Self-Regulatory Organizations; MIAX PEARL, LLC; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Amend the MIAX Pearl Equities Fee Schedule, 53813-53818 [2022-18858]
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Federal Register / Vol. 87, No. 169 / Thursday, September 1, 2022 / Notices
shareholders based on net asset value.
Expenses of $729,000 incurred in
connection with the reorganization were
paid by the applicant, the applicant’s
investment adviser, and the acquiring
fund.
Filing Dates: The application was
filed on May 2, 2022, and amended on
July 11, 2022.
Applicant’s Address: edward.paz@
usbank.com.
Massachusetts Mutual Variable
Annuity Fund 2 [File No. 811–02196]
Summary: Applicant, a unit
investment trust, seeks an order
declaring that it has ceased to be an
investment company. On January 28,
2019, applicant made a liquidating
distribution to its shareholders, based
on net asset value. Expenses of $18,015
incurred in connection with the
liquidation were paid by Massachusetts
Mutual Insurance Company.
Filing Date: The application was filed
on July 21, 2022.
Applicant’s Address: gmurtagh@
massmutual.com.
Touchstone Institutional Funds Trust
[File No. 811–21113]
Summary: Applicant seeks an order
declaring that it has ceased to be an
investment company. The applicant has
transferred its assets to Touchstone
Sands Capital Select Growth, a series of
First Touchstone Funds Group Trust
and on December 9, 2020 made a final
distribution to its shareholders based on
net asset value. Expenses of $98,700
were incurred in connection with the
reorganization were paid by the
applicant’s investment adviser.
Filing Date: The application was filed
on June 30, 2022.
Applicant’s Address: abigail.hemnes@
klgates.com.
For the Commission, by the Division of
Investment Management, pursuant to
delegated authority.
J. Matthew DeLesDernier,
Deputy Secretary.
[FR Doc. 2022–18854 Filed 8–31–22; 8:45 am]
[Release No. 34–95614; File No. SR–
PEARL–2022–33]
Self-Regulatory Organizations; MIAX
PEARL, LLC; Notice of Filing and
Immediate Effectiveness of a Proposed
Rule Change To Amend the MIAX Pearl
Equities Fee Schedule
August 26, 2022.
Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934
(‘‘Act’’) 1 and Rule 19b–4 thereunder,2
notice is hereby given that on August
17, 2022, MIAX PEARL, LLC (‘‘MIAX
Pearl’’ or ‘‘Exchange’’) filed with the
Securities and Exchange Commission
(‘‘SEC’’ or ‘‘Commission’’) a proposed
rule change as described in Items I, II,
and III below, which Items have been
prepared by the Exchange. The
Commission is publishing this notice to
solicit comments on the proposed rule
change from interested persons.
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The Exchange is filing a proposal to
amend the fee schedule (the ‘‘Fee
Schedule’’) applicable to MIAX Pearl
Equities, an equities trading facility of
the Exchange.
The text of the proposed rule change
is available on the Exchange’s website at
https://www.miaxoptions.com/rulefilings/pearl at MIAX Pearl’s principal
office, and at the Commission’s Public
Reference Room.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
Exchange included statements
concerning the purpose of and basis for
the proposed rule change and discussed
any comments it received on the
proposed rule change. The text of these
statements may be examined at the
places specified in Item IV below. The
Exchange has prepared summaries, set
forth in sections A, B, and C below, of
the most significant aspects of such
statements.
A. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
BILLING CODE 8011–01–P
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SECURITIES AND EXCHANGE
COMMISSION
1. Purpose
The purpose of the proposed rule
change is to amend the Exchange’s Fee
1 15
2 17
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53813
Schedule to (i) adopt a new volume
based pricing incentive, referred to as
the ‘‘Step-Up Added Liquidity Rebate,’’
in which a qualifying Equity Member 3
(or ‘‘Member’’) will receive a rebate for
executions of certain orders in securities
priced at or above $1.00 per share that
add displayed liquidity to the Exchange;
(ii) increase the rebate provided under
Tier 2 of the Market Quality Tiers table;
and (iii) add an additional qualifying
requirement to the Remove Volume
Tiers table. The Exchange originally
filed this proposal on August 9, 2022,
(SR–PEARL–2022–32). On August 18,
2022, the Exchange withdrew SR–
PEARL–2022–32 and resubmitted this
proposal.
The Exchange first notes that it
operates in a highly competitive market
in which market participants can
readily direct order flow to competing
venues if they deem fee levels at a
particular venue to be excessive or
incentives to be insufficient. More
specifically, the Exchange is only one of
16 registered equities exchanges, as well
as a number of alternative trading
systems and other off-exchange venues,
to which market participants may direct
their order flow. Based on publicly
available information, no single
registered equities exchange currently
has more than approximately 16% of
the total market share of executed
volume of equities trading, and the
Exchange currently represents
approximately 1% of the overall market
share.4
Adoption of Step-Up Added Liquidity
Rebate
The Exchange currently provides a
standard rebate of $0.0029 per share for
executions of orders in securities priced
at or above $1.00 per share that add
displayed liquidity to the Exchange
(such orders, ‘‘Added Displayed
Volume’’). The Exchange also currently
offers various volume-based tiers and
incentives through which a Member
may receive an enhanced rebate for
executions of Added Displayed Volume
by achieving the specified criteria that
corresponds to a particular tier/
incentive.
The Exchange now proposes to adopt
a new volume-based incentive, referred
to by the Exchange as the Step-Up
Added Liquidity Rebate, in which the
Exchange will provide a rebate of
$0.0031 per share for executions of
certain orders that constitute Added
3 The term ‘‘Equity Member’’ is a Member
authorized by the Exchange to transact business on
MIAX Pearl Equities. See Exchange Rule 1901.
4 See MIAX’s ‘‘The market at a glance, MTD
Average’’, available at https://
www.miaxoptions.com/, (last visited July 25, 2022).
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Displayed Volume for a Member that
qualifies for the Step-Up Added
Liquidity Rebate by achieving a Step-Up
ADAV 5 as a % of TCV 6 of at least
0.03% over the baseline month of July
2022.7 For example, assume a Member
has an ADAV as a percent of TCV of
0.01% in July 2022. That Member must
achieve an ADAV as a percent of TCV 8
equal to or greater than 0.04% in a
month in order to qualify for the StepUp Added Liquidity Rebate. As
proposed, a Member that qualifies for
the Step-Up Added Liquidity Rebate
will receive a rebate of $0.0031 per
share for each of such Member’s
executions of orders that constitute
Added Displayed Volume. The
Exchange notes that the Step-Up Added
Liquidity Rebate will not apply to
executions of orders in securities priced
below $1.00 per share or executions of
orders that constitute added nondisplayed liquidity.
The Exchange believes that the
proposed Step-Up Added Liquidity
Rebate provides an incremental
incentive for Members to strive for
higher ADAV on the Exchange (above
their ADAV in the baseline month of
July 2022) to receive the proposed
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5 ADAV
means average daily added volume
calculated as the number of shares added per day
and ‘‘ADV’’ means average daily volume calculated
as the number of shares added or removed,
combined, per day. ADAV and ADV are calculated
on a monthly basis. The Exchange excludes from its
calculation of ADAV and ADV shares added or
removed on any day that the Exchange’s system
experiences a disruption that lasts for more than 60
minutes during regular trading hours, on any day
with a scheduled early market close, and on the
‘‘Russell Reconstitution Day’’ (typically the last
Friday in June). Routed shares are not included in
the ADAV or ADV calculation. With prior notice to
the Exchange, an Equity Member may aggregate
ADAV or ADV with other Equity Members that
control, are controlled by, or are under common
control with such Equity Member (as evidenced on
such Equity Member’s Form BD). See MIAX Pearl
Equities Exchange Fee Schedule, Definitions, on its
public website (available at https://
www.miaxoptions.com/fees/pearl-equities).
