act Release No. 63275 (November 8, 2010), 75 FR 70048
(November 16, 2010) (SR-NYSEArca-2010-100. The Exchange operates a
data center in Mahwah, New Jersey (the ``data center'') from which
it provides co-location services to Users.
\5\ For purposes of the Exchange's co-location services, a
``User'' means any market participant that requests to receive co-
location services directly from the Exchange. See Securities
Exchange Act Release No. 76010 (September 29, 2015), 80 FR 60197
(October 5, 2015) (SR-NYSEArca-2015-82). As specified in the Fee
Schedules, a User that incurs co-location fees for a particular co-
location service pursuant thereto would not be subject to co-
location fees for the same co-location service charged by the
Exchange's affiliates New York Stock Exchange LLC (``NYSE LLC'') and
NYSE American LLC (``NYSE American and, together with NYSE LLC, the
``Affiliate SROs''). See Securities Exchange Act Release No. 70173
(August 13, 2013), 78 FR 50459 (August 19, 2013) (SR-NYSEArca-2013-
80).
---------------------------------------------------------------------------
Third Party Data Feeds
The Exchange charges fees for connectivity to data feeds from third
party markets and other content service providers (``Third Party Data
Feeds'').\6\ The list of the Third Party Data Feeds and related
connectivity fees is set forth in the Fee Schedules. The Exchange
proposes to add three ICE Data Services Consolidated Feed Shared Farm
feeds (the ``Additional Third Party Data Feeds'') to the list of Third
Party Data Feeds.
---------------------------------------------------------------------------
\6\ See Securities Exchange Act Release No. 80310 (March 24,
2017), 82 FR 15763 (March 30, 2017) (SR-NYSEArca-2016-89).
---------------------------------------------------------------------------
The Additional Third Party Data Feeds are produced by an entity
owned by the Exchange's ultimate parent, Intercontinental Exchange,
Inc. (``ICE''), and so the Exchange has an indirect interest in the
Additional Third Party Data Feeds. The Additional Third Party Data
Feeds include data drawn from the Exchange, the Affiliate SROs, and
third party exchanges, including stock and futures exchanges. Because
it includes third party data, the Additional Third Party Data Feeds are
considered Third Party Data Feeds.\7\
---------------------------------------------------------------------------
\7\ Id., at 15771.
---------------------------------------------------------------------------
The list of available Third Party Data Feeds presently includes
three ICE Data Services Consolidated Feeds.\8\ The Additional Third
Party Data Feeds are similar to the previously filed ICE Data Services
Consolidated Feeds in terms of the underlying content, which, according
to the content service provider, includes normalized, real-time and
intraday data feeds from over 600 sources. The difference between them
lies with what data a User actually receives.
---------------------------------------------------------------------------
\8\ Id.
---------------------------------------------------------------------------
More specifically, when a User requests connectivity to one of the
previously filed ICE Data Services Consolidated Feeds, it receives
connectivity to all the data in the relevant ICE Data Services
Consolidated Feeds. The User uses its processor to narrow down the feed
to the specific data it wants. In contrast, when a User requests
connectivity to an Additional Third Party Data Feed, it will specify to
the content service provider what specific information, out of the data
from the roughly 600 sources, it wants to receive. The content service
provider will use its own processor to narrow down the data feeds, so
that the User will only receive the information it requests. A User may
choose whether it wants connectivity to one of the previously filed ICE
Data Services Consolidated Feeds or to one of the Additional Third
Party Data Feeds based on whether it wants to process the data, and
what level of control it wants over the processing. In both cases, the
User will only receive data the relevant third party data provider
authorizes it to receive.
As it does with the existing Third Party Data Feeds, the Exchange
proposes to charge a monthly recurring fee for connectivity to each
Additional Third Party Data Feed. The monthly recurring fee would vary
by the bandwidth of the connection. Accordingly, the Exchange proposes
to revise the Fee Schedules to provide that Users may obtain
connectivity to the Additional Third Party Data Feeds for a monthly
fee, as follows:
------------------------------------------------------------------------
Monthly
recurring
connectivity
Third party data feed fee per third
party data
feed
------------------------------------------------------------------------
ICE Data Services Consolidated Feed Shared Farm <=100Mb. $200
ICE Data Services Consolidated Feed Shared Farm >100 Mb 500
to <=1 Gb..............................................