6 TCV means total consolidated volume
calculated as the volume in shares reported by all
exchanges and reporting facilities to a consolidated
transaction reporting plan for the month for which
the fees apply. The Exchange excludes from its
calculation of TCV volume on any given day that
the Exchange’s system experiences a disruption that
lasts for more than 60 minutes during Regular
Trading Hours, on any day with a scheduled early
market close, and on the ‘‘Russell Reconstitution
Day’’ (typically the last Friday in June). See MIAX
Pearl Equities Exchange Fee Schedule, Definitions,
on its public website (available at https://
www.miaxoptions.com/fees/pearl-equities).
7 The Exchange will use a baseline ADAV of
0.00% of TCV for firms that become Members of the
Exchange after July 2022 for the purpose of the
Step-Up Added Liquidity Rebate calculation.
8 The Exchange proposes to define ‘‘Step-Up
ADAV as a % of TCV’’ on its Fee Schedule to mean,
‘‘ADAV as a percent of TCV in the relevant baseline
month subtracted from the current month’s ADAV
as a percent of TCV.’’
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rebate for qualifying executions of
Added Displayed Volume. As such, the
proposed Step-Up Added Liquidity
Rebate is designed to incentivize
Members that provide liquidity on the
Exchange to increase their orders that
add liquidity to the Exchange in order
to qualify for the $0.0031 per share
rebate for qualifying executions of
Added Displayed Volume, which, in
turn, the Exchange believes would
encourage the submission of additional
Added Displayed Volume to the
Exchange, thereby promoting price
discovery and contributing to a deeper
and more liquid market to the benefit of
all market participants and enhancing
the attractiveness of the Exchange as a
trading venue. The Exchange notes that
the proposed Step-Up Added Liquidity
Rebate is comparable to other volumebased incentives and discounts, which
have been adopted by other exchanges,9
including pricing incentives that
provide an enhanced rebate for firms
that achieve a specified Step-Up ADAV
threshold.10
Market Quality Tier 2 Rebate Increase
The Exchange offers a tiered pricing
structure, Market Quality Tiers,
designed to improve market quality on
the Exchange in certain specific
securities, the ‘‘Market Quality
Securities’’ or ‘‘MQ Securities,’’ 11 in the
form of an enhanced rebate for
executions of displayed orders in
securities priced at or above $1.00 per
share that add liquidity to the Exchange
for Members that meet certain minimum
quoting requirements as defined in Tier
1 and Tier 2 of the Market Quality Tiers
table. The Exchange now proposes to
increase the rebate provided for
executions that meet the Tier 2 criteria
from $0.0034 to $0.0035 per share (the
Tier 1 rebate remains unchanged under
this proposal). The proposed change is
for business and competitive reasons.
9 See e.g. the CBOE EDGX Exchange, Inc. (‘‘Cboe
EDGX’’) Equities Fee Schedule, Add/Remove
Volume Tiers, on its public website (available at
https://www.cboe.com/us/equities/membership/fee_
schedule/bzx/); and the MEMX LLC, (‘‘MEMX’’) Fee
Schedule, Liquidity Provision Tiers, on its public
website (available at https://info.memxtrading.com/
fee-schedule/).
10 See e.g. the CBOE BZX Exchange, Inc. (‘‘Cboe
BZX’’) Equities Fee Schedule, Step-Up Tiers, on its
public website (available at https://www.cboe.com/
us/equities/membership/fee_schedule/bzx/); and
the MEMX LLC, (‘‘MEMX’’) Fee Schedule, Step-Up
Additive Rebate, on its public website (available at
https://info.memxtrading.com/fee-schedule/).
11 A list of the MQ Securities may be found on
the Exchange’s public website (available at https://
www.miaxoptions.com/fees/pearl-equities).
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Adopt New Requirement for Remove
Volume Tiers
Currently the Exchange offers a tiered
pricing structure, Remove Volume Tiers,
applicable to fees charged for executions
of Removed Volume on the Exchange in
securities priced at or above $1.00.
Specifically, the Exchange charges a fee
of $0.0028 per share for executions of
Removed Volume for Members that
qualify for Tier 1 by achieving an ADV
that is equal to or greater than 0.10% of
the TCV; and a fee of $0.0027 per share
for Members that qualify for Tier 2 by
achieving an ADV that is equal to or
greater than 0.15% of the TCV.
The Exchange now proposes to adopt
a new requirement that must be satisfied
by Members in addition to the
aforementioned Tier 1 and Tier 2
criteria. Specifically, the Exchange
proposes to require Members to execute
at least 1,000 shares of added liquidity
during the month to be eligible for the
lower fees provided for by either Tier 1
or Tier 2 in the Remove Volume Tiers
table. The proposed change is designed
to incentivize Members to be active
participants on the Exchange by both
adding and removing liquidity.
Additionally, as a result of adopting this
requirement, the Exchange proposes to
change the column heading from
‘‘Percentage Threshold’’ to ‘‘Required
Criteria’’ to more accurately describe the
information contained in that column of
the Remove Volume Tiers table.
Implementation
The proposed changes are
immediately effective.
2. Statutory Basis
The Exchange believes that its
proposal to amend its Fee Schedule is
consistent with Section 6(b) of the Act 12
in general, and furthers the objectives of
Section 6(b)(4) of the Act 13 in
particular, in that it is an equitable
allocation of reasonable fees and other
charges among its Members and issuers
and other persons using its facilities.
The Exchange also believes that the
proposed rule change is consistent with
the objectives of Section 6(b)(5) 14 that
the rules of an exchange be designed to
prevent fraudulent and manipulative
acts and practices, and 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
12 15
U.S.C. 78f(b).
U.S.C. 78f(b)(4).
14 15 U.S.C. 78f(b)(5).
13 15
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mechanism of a free and open market
and a national market system, and, in
general, to protect investors and the
public interest, and, particularly, is not
designed to permit unfair
discrimination between customers,
issuers, brokers, or dealers.
The Exchange operates in a highly
fragmented and competitive market in
which market participants can readily
direct their order flow to competing
venues if they deem fee levels at a
particular venue to be excessive or
incentives to be insufficient. More
specifically, the Exchange is only one of
sixteen registered equities exchanges,
and there are a number of alternative
trading systems and other off-exchange
venues, to which market participants
may direct their order flow. Based on
publicly available information, no single
registered equities exchange currently
has more than approximately 16% of
the total market share of executed
volume of equities trading.15 Thus, in
such a low-concentrated and highly
competitive market, no single equities
exchange possesses significant pricing
power in the execution of order flow,
and the Exchange currently represents
less than 1% of the overall market share.
The Commission and the courts have
repeatedly expressed their preference
for competition over regulatory
intervention in determining prices,
products, and services in the securities
markets. In Regulation NMS, the
Commission highlighted the importance
of market forces in determining prices
and SRO revenues and also recognized
that current regulation of the market
system ‘‘has been remarkably successful
in promoting market competition in its
broader forms that are most important to
investors and listed companies.’’ 16
The Exchange believes that the evershifting market share among the
exchanges from month to month
demonstrates that market participants
can shift order flow or discontinue to
reduce use of certain categories of
products, in response to new or
different pricing structures being
introduced into the market.
Accordingly, competitive forces
constrain the Exchange’s transaction
fees and rebates, and market
participants can readily trade on
competing venues if they deem pricing
levels at those other venues to be more
favorable. The Exchange believes the
proposal reflects a reasonable and
competitive pricing structure designed
to incentivize market participants to
direct additional orders that add
15 See
supra note 4.
Exchange Act Release No. 51808
(June 9, 2005), 70 FR 37499 (June 29, 2005).
16 Securities
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liquidity to the Exchange, which the
Exchange believes would deepen
liquidity and promote market quality on
the Exchange to the benefit of all market
participants.