ICE Data Services Consolidated Feed Shared Farm >1 Gb... 1,000
------------------------------------------------------------------------
Depending on its needs and bandwidth, a User may opt to receive all
or some of the feeds or services included in the Additional Third Party
Data Feeds.
The Exchange would provide connectivity to the Additional Third
Party Data Feeds (``Connectivity'') as a convenience to Users. Use of
Connectivity would be completely voluntary. The Exchange is not aware
of any impediment to third parties offering Connectivity.
The Exchange does not have visibility into whether third parties
currently offer, or intend to offer, Users connectivity to the
Additional Third Party Data Feeds, as such third parties are not
required to make that information public. However, if one or more third
parties presently offer, or in the future opt to offer, such
Connectivity to Users, a User may utilize the Secure Financial
Transaction Infrastructure (``SFTI'') network, a third party
telecommunication network, third party wireless network, a cross
connect, or a combination thereof to access such services and products
through a connection to an access center outside the data center (which
could be a SFTI access center, a third-party access center, or both),
another User, or a third party vendor.
The Exchange would receive the Additional Third Party Data Feeds
from the content service provider, at its data center. It would then
provide connectivity to that data to Users for a fee. Users would
connect to the Additional Third Party Data Feeds over the internet
protocol (``IP'') network, a local area network available in the data
center.
In order to connect to an Additional Third Party Data Feed, a User
would enter into a contract with the content service provider, pursuant
to which the content service provider would charge the User for the
Third Party Data Feed. The Exchange would receive the Additional Third
Party Data Feed over its fiber optic network and, after the content
service provider and User entered into the contract and the Exchange
received authorization from the content service provider, the Exchange
would re-transmit the data to the User over the User's port. The
Exchange would charge the User for the connectivity to the Additional
Third Party Data Feed. A User would only receive, and would only be
charged for, connectivity to the Additional Third Party Data Feed for
which it entered into contracts.
The Exchange would have no right to use an Additional Third Party
Data Feed other than as a redistributor of the data. The Additional
Third Party Data Feeds would not provide access or order entry to the
Exchange's execution system. The Additional Third Party Data Feeds
would not provide access or order entry to the execution systems of the
party generating the feed. The Exchange would receive the Additional
Third Party Data Feeds via arms-length agreements and it would have no
inherent advantage over any other distributor of such data.
Additional Changes
The Exchange proposes to make additional, non-substantive changes
to add definitions, remove obsolete text and update third party
exchange names (collectively, the ``Non-Substantive Changes''). The
proposed additional changes would have no effect on pricing.
[[Page 23001]]
General Note 1
General Note 1 in the Fee Schedules references the Affiliate SROs.
The Exchange proposes to add short-hand definitions of each of the
Affiliate SROs, which terms are used later in the Fee Schedules. The
revised references would be to ``NYSE American LLC (NYSE American) and
New York Stock Exchange LLC (NYSE).''
Cabinet Upgrade Fee
The Exchange offers Users the option of a ``Cabinet Upgrade'' and
related fee, pursuant to which the Exchange accommodates requests for
additional power allocation beyond the typical amount that the Exchange
allocates per dedicated cabinet, at which point the Exchange must
upgrade the cabinet's power capacity.\9\ The Cabinet Upgrade Fee in the
Fee Schedules has a parenthetical setting forth lower fees for a User
that submits a written order for a Cabinet Upgrade by January 31, 2014,
provided that the Cabinet Upgrade becomes fully operational by March
31, 2014. For the avoidance of confusion, the Exchange proposes to put
the text in the past tense. Accordingly, the parenthetical would read
as follows: ``($4,600 for a User that submitted a written order for a
Cabinet Upgrade by January 31, 2014, provided that the Cabinet Upgrade
became fully operational by March 31, 2014)''.
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\9\ See Securities Exchange Act Release No. 71130 (December 18,
2013), 78 FR 77765 (December 24, 2013) (SR-NYSEArca-2013-143). Users
may develop their hardware infrastructure within a particular
cabinet in such a way that, if expansion of such hardware is needed,
it can be accomplished within the space constraints of that
particular cabinet. If this type of User requires additional power
allocation, it would likely want to modify its existing cabinet in
this manner, rather than taking an additional dedicated cabinet due
to the expense of re-developing its infrastructure within such
additional dedicated cabinet. See id.
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Hosting Fees
A User may provide hosting services to its customers in the User's
co-location space at the data center. In 2015, the Exchange modified
the Hosting Fee to provide that, effective January 1, 2016, the Hosting
Fee increased from $500 to $1,000 and would be assessed to a Hosting
User on a per Hosted Customer basis and for each cabinet in which the
Hosting User hosts the Hosted Customer.\10\
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\10\ As stated in the Fee Schedules, ``Hosting User'' means a
User that hosts a Hosted Customer in the User's co-location space,
and ``Hosted Customer'' means a customer of a Hosting User that is
hosted in a Hosting User's co-location space. See 80 FR 60197, supra
note 5.
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The Fee Schedules continue to include both the Hosting Fee that was
in effect through December 31, 2015 and the date of the change. The
Exchange proposes to delete the obsolete references to these dates and
the amount of the previous hosting fee. The amended text would be as
follows (additional text underscored, deletions in strikethrough):
[GRAPHIC] [TIFF OMITTED] TN17MY18.001
Obsolete Availability Dates and Exchange References
Certain services in the data center that are described in the Fee
Schedules identify dates by which they were expected to be available.
These dates have passed. Accordingly, the Exchange proposes to
eliminate the obsolete references to these dates. In addition, the
Exchange proposes to update the references to certain exchanges that
have changed their names.\11\
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\11\ See Securities Exchange Act Release No. 81962 (October 26,
2017), 82 FR 50711, 50713 (November 1, 2017) (SR-BatsBZX-2017-70).
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To that end, the Exchange proposes to make the following changes:
For the wireless connection of Bats Pitch BZX Gig shaped
data and Bats Pitch BYX Gig shaped data, the description would be
revised as follows: (a) The text would read ``Wireless connection of
Cboe Pitch BZX Gig shaped data and Cboe Pitch BYX Gig shaped data'';
and (b) the text ``Note: Connection to Bats Pitch BYX Gig shaped data
is expected to be available no later than December 31, 2016.'' would be
deleted.
For the wireless connection of Bats EDGX Gig shaped data
and Bats EDGA Gig shaped data, the description would be revised as
follows: (a) The text would read ``Wireless connection of Cboe EDGX Gig
shaped data and Cboe EDGA Gig shaped data''; and (b) the text ``Note:
Connection to Bats EDGA Gig shaped data is expected to be available no
later than December 31, 2016.'' would be deleted.
For the wireless connection of Toronto Stock Exchange
(TSX), the text ``Note: Service is expected to be available no later
than June 30, 2017.'' would be deleted.
In the table under ``Third Party Data Feeds,'' ``Bats BZX
Exchange (BZX) and Bats BYX Exchange (BYX)'' and ``Bats EDGX Exchange
(EDGX) and Bats EDGA Exchange (EDGA)'' and their related monthly
recurring connectivity fees would be deleted, and lines for ``Cboe BZX
Exchange (CboeBZX) and Cboe BYX Exchange (CboeBYX)'' and ``Cboe EDGX
Exchange (CboeEDGX) and Cboe EDGA Exchange (CboeEDGA)'' added with
their related monthly recurring connectivity fees, which would remain
unchanged, as follows (additional text underscored, deletions in
strikethrough):
[[Page 23002]]
[GRAPHIC] [TIFF OMITTED] TN17MY18.002
General
As is the case with all Exchange co-location arrangements, (i)
neither a User nor any of the User's customers would be permitted to
submit orders directly to the Exchange unless such User or customer is
a member organization, a Sponsored Participant or an agent thereof
(e.g., a service bureau providing order entry services); (ii) use of
the co-location services proposed herein would be completely voluntary
and available to all Users on a non-discriminatory basis; \12\ and
(iii) a User would only incur one charge for the particular co-location
service described herein, regardless of whether the User connects only
to the Exchange or to the Exchange and one or both the Affiliate
SROs.\13\
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\12\ As is currently the case, Users that receive co-location
services from the Exchange will not receive any means of access to
the Exchange's trading and execution systems that is separate from,
or superior to, that of other Users. In this regard, all orders sent
to the Exchange enter the Exchange's trading and execution systems
through the same order gateway, regardless of whether the sender is
co-located in the data center or not. In addition, co-located Users
do not receive any market data or data service product that is not
available to all Users, although Users that receive co-location
services normally would expect reduced latencies in sending orders
to, and receiving market data from, the Exchange.
\13\ See 78 FR 50459, supra note 5, at 50459. The Affiliate SROs
have also submitted substantially the same proposed rule change to
propose the changes described herein. See SR-NYSE-2018-20 and SR-
NYSEAMER-2018-19.