Step-Up Added Liquidity Rebate
As noted above, volume based
incentives and discounts have been
widely adopted by exchanges (including
the Exchange),17 and are reasonable,
equitable and not unfairly
discriminatory because they are open to
all Members on an equal basis and
provide additional benefits that are
reasonably related to the value to an
exchange’s market quality associated
with higher levels of market activity,
such as higher levels of liquidity
provision and the introduction of higher
volumes of orders into the price and
volume discovery process. The
Exchange believes that the proposed
Step-Up Added Liquidity Rebate is
comparable to other incentives currently
offered by other exchanges,18 and is
reasonable, equitable and not unfairly
discriminatory for these same reasons,
as it provides Members with an
additional incentive to achieve a certain
volume threshold on the Exchange, is
available to all Members and, as noted
above, is designed to encourage
Members to increase their orders that
add liquidity on the Exchange in order
to qualify for an enhanced rebate for
qualifying executions of Added
Displayed Volume, which, in turn, the
Exchange believes would encourage the
submission of additional Added
Displayed Volume to the Exchange,
thereby promoting price discovery and
contributing to a deeper and more liquid
market to the benefit of all market
participants.
Cboe BZX provides a comparable
volume based incentive, referred to as
Step-Up Tiers, where the exchange will
provide a rebate of $0.0032 for
displayed orders that add liquidity
provided the required criteria for the
Tier is satisfied.19 Tier 1 criteria
17 See
supra note 10.
MEMX LLC, (‘‘MEMX’’) Fee Schedule on
its public website (available at https://
info.memxtrading.com/fee-schedule/) which
reflects an additive per share rebate of $0.0002 for
executions of added displayed volume for firms that
qualify for the Step-Up Additive Rebate’’ by
achieving certain specified volume thresholds
based upon Step-Up ADAV; see also Cboe BZX
Exchange, Inc. (‘‘Cboe BZX’’) Equities Fee Schedule
on its public website (available at https://
www.cboe.com/us/equities/membership/fee_
schedule/bzx/) which reflects enhanced rebates for
executions of added displayed volume for firms that
qualify for the ‘‘Step-Up Tiers’’ by achieving certain
specified volume thresholds, including thresholds
based upon Step-Up ADAV.
19 See Cboe BZX Fee Schedule, Step-Up Tiers, on
its public website (available at https://
18 See
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requires (1) MPID has a Step-Up Add
TCV 20 from May 2019 ≥ 0.10% and (2)
MPID has an ADV ≥ 0.50% of the TCV;
Tier 2 criteria requires (1) Member has
a Step-Up ADAV from January 2022 ≥
10,000,000 or Member has a Step-Up
Add TCV from January 2022 ≥ 0.10%;
and (2) Member has an ADV ≥ 0.30% of
the TCV or Member has an ADV ≥
35,000,000; and Tier 3 criteria requires
(1) MPID has a Step-Up ADAV 21 from
May 2021 ≥ 30,000,000 or MPID has a
Step-up Add TCV from May 2021 ≥
0.30%; and (2) MPID has an ADV ≥
0.30% of the TCV or MPID has an ADV
≥ 35,000,000.
The MEMX Exchange offers a similar
volume-based incentive, referred to as
the Step-Up Additive Rebate, in which
a qualifying Member will receive an
additive rebate for executions of certain
orders in securities priced at or above
$1.00 per share that add displayed
liquidity to the Exchange. To qualify for
the incentive MEMX members must
have (1) a Step-Up ADAV 22 (excluding
Retail Orders) from April 2022 ≥ 0.07%
of the TCV; 23 or (2) a Step-Up ADAV
from July 2022 ≥ 0.05% of the TCV and
an ADAV ≥ 0.30% of the TCV. 24
The Exchange proposes to adopt a
single Tier under its Step-Up Added
Liquidity Rebate table where Members
that satisfy the required criteria of
www.cboe.com/us/equities/membership/fee_
schedule/bzx/).
20 ‘‘Step-Up Add TCV’’ means ADAV as a
percentage of TCV in the relevant baseline month
subtracted from current ADAV as a percentage of
TCV. See Cboe BZX Fee Schedule, Definitions, on
its public website (available at https://
www.cboe.com/us/equities/membership/fee_
schedule/bzx/).
21 ‘‘Step-Up ADAV’’ means ADAV in the relevant
baseline month subtracted from current ADAV. See
Cboe BZX Fee Schedule, Definitions, on its public
website (available at https://www.cboe.com/us/
equities/membership/fee_schedule/bzx/).
22 MEMX defines Step-UP ADAV as the ADAV in
the relevant baseline month subtracted from the
current ADAV. ADAV is defined as the average
daily added volume calculated as the number of
shares added per day. ADAV is calculated on a
monthly basis. See MEMX Fee Schedule,
Definitions, available on its public website,
(available at https://info.memxtrading.com/feeschedule/).
23 MEMX defines TCV as the total consolidated
volume reported by all exchanges and trade
reporting facilities to a consolidated transaction
reporting plan for the month for which the fees
apply. See MEMX Fee Schedule, Definitions,
available on its public website, (available at https://
info.memxtrading.com/fee-schedule/).
24 See MEMX LLC, (‘‘MEMX’’) Fee Schedule on
its public website (available at https://
info.memxtrading.com/fee-schedule/); see also
Cboe BZX Exchange, Inc. (‘‘Cboe BZX’’) Equities
Fee Schedule on its public website (available at
https://www.cboe.com/us/equities/membership/fee_
schedule/bzx/) which reflects enhanced rebates for
executions of added displayed volume for firms that
qualify for the ‘‘Step-Up Tiers’’ by achieving certain
specified volume thresholds, including thresholds
based upon Step-Up ADAV.
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having a Step-Up ADAV as percentage
of TCV from July 2022 ≥ 0.03% of the
TCV qualify for an enhanced rebate for
of $0.0031 for Added Displayed Volume
in securities priced at or above $1.00. As
such, the Exchange believes the
proposed rebate for qualifying
executions of Added Displayed Volume
provided under the Step-Up Added
Liquidity Rebate for qualifying Members
is comparable to other exchanges 25 and
is reasonably related to the market
quality benefits that such incentive is
designed to promote.
The Exchange notes that the proposed
Step-Up Added Liquidity Rebate will
not adversely impact any Member’s
ability to qualify for reduced fees or
enhanced rebates offered under other
pricing tiers/incentives on the
Exchange. Should a Member not meet
the required criteria, the Member will
merely not receive the corresponding
rebate.
Market Quality Tier 2 Rebate Increase
The Exchange believes the proposed
increased rebate for executions of
displayed orders in securities priced at
or above $1.00 per share that add
liquidity to the Exchange for Members
that meet the Tier 2 criteria of the
Market Quality Tiers table is reasonable,
equitable, and consistent with the Act
because it is designed to incentivize
Members to improve the market quality
by quoting at the NBBO for a significant
portion of each day in a large number
of securities generally, and in a targeted
group of securities specifically (the MQ
Securities), thereby benefitting the
Exchange and other investors by
providing improved trading conditions
for all market participants through
narrower bid-ask spreads and increasing
the depth of liquidity available the
NBBO in a broad base of securities,
including the MQ Securities. The
Exchange further believes the proposed
increased rebate is reasonable and
appropriate because it is comparable to,
and competitive with, the rebate
provided by at least one other exchange
with a similar incentive program.26 The
25 See
supra note 18.
e.g., MEMX Fee Schedule on its public
website, (available at https://
info.memxtrading.com/fee-schedule/), which
provides for a rebate of $0.0033 per share in Tier
1 under MEMX’s Displayed Liquidity Incentive
(DLI) Tiers for executions of liquidity providing
displayed orders in securities priced at or above
$1.00 per share for members that have an NBBO
Time of at least 25% in an average of at least 1,000
securities per trading day during the month, and a
rebate of $0.0029 per share in Tier 2 for executions
of liquidity providing displayed orders in securities
priced at or above $1.00 per share for members that
have an NBBO Time of at least 25% in an average
of at least 400 securities per trading day during the
month.