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The proposed change is not otherwise intended to address any other
issues relating to co-location services and/or related fees, and the
Exchange is not aware of any problems that Users would have in
complying with the proposed change.
2. Statutory Basis
The Exchange believes that the proposed fee change is consistent
with Section 6(b) of the Act,\14\ in general, and furthers the
objectives of Sections 6(b)(5) of the Act,\15\ in particular, because
it is designed to prevent fraudulent and manipulative acts and
practices, to promote just and equitable principles of trade, to foster
cooperation and coordination with persons engaged in regulating,
clearing, settling, processing information with respect to, and
facilitating transactions in securities, to remove impediments to, and
perfect the mechanisms of, a free and open market and a national market
system and, in general, to protect investors and the public interest
and because it is not designed to permit unfair discrimination between
customers, issuers, brokers, or dealers.
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\14\ 15 U.S.C. 78f(b).
\15\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------
The Exchange believes that the proposed changes would remove
impediments to, and perfect the mechanisms of, a free and open market
and a national market system and, in general, protect investors and the
public interest because, by offering additional connectivity to the
Additional Third Party Data Feeds, the Exchange would give each User
additional options for addressing its connectivity needs, responding to
User demand for connectivity options. Providing the connectivity to the
Additional Third Party Data Feeds would help each User tailor its data
center operations to the requirements of its business operations by
allowing it to select the form and latency of connectivity that best
suits its needs.
The Exchange would provide Connectivity as a convenience to Users.
Use of Connectivity would be completely voluntary. The Exchange is not
aware of any impediment to third parties offering Connectivity. The
Exchange does not have visibility into whether third parties currently
offer, or intend to offer, Users connectivity to the Additional Third
Party Data Feeds. However, if one or more third parties presently
offer, or in the future opt to offer, such Connectivity to Users, a
User may utilize the SFTI network, a third party telecommunication
network, third party wireless network, a cross connect, or a
combination thereof to access such services and products through a
connection to an access center outside the data center (which could be
a SFTI access center, a third-party access center, or both), another
User, or a third party vendor.
The Exchange believes that the proposed changes would remove
impediments to, and perfect the mechanisms of, a free and open market
and a national market system and, in general, protect investors and the
public interest because, by offering connectivity to the Additional
Third Party Data Feed to Users, the Exchange would give Users
additional options for connectivity to new services, responding to User
demand for connectivity options.
The Exchange believes that the proposed Non-Substantive Changes
would remove impediments to, and perfect the mechanisms of, a free and
open market and a national market system and, in general, protect
investors and the public interest because the changes would clarify
Exchange rules and alleviate any possible market
[[Page 23003]]
participant confusion caused by the obsolete dates and exchange names.
The Exchange also believes that the proposed fee change is
consistent with Section 6(b)(4) of the Act,\16\ 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.
---------------------------------------------------------------------------
\16\ 15 U.S.C. 78f(b)(4).
---------------------------------------------------------------------------
The Exchange believes that the proposed fee changes are consistent
with Section 6(b)(4) of the Act for multiple reasons. The Exchange
operates in a highly competitive market in which exchanges offer co-
location services as a means to facilitate the trading and other market
activities of those market participants who believe that co-location
enhances the efficiency of their operations. Accordingly, fees charged
for co-location services are constrained by the active competition for
the order flow of, and other business from, such market participants.
If a particular exchange charges excessive fees for co-location
services, affected market participants will opt to terminate their co-
location arrangements with that exchange, and adopt a possible range of
alternative strategies, including placing their servers in a physically
proximate location outside the exchange's data center (which could be a
competing exchange), or pursuing strategies less dependent upon the
lower exchange-to-participant latency associated with co-location.
Accordingly, the exchange charging excessive fees would stand to lose
not only co-location revenues but also the liquidity of the formerly
co-located trading firms, which could have additional follow-on effects
on the market share and revenue of the affected exchange.
The Exchange believes that the additional services and fees
proposed herein would be equitably allocated and not unfairly
discriminatory because, in addition to the services being completely
voluntary, they would be available to all Users on an equal basis
(i.e., the same products and services would be available to all Users).
All Users that voluntarily selected to receive Connectivity would be
charged the same amount for the same services. Users that opted to use
Connectivity would not receive connectivity that is not available to
all Users, as all market participants that contracted with the relevant
content provider would receive connectivity.