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26 See
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Exchange further believes that this fee is
equitably allocated and not unfairly
discriminatory because it applies
equally to all Members and is designed
to facilitate increased activity on the
Exchange to the benefit of all Members
by providing more trading opportunities
and promoting price discovery.
Accordingly, the Exchange believes
that it is consistent with an equitable
allocation of fees and is not unfairly
discriminatory to increase the rebate
provided under Tier 2 of the Market
Quality Tiers table for executions of
displayed liquidity in recognition of the
benefits to the Exchange and market
participants, particularly as the
magnitude of the increase is not
unreasonably high, and is reasonably
related to enhanced market quality.
Adopt New Requirement for Remove
Volume
The Exchange believes its proposal to
adopt an additional requirement for
Members to qualify for either Tier 1 or
Tier 2 pricing under the Remove
Volume Tiers is reasonable, equitable
and not unfairly discriminatory because
it is equally applicable to all Members.
The Exchange believes its proposed
requirement is comparable to incentives
offered by at least one other exchange,
and is reasonable, equitable and not
unfairly discriminatory as it provides
Members with an additional incentive
to submit orders to the Exchange that
add liquidity in order to qualify for the
pricing provided for in Tier 1 and Tier
2 of the Remove Volume Tiers table.
MEMX charges a fee of $0.0030 for
removed volume from the MEMX
Book.27 However, MEMX members may
qualify for a discounted fee of $0.0029
if the member has (1) an ADV ≥ 0.45%
of the TCV and an ADAV ≥ 0.20% of the
TCV; or (2) an ADV ≥ 1.00% of the
TCV.28
The Exchange believes that the
additional liquidity requirement is
reasonably related to the market quality
benefits that such incentive is designed
to promote and that its Remove Volume
Tiers incentive is comparable to that of
at least one other exchange.29 The
proposed change is designed to
incentivize Members to be active
participants on the Exchange by both
adding and removing liquidity.
For the reasons discussed above, the
Exchange submits that the proposal
satisfies the requirements of Sections
27 See MEMX Fee Schedule, Transaction Fees, on
its public website (available at https://
info.memxtrading.com/fee-schedule/).
28 See MEMX Fee Schedule, Liquidity Removal
Tier, on its public website, (available at https://
info.memxtrading.com/fee-schedule/).
29 See id.
PO 00000
Frm 00107
Fmt 4703
Sfmt 4703
6(b)(4) and 6(b)(5) of the Act 30 in that
it provides for the equitable allocation
of reasonable dues, fees and other
charges among its Members and other
persons using its facilities and is not
designed to unfairly discriminate
between customers, issuers, brokers, or
dealers. As described more fully below
in the Exchange’s statement regarding
the burden on competition, the
Exchange believes that its transaction
pricing is subject to significant
competitive forces, and that the
proposed fees and rebates described
herein are appropriate to address such
forces.
B. Self-Regulatory Organization’s
Statement on Burden on Competition
The Exchange does not believe that
the proposed change will impose any
burden on competition not necessary or
appropriate in furtherance of the
purposes of the Act. The proposal is
intended to incentivize market
participants to direct additional orders
that add liquidity to the Exchange,
thereby deepening liquidity and
promoting market quality on the
Exchange to the benefit of all market
participants. As a result, the Exchange
believes the proposal would enhance its
competitiveness as a market that attracts
actionable orders, thereby making it a
more desirable destination venue for its
customers. Additionally, the Exchange’s
proposal to amend the column heading
on the Remove Volume Tiers is nonsubstantive and is intended to
accurately describe the information
contained in that specific column.
Intramarket Competition
The Exchange does not believe that
the proposal will impose any burden on
intramarket competition not necessary
or appropriate in furtherance of the
purposes of the Act. The Exchange
believes its proposal would incentivize
Members to submit additional orders
that add liquidity to the Exchange,
thereby contributing to a deeper and
more liquid market and promoting price
discovery and market quality on the
Exchange to the benefit of all market
participants and enhancing the
attractiveness of the Exchange as a
trading venue, which the Exchange
believes, in turn, would continue to
encourage market participants to direct
additional order flow to the Exchange.
Greater liquidity benefits all Members
by providing more trading opportunities
and encourages Members to send
additional orders to the Exchange,
thereby contributing to robust levels of
liquidity, which benefits all market
30 15
E:\FR\FM\01SEN1.SGM
U.S.C. 78f(b)(4) and (5).
01SEN1
Federal Register / Vol. 87, No. 169 / Thursday, September 1, 2022 / Notices
jspears on DSK121TN23PROD with NOTICES
participants. As described above, the
opportunity to qualify for the proposed
new Step-Up Added Liquidity Rebate,
and thus receive the proposed rebate for
qualifying executions of Added
Displayed Volume, would be available
to all Members that meet the associated
volume requirement, and the Exchange
believes the proposed rebate provided
under such incentive is reasonably
related to the enhanced market quality
that it is designed to promote. The
Exchange’s proposal to increase the Tier
2 incentive provided under the Market
Quality Tiers table and its proposal to
add an additional requirement to the
Remove Volume Tiers both serve to
incentivize Members to provide
additional liquidity to the Exchange,
thereby contributing to a deeper and
more liquid market and promoting price
discovery and market quality on the
Exchange to the benefit of all market
participants. As such the Exchange does
not believe the proposed changes would
impose any burden on intramarket
competition that is not necessary or
appropriate in furtherance of the
purpose of the Act.
Intermarket Competition
The Exchange believes its proposal
will benefit competition, and the
Exchange notes that it operates in a
highly competitive market. Members
have numerous alternative venues they
may participate on and direct their
order flow to, including fifteen other
equities exchanges and numerous
alternative trading systems and other
off-exchange venues. As noted above, no
single registered equities exchange
currently has more than 16% of the total
market share of executed volume of
equities trading.31 Thus, in such a lowconcentrated and highly competitive
market, no single equities exchange
possesses significant pricing power in
the execution of order flow. Moreover,
the Exchange believes that the evershifting market share among the
exchanges from month to month
demonstrates that market participants
can shift order flow in response to new
or different pricing structures being
introduced to the market. Accordingly,
competitive forces constrain the
Exchange’s transaction fees and rebates
generally, including with respect to
executions of Removed Volume, and
market participants can readily choose
to send their orders to other exchanges
and off-exchange venues if they deem
fee levels at those other venues to be
more favorable.
As described above, the proposed
changes represent a competitive
31 See
supra note 4.
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17:15 Aug 31, 2022
Jkt 256001
proposal through which the Exchange is
seeking to encourage additional order
flow to the Exchange through a volumebased incentive that is comparable to
volume-based incentives adopted by
other exchanges.32 The proposed change
to increase the rebate provided for in
Tier 2 of the Market Quality Tiers also
serves to encourage additional order
flow to the Exchange.
Accordingly, the Exchange believes
that its proposal would not burden, but
rather promote, intermarket competition
by enabling it to better compete with
other exchanges that offer similar
pricing incentives to market participants
that achieve certain volume criteria and
thresholds.
Additionally, the Commission has
repeatedly expressed its preference for
competition over regulatory
intervention in determining prices,
products, and services in the securities
markets. Specifically, in Regulation
NMS, the Commission highlighted the
importance of market forces in
determining prices and SRO revenues
and, also, recognized that current
regulation of the market system ‘‘has
been remarkably successful in
promoting market competition in its
broader forms that are most important to
investors and listed companies.’’ 33 The
fact that this market is competitive has
also long been recognized by the courts.
In NetCoalition v. Securities and
Exchange Commission, the D.C. circuit
stated: ‘‘[n]o one disputes that
competition for order flow is ‘fierce.’