The Exchange believes that the proposed charges would be
reasonable, equitably allocated and not unfairly discriminatory because
the Exchange would offer the Connectivity as conveniences to Users, but
in order to do so must provide, maintain and operate the data center
facility hardware and technology infrastructure. The Exchange must
handle the installation, administration, monitoring, support and
maintenance of such services, including by responding to any production
issues. Since the inception of co-location, the Exchange has made
numerous improvements to the network hardware and technology
infrastructure and has established additional administrative controls.
The Exchange has expanded the network infrastructure to keep pace with
the increased number of services available to Users, including
resilient and redundant feeds. In addition, in order to provide
Connectivity, the Exchange would maintain multiple connections to each
Additional Third Party Data Feed, allowing the Exchange to provide
resilient and redundant connections; adapt to any changes made by the
relevant third party; and cover any applicable fees charged by the
relevant third party, such as port fees. In addition, Users would not
be required to use any of their bandwidth for Connectivity unless they
wish to do so.
The Exchange believes the proposed fee for connectivity to each
Additional Third Party Data Feed is reasonable because the proposed
monthly recurring fee varies by the bandwidth of the connection, and so
is generally proportional to the bandwidth required. In addition, the
proposed fees are consistent with the fees for connectivity to the
previously filed ICE Data Services Consolidated Feeds, which feeds are
similar to the Additional Third Party Data Feeds in terms of the
underlying content. The Exchange notes that the proposed monthly
recurring fees are also generally consistent with the monthly recurring
fees for connectivity to the SR Labs-SuperFeed Third Party Data Feeds,
which also vary by bandwidth. The Exchange believes that the proposed
difference in pricing between the Additional Third Party Data Feeds and
SR Labs-SuperFeed options is reasonable, equitably allocated and not
unfairly discriminatory because, although the bandwidth may be similar,
the competitive considerations and the costs the Exchange incurs in
providing such connections may differ.
The Exchange believes the proposed fees for Connectivity would be
reasonable because they would allow the Exchange to defray or cover the
costs associated with offering Users connectivity to Additional Third
Party Data Feeds while providing Users the convenience of receiving
such Connectivity within co-location, helping them tailor their data
center operations to the requirements of their business operations.
The Exchange believes that the proposed Non-Substantive Changes
would be reasonable because the changes would have no impact on
pricing. Rather, the changes would remove obsolete text and update
references, thereby clarifying the Exchange rules and alleviating
possible market participant confusion.
For the reasons above, the proposed changes would not unfairly
discriminate between or among market participants that are otherwise
capable of satisfying any applicable co-location fees, requirements,
terms and conditions established from time to time by the Exchange.
For these reasons, the Exchange believes that the proposal is
consistent with the Act.
B. Self-Regulatory Organization's Statement on Burden on Competition
In accordance with Section 6(b)(8) of the Act,\17\ the Exchange
believes that the proposed rule change will not impose any burden on
competition that is not necessary or appropriate in furtherance of the
purposes of the Act because all of the proposed services are completely
voluntary.
---------------------------------------------------------------------------
\17\ 15 U.S.C. 78f(b)(8).
---------------------------------------------------------------------------
The Exchange believes that providing Users with additional options
for connectivity to new services would not impose any burden on
competition that is not necessary or appropriate in furtherance of the
purposes of the Act because such proposed Connectivity would satisfy
User demand for connectivity options. The Exchange would provide
Connectivity as a convenience equally to all Users. All Users that
voluntarily selected to receive Connectivity would be charged the same
amount for the same services.
The Exchange does not have visibility into whether third parties
currently offer, or intend to offer, Users connectivity to the
Additional Third Party Data Feeds, as such third parties are not
required to make that information public. However, if one or more third
parties presently offer, or in the future opt to offer, such
Connectivity to Users, a User may utilize the SFTI network, a third
party telecommunication network, third party wireless network, a cross
connect, or a combination thereof to access such services and products
through a
[[Page 23004]]
connection to an access center outside the data center (which could be
a SFTI access center, a third-party access center, or both), another
User, or a third party vendor. Users that opt to use the proposed
Connectivity would not receive connectivity that is not available to
all Users, as all market participants that contract with the content
provider may receive connectivity. In this way, the proposed changes
would enhance competition by helping Users tailor their Connectivity to
the needs of their business operations by allowing them to select the
form and latency of connectivity that best suits their needs.