. . . As the SEC explained, ‘[i]n the U.S.
national market system, buyers and
sellers of securities, and the brokerdealers that act as their routing agents,
have a wide range of choices of where
to route orders for execution’; [and] ‘no
exchange can afford to take its market
share percentages for granted’ because
‘no exchange possess a monopoly,
regulatory or otherwise, in the execution
of order flow from broker dealers’
. . .’’.34 Accordingly, the Exchange does
not believe its proposed pricing changes
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
Written comments were neither
solicited nor received.
32 See
supra note 18.
Securities Exchange Act Release No. 51808
(June 9, 2005), 70 FR 37496, 37499 (June 29, 2005).
34 NetCoalition v. SEC, 615 F.3d 525, 539 (D.C.
Cir. 2010) (quoting Securities Exchange Act Release
No. 59039 (December 2, 2008), 73 FR 74770, 74782–
83 (December 9, 2008) (SR–NYSE–2006–21)).
33 See
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Fmt 4703
Sfmt 4703
53817
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
The foregoing rule change has become
effective pursuant to Section
19(b)(3)(A)(ii) of the Act,35 and Rule
19b–4(f)(2) 36 thereunder. At any time
within 60 days of the filing of the
proposed rule change, the Commission
summarily may temporarily suspend
such rule change if it appears to the
Commission that such action is
necessary or appropriate in the public
interest, for the protection of investors,
or otherwise in furtherance of the
purposes of the Act. 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–
PEARL–2022–33 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–PEARL–2022–33. This file
number should be included on the
subject line if email is used. To help the
Commission process and review your
comments more efficiently, please use
only one method. The Commission will
post all comments on the Commission’s
internet 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
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
35 15
36 17
E:\FR\FM\01SEN1.SGM
U.S.C. 78s(b)(3)(A)(ii).
CFR 240.19b–4(f)(2).
01SEN1
53818
Federal Register / Vol. 87, No. 169 / Thursday, September 1, 2022 / Notices
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–PEARL–2022–33 and
should be submitted on or before
September 22, 2022.
Proposed Rule Change.5 On March 23,
2022, the Commission instituted
proceedings to determine whether to
approve or disapprove the Proposed
Rule Change.6 On June 23, 2022, the
Commission designated a longer period
for Commission action on the
proceedings to determine whether to
approve or disapprove the Proposed
Rule Change.7 The Commission has
received comments regarding the
substance of the Proposed Rule
Change.8 For the reasons discussed
below, the Commission is approving the
Proposed Rule Change.9
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.37
J. Matthew DeLesDernier,
Deputy Secretary.
FICC proposes to amend the
Government Securities Division
(‘‘GSD’’) Rulebook (the ‘‘GSD Rules’’)
and the Mortgage-Backed Securities
Division (‘‘MBSD’’) Clearing Rules (the
‘‘MBSD Rules,’’ and together with the
GSD Rules, the ‘‘Rules’’) of FICC in
order to (A) revise FICC’s capital
requirements for GSD members and
MBSD members (collectively,
‘‘members’’),10 (B) streamline FICC’s
Watch List and enhanced surveillance
list, and (C) make certain other
clarifying, technical, and supplementary
changes to implement items (A) and (B).
[FR Doc. 2022–18858 Filed 8–31–22; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–95616; File No. SR–FICC–
2021–009]
Self-Regulatory Organizations; Fixed
Income Clearing Corporation; Order
Approving of Proposed Rule Change
To Enhance Capital Requirements and
Make Other Changes
August 26, 2022.
I. Introduction
jspears on DSK121TN23PROD with NOTICES
On December 13, 2021, Fixed Income
Clearing Corporation (‘‘FICC’’) filed
with the Securities and Exchange
Commission (‘‘Commission’’) proposed
rule change SR–FICC–2021–009 (the
‘‘Proposed Rule Change’’) pursuant to
Section 19(b)(1) of the Securities
Exchange Act of 1934 (‘‘Act’’) 1 and Rule
19b–4 thereunder.2 The Proposed Rule
Change was published for comment in
the Federal Register on December 29,
2021.3 On January 26, 2022, pursuant to
Section 19(b)(2) of the Act,4 the
Commission designated a longer period
within which to approve, disapprove, or
institute proceedings to determine
whether to approve or disapprove the
37 17
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
3 See Securities Exchange Act Release No. 93857
(December 22, 2021), 86 FR 74130 (December 29,
2021) (File No. SR–FICC–2021–009) (‘‘Notice of
Filing’’).
4 15 U.S.C. 78s(b)(2).
1 15
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17:15 Aug 31, 2022
Jkt 256001
II. Description of the Proposed Rule
Change
5 Securities Exchange Act Release No. 94066
(January 26, 2022), 87 FR 5523 (February 1, 2022)
(SR–FICC–2021–009).
6 Securities Exchange Act Release No. 94497
(March 23, 2022), 87 FR 18409 (March 30, 2022)
(SR–FICC–2021–009).
7 Securities Exchange Act Release No. 95144
(June 23, 2022), 87 FR 38807 (June 29, 2022) (SR–
FICC–2021–009).
8 The Commission received one comment letter
that does not bear on the Proposed Rule Change.
The comment is available at https://www.sec.gov/
comments/sr-ficc-2021-009/srficc2021009.htm.
Since the proposed changes contained in this
Proposed Rule Change are similar to changes
proposed simultaneously by FICC’s affiliates,
National Securities Clearing Corporation and The
Depository Trust Company, the Commission has
considered all public comments received on the
proposals regardless of whether the comments are
submitted to the Proposed Rule Change or to the
proposals filed by FICC’s affiliates.
9 Capitalized terms not defined herein are defined
in FICC’s Rules, available at https://www.dtcc.com/
legal/rules-and-procedures.
10 FICC states that these capital requirements have
not been updated for nearly 20 years. See Notice of
Filing, supra note 3, at 74130. Although FICC has
not updated capital requirements for many of its
members in nearly 20 years, during that time FICC
has adopted new membership categories with
corresponding capital requirements that FICC
believes are still appropriate. As such, FICC is not
proposing changes to capital requirements for all
membership categories. See id.
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A. Changes to FICC’s Capital
Requirements for Members
i. GSD Netting Members and MBSD
Clearing Members
U.S. Broker-Dealer or Future
Commission Merchant Members: For
certain GSD Netting Members 11 and
MBSD Clearing Members,12 FICC
proposes not to change the applicable
capital requirements, but to (i) provide
expressly for equivalence among
measures of Excess Net Capital, Excess
Liquid Capital,13 and Excess Adjusted
Net Capital,14 depending on what such
members are required to report on their
regulatory filings 15 and (ii) make some
clarifying and conforming language
changes to improve the accessibility and
transparency of the capital
requirements, without substantive
effect. FICC also proposes to clarify that
an applicant must satisfy its applicable
capital requirements when it applies for
membership and at all times thereafter,
and therefore proposes to delete
language requiring that a member satisfy
its capital requirements as of the end of
the calendar month prior to the effective
date of its membership.
U.S. Bank and Trust Company
Members: For GSD Bank Netting
Members and MBSD Bank Clearing
Members, FICC proposes to (1) change
the measure of capital requirements for
banks and trust companies from equity
capital to common equity tier 1 capital
(‘‘CET1 Capital’’),16 (2) raise the
minimum capital requirements for
banks and trust companies from $100
million to $500 million, and (3) require
11 The GSD Netting Members include Dealer
Netting Members, Futures Commission Merchant
Netting Members, and Inter-Dealer Broker Netting
Members.
12 The MBSD Clearing Members include Dealer
Clearing Members and Inter-Dealer Broker Clearing
Members.
13 FICC proposes to define, in both the GSD and
MBSD Rules, Excess Liquid Capital as the
difference between the Liquid Capital of a
Government Securities Broker or Government
Securities Dealer and the minimum Liquid Capital
that such Government Securities Broker or
Government Securities Dealer must have to comply
with the requirements of 17 CFR Section 402.2(a),
(b) and (c), or any successor rule or regulation
thereto.
14 FICC proposes to define, in both the GSD and
MBSD Rules, Excess Adjusted Net Capital as the
difference between the adjusted net capital of a
Futures Commission Merchant and the minimum
adjusted net capital that such Futures Commission
Merchant must have to comply with the
requirements of 17 CFR Section 1.17(a)(1) or (a)(2),
or any successor rule or regulation thereto.
15 In addition to these requirements, FICC is
proposing that MBSD Inter-Dealer Clearing
Members have a Net Worth of $25 million.
16 Under the proposal, CET1 Capital would be
defined as an entity’s common equity tier 1 capital,
calculated in accordance with such entity’s
regulatory and/or statutory requirements.
E:\FR\FM\01SEN1.SGM
01SEN1
]]>Agencies
[Federal Register Volume 87, Number 169 (Thursday, September 1, 2022)]
[Notices]
[Pages 53813-53818]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2022-18858]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-95614; File No. SR-PEARL-2022-33]
Self-Regulatory Organizations; MIAX PEARL, LLC; Notice of Filing
and Immediate Effectiveness of a Proposed Rule Change To Amend the MIAX
Pearl Equities Fee Schedule
August 26, 2022.
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act'') \1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that
on August 17, 2022, MIAX PEARL, LLC (``MIAX Pearl'' or ``Exchange'')
filed with the Securities and Exchange Commission (``SEC'' or
``Commission'') a proposed rule change as described in Items I, II, and
III below, which Items have been prepared by the Exchange. The
Commission is publishing this notice to solicit comments on the
proposed rule change from interested persons.
---------------------------------------------------------------------------
\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------
I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange is filing a proposal to amend the fee schedule (the
``Fee Schedule'') applicable to MIAX Pearl Equities, an equities
trading facility of the Exchange.
The text of the proposed rule change is available on the Exchange's
website at https://www.miaxoptions.com/rule-filings/pearl at MIAX
Pearl's principal office, and at the Commission's Public Reference
Room.
II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
In its filing with the Commission, the Exchange included statements
concerning the purpose of and basis for the proposed rule change and
discussed any comments it received on the proposed rule change. The
text of these statements may be examined at the places specified in
Item IV below. The Exchange has prepared summaries, set forth in
sections A, B, and C below, of the most significant aspects of such
statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
1. Purpose
The purpose of the proposed rule change is to amend the Exchange's
Fee Schedule to (i) adopt a new volume based pricing incentive,
referred to as the ``Step-Up Added Liquidity Rebate,'' in which a
qualifying Equity Member \3\ (or ``Member'') will receive a rebate for
executions of certain orders in securities priced at or above $1.00 per
share that add displayed liquidity to the Exchange; (ii) increase the
rebate provided under Tier 2 of the Market Quality Tiers table; and
(iii) add an additional qualifying requirement to the Remove Volume
Tiers table. The Exchange originally filed this proposal on August 9,
2022, (SR-PEARL-2022-32). On August 18, 2022, the Exchange withdrew SR-
PEARL-2022-32 and resubmitted this proposal.
---------------------------------------------------------------------------
\3\ The term ``Equity Member'' is a Member authorized by the
Exchange to transact business on MIAX Pearl Equities. See Exchange
Rule 1901.
---------------------------------------------------------------------------
The Exchange first notes that it operates in a highly competitive
market in which market participants can readily direct order flow to
competing venues if they deem fee levels at a particular venue to be
excessive or incentives to be insufficient. More specifically, the
Exchange is only one of 16 registered equities exchanges, as well as a
number of alternative trading systems and other off-exchange venues, to
which market participants may direct their order flow. Based on
publicly available information, no single registered equities exchange
currently has more than approximately 16% of the total market share of
executed volume of equities trading, and the Exchange currently
represents approximately 1% of the overall market share.\4\
---------------------------------------------------------------------------
\4\ See MIAX's ``The market at a glance, MTD Average'',
available at https://www.miaxoptions.com/, (last visited July 25,
2022).
---------------------------------------------------------------------------
Adoption of Step-Up Added Liquidity Rebate
The Exchange currently provides a standard rebate of $0.0029 per
share for executions of orders in securities priced at or above $1.00
per share that add displayed liquidity to the Exchange (such orders,
``Added Displayed Volume''). The Exchange also currently offers various
volume-based tiers and incentives through which a Member may receive an
enhanced rebate for executions of Added Displayed Volume by achieving
the specified criteria that corresponds to a particular tier/incentive.
The Exchange now proposes to adopt a new volume-based incentive,
referred to by the Exchange as the Step-Up Added Liquidity Rebate, in
which the Exchange will provide a rebate of $0.0031 per share for
executions of certain orders that constitute Added
[[Page 53814]]
Displayed Volume for a Member that qualifies for the Step-Up Added
Liquidity Rebate by achieving a Step-Up ADAV \5\ as a % of TCV \6\ of
at least 0.03% over the baseline month of July 2022.\7\ For example,
assume a Member has an ADAV as a percent of TCV of 0.01% in July 2022.
That Member must achieve an ADAV as a percent of TCV \8\ equal to or
greater than 0.04% in a month in order to qualify for the Step-Up Added
Liquidity Rebate. As proposed, a Member that qualifies for the Step-Up
Added Liquidity Rebate will receive a rebate of $0.0031 per share for
each of such Member's executions of orders that constitute Added
Displayed Volume. The Exchange notes that the Step-Up Added Liquidity
Rebate will not apply to executions of orders in securities priced
below $1.00 per share or executions of orders that constitute added
non-displayed liquidity.
---------------------------------------------------------------------------
\5\ ADAV means average daily added volume calculated as the
number of shares added per day and ``ADV'' means average daily
volume calculated as the number of shares added or removed,
combined, per day. ADAV and ADV are calculated on a monthly basis.
The Exchange excludes from its calculation of ADAV and ADV shares
added or removed on any day that the Exchange's system experiences a
disruption that lasts for more than 60 minutes during regular
trading hours, on any day with a scheduled early market close, and
on the ``Russell Reconstitution Day'' (typically the last Friday in
June). Routed shares are not included in the ADAV or ADV
calculation. With prior notice to the Exchange, an Equity Member may
aggregate ADAV or ADV with other Equity Members that control, are
controlled by, or are under common control with such Equity Member
(as evidenced on such Equity Member's Form BD). See MIAX Pearl
Equities Exchange Fee Schedule, Definitions, on its public website
(available at https://www.miaxoptions.com/fees/pearl-equities).
\6\ TCV means total consolidated volume calculated as the volume
in shares reported by all exchanges and reporting facilities to a
consolidated transaction reporting plan for the month for which the
fees apply. The Exchange excludes from its calculation of TCV volume
on any given day that the Exchange's system experiences a disruption
that lasts for more than 60 minutes during Regular Trading Hours, on
any day with a scheduled early market close, and on the ``Russell
Reconstitution Day'' (typically the last Friday in June). See MIAX
Pearl Equities Exchange Fee Schedule, Definitions, on its public
website (available at https://www.miaxoptions.com/fees/pearl-equities).
\7\ The Exchange will use a baseline ADAV of 0.00% of TCV for
firms that become Members of the Exchange after July 2022 for the
purpose of the Step-Up Added Liquidity Rebate calculation.
\8\ The Exchange proposes to define ``Step-Up ADAV as a % of
TCV'' on its Fee Schedule to mean, ``ADAV as a percent of TCV in the
relevant baseline month subtracted from the current month's ADAV as
a percent of TCV.''