The Exchange operates in a highly competitive market in which
exchanges offer co-location services as a means to facilitate the
trading and other market activities of those market participants who
believe that co-location enhances the efficiency of their operations.
Accordingly, fees charged for co-location services are constrained by
the active competition for the order flow of, and other business from,
such market participants. If a particular exchange charges excessive
fees for co-location services, affected market participants will opt to
terminate their co-location arrangements with that exchange, and adopt
a possible range of alternative strategies, including placing their
servers in a physically proximate location outside the exchange's data
center (which could be a competing exchange), or pursuing strategies
less dependent upon the lower exchange-to-participant latency
associated with co-location. Accordingly, the exchange charging
excessive fees would stand to lose not only co-location revenues but
also the liquidity of the formerly co-located trading firms, which
could have additional follow-on effects on the market share and revenue
of the affected exchange. For the reasons described above, the Exchange
believes that the proposed rule change reflects this competitive
environment.
Finally, the Exchange believes that the proposed Non-Substantive
Changes would not impose any burden on competition that is not
necessary or appropriate in furtherance of the purposes of the Act
because the proposed changes are not designed to address any
competitive issue but rather to remove obsolete text and update the Fee
Schedules, thereby clarifying Exchange rules and alleviating any
possible market participant confusion caused by the obsolete dates and
exchange names.
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 Exchange has filed the proposed rule change pursuant to Section
19(b)(3)(A)(iii) of the Act \18\ and Rule 19b-4(f)(6) thereunder.\19\
Because the proposed rule change does not: (i) Significantly affect the
protection of investors or the public interest; (ii) impose any
significant burden on competition; and (iii) become operative for 30
days from the date on which it was filed, or such shorter time as the
Commission may designate if consistent with the protection of investors
and the public interest, the proposed rule change has become effective
pursuant to Section 19(b)(3)(A) of the Act \20\ and Rule 19b-4(f)(6)
thereunder.\21\
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\18\ 15 U.S.C. 78s(b)(3)(A)(iii).
\19\ 17 CFR 240.19b-4(f)(6).
\20\ 15 U.S.C. 78s(b)(3)(A).
\21\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)
requires the Exchange to give the Commission written notice of its
intent to file the proposed rule change, along with a brief
description and text of the proposed rule change, at least five
business days prior to the date of filing of the proposed rule
change, or such shorter time as designated by the Commission. The
Exchange has satisfied this requirement.
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A proposed rule change filed under Rule 19b-4(f)(6) \22\ normally
does not become operative for 30 days after the date of filing.
However, pursuant to Rule 19b-4(f)(6)(iii),\23\ the Commission may
designate a shorter time if such action is consistent with the
protection of investors and the public interest. The Exchange has asked
the Commission to waive the 30-day operative delay so that the proposal
may become operative immediately upon filing. The Exchange stated its
belief that immediate implementation of the proposed rule changes would
allow Users to have the benefit of connectivity to the Additional Third
Party Data Feed without delay. In so doing, the immediate
implementation would help Users tailor their data center operations to
the requirements of their business operations without delay. In
addition, the Exchange stated that the proposed changes to the Price
List would provide Users with more complete information regarding their
Connectivity options and the availability of products and services.
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\22\ 17 CFR 240.19b-4(f)(6).
\23\ 17 CFR 240.19b-4(f)(6)(iii).
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The Commission believes that waiving the 30-day operative delay is
consistent with the protection of investors and the public interest, as
it will allow Users to have the benefit of Additional Third Party Feed
sooner and will allow User additional flexibility in tailoring their
data center operations. For this reason, the Commission designates the
proposed rule change to be operative upon filing.\24\
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\24\ For purposes only of waiving the operative delay for this
proposal, the Commission has considered the proposed rule's impact
on efficiency, competition, and capital formation. See 15 U.S.C.
78c(f).
---------------------------------------------------------------------------
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. 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 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 [email protected]. Please include
File Number SR-NYSEARCA-2018-28 on the subject line.
Paper Comments
Send paper comments in triplicate to Secretary, Securities
and Exchange Commission, 100 F Street NE, Washington, DC 20549-1090.
All submissions should refer to File Number SR-NYSEARCA-2018-28. 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 website (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
[[Page 23005]]
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 website 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. 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-NYSEARCA-2018-28 and should
be submitted on or before June 7, 2018.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\25\
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\25\ 17 CFR 200.30-3(a)(12) and (59).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018-10501 Filed 5-16-18; 8:45 am]
BILLING CODE 8011-01-P