---------------------------------------------------------------------------
The Exchange believes that the proposed Step-Up Added Liquidity
Rebate provides an incremental incentive for Members to strive for
higher ADAV on the Exchange (above their ADAV in the baseline month of
July 2022) to receive the proposed rebate for qualifying executions of
Added Displayed Volume. As such, the proposed Step-Up Added Liquidity
Rebate is designed to incentivize Members that provide liquidity on the
Exchange to increase their orders that add liquidity to the Exchange in
order to qualify for the $0.0031 per share rebate for qualifying
executions of Added Displayed Volume, which, in turn, the Exchange
believes would encourage the submission of additional Added Displayed
Volume to the Exchange, thereby promoting price discovery and
contributing to a deeper and more liquid market to the benefit of all
market participants and enhancing the attractiveness of the Exchange as
a trading venue. The Exchange notes that the proposed Step-Up Added
Liquidity Rebate is comparable to other volume-based incentives and
discounts, which have been adopted by other exchanges,\9\ including
pricing incentives that provide an enhanced rebate for firms that
achieve a specified Step-Up ADAV threshold.\10\
---------------------------------------------------------------------------
\9\ See e.g. the CBOE EDGX Exchange, Inc. (``Cboe EDGX'')
Equities Fee Schedule, Add/Remove Volume Tiers, on its public
website (available at https://www.cboe.com/us/equities/membership/fee_schedule/bzx/); and the MEMX LLC, (``MEMX'') Fee Schedule,
Liquidity Provision Tiers, on its public website (available at
https://info.memxtrading.com/fee-schedule/).
\10\ See e.g. the CBOE BZX Exchange, Inc. (``Cboe BZX'')
Equities Fee Schedule, Step-Up Tiers, on its public website
(available at https://www.cboe.com/us/equities/membership/fee_schedule/bzx/); and the MEMX LLC, (``MEMX'') Fee Schedule, Step-
Up Additive Rebate, on its public website (available at https://info.memxtrading.com/fee-schedule/).
---------------------------------------------------------------------------
Market Quality Tier 2 Rebate Increase
The Exchange offers a tiered pricing structure, Market Quality
Tiers, designed to improve market quality on the Exchange in certain
specific securities, the ``Market Quality Securities'' or ``MQ
Securities,'' \11\ in the form of an enhanced rebate for executions of
displayed orders in securities priced at or above $1.00 per share that
add liquidity to the Exchange for Members that meet certain minimum
quoting requirements as defined in Tier 1 and Tier 2 of the Market
Quality Tiers table. The Exchange now proposes to increase the rebate
provided for executions that meet the Tier 2 criteria from $0.0034 to
$0.0035 per share (the Tier 1 rebate remains unchanged under this
proposal). The proposed change is for business and competitive reasons.
---------------------------------------------------------------------------
\11\ A list of the MQ Securities may be found on the Exchange's
public website (available at https://www.miaxoptions.com/fees/pearl-equities).
---------------------------------------------------------------------------
Adopt New Requirement for Remove Volume Tiers
Currently the Exchange offers a tiered pricing structure, Remove
Volume Tiers, applicable to fees charged for executions of Removed
Volume on the Exchange in securities priced at or above $1.00.
Specifically, the Exchange charges a fee of $0.0028 per share for
executions of Removed Volume for Members that qualify for Tier 1 by
achieving an ADV that is equal to or greater than 0.10% of the TCV; and
a fee of $0.0027 per share for Members that qualify for Tier 2 by
achieving an ADV that is equal to or greater than 0.15% of the TCV.
The Exchange now proposes to adopt a new requirement that must be
satisfied by Members in addition to the aforementioned Tier 1 and Tier
2 criteria. Specifically, the Exchange proposes to require Members to
execute at least 1,000 shares of added liquidity during the month to be
eligible for the lower fees provided for by either Tier 1 or Tier 2 in
the Remove Volume Tiers table. The proposed change is designed to
incentivize Members to be active participants on the Exchange by both
adding and removing liquidity. Additionally, as a result of adopting
this requirement, the Exchange proposes to change the column heading
from ``Percentage Threshold'' to ``Required Criteria'' to more
accurately describe the information contained in that column of the
Remove Volume Tiers table.
Implementation
The proposed changes are immediately effective.
2. Statutory Basis
The Exchange believes that its proposal to amend its Fee Schedule
is consistent with Section 6(b) of the Act \12\ in general, and
furthers the objectives of Section 6(b)(4) of the Act \13\ in
particular, in that it is an equitable allocation of reasonable fees
and other charges among its Members and issuers and other persons using
its facilities. The Exchange also believes that the proposed rule
change is consistent with the objectives of Section 6(b)(5) \14\ that
the rules of an exchange be designed to prevent fraudulent and
manipulative acts and practices, and 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
[[Page 53815]]
mechanism of a free and open market and a national market system, and,
in general, to protect investors and the public interest, and,
particularly, is not designed to permit unfair discrimination between
customers, issuers, brokers, or dealers.
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\12\ 15 U.S.C. 78f(b).
\13\ 15 U.S.C. 78f(b)(4).
\14\ 15 U.S.C. 78f(b)(5).
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The Exchange operates in a highly fragmented and competitive market
in which market participants can readily direct their order flow to
competing venues if they deem fee levels at a particular venue to be
excessive or incentives to be insufficient. More specifically, the
Exchange is only one of sixteen registered equities exchanges, and
there are a number of alternative trading systems and other off-
exchange venues, to which market participants may direct their order
flow. Based on publicly available information, no single registered
equities exchange currently has more than approximately 16% of the
total market share of executed volume of equities trading.\15\ Thus, in
such a low-concentrated and highly competitive market, no single
equities exchange possesses significant pricing power in the execution
of order flow, and the Exchange currently represents less than 1% of
the overall market share. The Commission and the courts have repeatedly
expressed their preference for competition over regulatory intervention
in determining prices, products, and services in the securities
markets. In Regulation NMS, the Commission highlighted the importance
of market forces in determining prices and SRO revenues and also
recognized that current regulation of the market system ``has been
remarkably successful in promoting market competition in its broader
forms that are most important to investors and listed companies.'' \16\
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\15\ See supra note 4.
\16\ Securities Exchange Act Release No. 51808 (June 9, 2005),
70 FR 37499 (June 29, 2005).
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The Exchange believes that the ever-shifting market share among the
exchanges from month to month demonstrates that market participants can
shift order flow or discontinue to reduce use of certain categories of
products, in response to new or different pricing structures being
introduced into the market. Accordingly, competitive forces constrain
the Exchange's transaction fees and rebates, and market participants
can readily trade on competing venues if they deem pricing levels at
those other venues to be more favorable. The Exchange believes the
proposal reflects a reasonable and competitive pricing structure
designed to incentivize market participants to direct additional orders
that add liquidity to the Exchange, which the Exchange believes would
deepen liquidity and promote market quality on the Exchange to the
benefit of all market participants.
Step-Up Added Liquidity Rebate
As noted above, volume based incentives and discounts have been
widely adopted by exchanges (including the Exchange),\17\ and are
reasonable, equitable and not unfairly discriminatory because they are
open to all Members on an equal basis and provide additional benefits
that are reasonably related to the value to an exchange's market
quality associated with higher levels of market activity, such as
higher levels of liquidity provision and the introduction of higher
volumes of orders into the price and volume discovery process. The
Exchange believes that the proposed Step-Up Added Liquidity Rebate is
comparable to other incentives currently offered by other
exchanges,\18\ and is reasonable, equitable and not unfairly
discriminatory for these same reasons, as it provides Members with an
additional incentive to achieve a certain volume threshold on the
Exchange, is available to all Members and, as noted above, is designed
to encourage Members to increase their orders that add liquidity on the
Exchange in order to qualify for an enhanced rebate for qualifying
executions of Added Displayed Volume, which, in turn, the Exchange
believes would encourage the submission of additional Added Displayed
Volume to the Exchange, thereby promoting price discovery and
contributing to a deeper and more liquid market to the benefit of all
market participants.
---------------------------------------------------------------------------
\17\ See supra note 10.
\18\ See MEMX LLC, (``MEMX'') Fee Schedule on its public website
(available at https://info.memxtrading.com/fee-schedule/) which
reflects an additive per share rebate of $0.0002 for executions of
added displayed volume for firms that qualify for the Step-Up
Additive Rebate'' by achieving certain specified volume thresholds
based upon Step-Up ADAV; see also Cboe BZX Exchange, Inc. (``Cboe
BZX'') Equities Fee Schedule on its public website (available at
https://www.cboe.com/us/equities/membership/fee_schedule/bzx/) which
reflects enhanced rebates for executions of added displayed volume
for firms that qualify for the ``Step-Up Tiers'' by achieving
certain specified volume thresholds, including thresholds based upon
Step-Up ADAV.
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Cboe BZX provides a comparable volume based incentive, referred to
as Step-Up Tiers, where the exchange will provide a rebate of $0.0032
for displayed orders that add liquidity provided the required criteria
for the Tier is satisfied.\19\ Tier 1 criteria requires (1) MPID has a
Step-Up Add TCV \20\ from May 2019 >= 0.10% and (2) MPID has an ADV >=
0.50% of the TCV; Tier 2 criteria requires (1) Member has a Step-Up
ADAV from January 2022 >= 10,000,000 or Member has a Step-Up Add TCV
from January 2022 >= 0.10%; and (2) Member has an ADV >= 0.30% of the
TCV or Member has an ADV >= 35,000,000; and Tier 3 criteria requires
(1) MPID has a Step-Up ADAV \21\ from May 2021 >= 30,000,000 or MPID
has a Step-up Add TCV from May 2021 >= 0.30%; and (2) MPID has an ADV
>= 0.30% of the TCV or MPID has an ADV >= 35,000,000.
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\19\ See Cboe BZX Fee Schedule, Step-Up Tiers, on its public
website (available at https://www.cboe.com/us/equities/membership/fee_schedule/bzx/).
\20\ ``Step-Up Add TCV'' means ADAV as a percentage of TCV in
the relevant baseline month subtracted from current ADAV as a
percentage of TCV. See Cboe BZX Fee Schedule, Definitions, on its
public website (available at https://www.cboe.com/us/equities/membership/fee_schedule/bzx/).
\21\ ``Step-Up ADAV'' means ADAV in the relevant baseline month
subtracted from current ADAV. See Cboe BZX Fee Schedule,
Definitions, on its public website (available at https://www.cboe.com/us/equities/membership/fee_schedule/bzx/).
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The MEMX Exchange offers a similar volume-based incentive, referred
to as the Step-Up Additive Rebate, in which a qualifying Member will
receive an additive rebate for executions of certain orders in
securities priced at or above $1.00 per share that add displayed
liquidity to the Exchange. To qualify for the incentive MEMX members
must have (1) a Step-Up ADAV \22\ (excluding Retail Orders) from April
2022 >= 0.07% of the TCV; \23\ or (2) a Step-Up ADAV from July 2022 >=
0.05% of the TCV and an ADAV >= 0.30% of the TCV. \24\
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\22\ MEMX defines Step-UP ADAV as the ADAV in the relevant
baseline month subtracted from the current ADAV. ADAV is defined as
the average daily added volume calculated as the number of shares
added per day. ADAV is calculated on a monthly basis. See MEMX Fee
Schedule, Definitions, available on its public website, (available
at https://info.memxtrading.com/fee-schedule/).
\23\ MEMX defines TCV as the total consolidated volume reported
by all exchanges and trade reporting facilities to a consolidated
transaction reporting plan for the month for which the fees apply.
See MEMX Fee Schedule, Definitions, available on its public website,
(available at https://info.memxtrading.com/fee-schedule/).
\24\ See MEMX LLC, (``MEMX'') Fee Schedule on its public website
(available at https://info.memxtrading.com/fee-schedule/); see also
Cboe BZX Exchange, Inc. (``Cboe BZX'') Equities Fee Schedule on its
public website (available at https://www.cboe.com/us/equities/membership/fee_schedule/bzx/) which reflects enhanced rebates for
executions of added displayed volume for firms that qualify for the
``Step-Up Tiers'' by achieving certain specified volume thresholds,
including thresholds based upon Step-Up ADAV.
---------------------------------------------------------------------------
The Exchange proposes to adopt a single Tier under its Step-Up
Added Liquidity Rebate table where Members that satisfy the required
criteria of
[[Page 53816]]
having a Step-Up ADAV as percentage of TCV from July 2022 >= 0.03% of
the TCV qualify for an enhanced rebate for of $0.0031 for Added
Displayed Volume in securities priced at or above $1.00. As such, the
Exchange believes the proposed rebate for qualifying executions of
Added Displayed Volume provided under the Step-Up Added Liquidity
Rebate for qualifying Members is comparable to other exchanges \25\ and
is reasonably related to the market quality benefits that such
incentive is designed to promote.
---------------------------------------------------------------------------
\25\ See supra note 18.
---------------------------------------------------------------------------
The Exchange notes that the proposed Step-Up Added Liquidity Rebate
will not adversely impact any Member's ability to qualify for reduced
fees or enhanced rebates offered under other pricing tiers/incentives
on the Exchange. Should a Member not meet the required criteria, the
Member will merely not receive the corresponding rebate.
Market Quality Tier 2 Rebate Increase
The Exchange believes the proposed increased rebate for executions
of displayed orders in securities priced at or above $1.00 per share
that add liquidity to the Exchange for Members that meet the Tier 2
criteria of the Market Quality Tiers table is reasonable, equitable,
and consistent with the Act because it is designed to incentivize
Members to improve the market quality by quoting at the NBBO for a
significant portion of each day in a large number of securities
generally, and in a targeted group of securities specifically (the MQ
Securities), thereby benefitting the Exchange and other investors by
providing improved trading conditions for all market participants
through narrower bid-ask spreads and increasing the depth of liquidity
available the NBBO in a broad base of securities, including the MQ
Securities. The Exchange further believes the proposed increased rebate
is reasonable and appropriate because it is comparable to, and
competitive with, the rebate provided by at least one other exchange
with a similar incentive program.\26\ The Exchange further believes
that this fee is equitably allocated and not unfairly discriminatory
because it applies equally to all Members and is designed to facilitate
increased activity on the Exchange to the benefit of all Members by
providing more trading opportunities and promoting price discovery.
---------------------------------------------------------------------------
\26\ See e.g., MEMX Fee Schedule on its public website,
(available at https://info.memxtrading.com/fee-schedule/), which
provides for a rebate of $0.0033 per share in Tier 1 under MEMX's
Displayed Liquidity Incentive (DLI) Tiers for executions of
liquidity providing displayed orders in securities priced at or
above $1.00 per share for members that have an NBBO Time of at least
25% in an average of at least 1,000 securities per trading day
during the month, and a rebate of $0.0029 per share in Tier 2 for
executions of liquidity providing displayed orders in securities
priced at or above $1.00 per share for members that have an NBBO
Time of at least 25% in an average of at least 400 securities per
trading day during the month.
---------------------------------------------------------------------------
Accordingly, the Exchange believes that it is consistent with an
equitable allocation of fees and is not unfairly discriminatory to
increase the rebate provided under Tier 2 of the Market Quality Tiers
table for executions of displayed liquidity in recognition of the
benefits to the Exchange and market participants, particularly as the
magnitude of the increase is not unreasonably high, and is reasonably
related to enhanced market quality.
Adopt New Requirement for Remove Volume
The Exchange believes its proposal to adopt an additional
requirement for Members to qualify for either Tier 1 or Tier 2 pricing
under the Remove Volume Tiers is reasonable, equitable and not unfairly
discriminatory because it is equally applicable to all Members. The
Exchange believes its proposed requirement is comparable to incentives
offered by at least one other exchange, and is reasonable, equitable
and not unfairly discriminatory as it provides Members with an
additional incentive to submit orders to the Exchange that add
liquidity in order to qualify for the pricing provided for in Tier 1
and Tier 2 of the Remove Volume Tiers table. MEMX charges a fee of
$0.0030 for removed volume from the MEMX Book.\27\ However, MEMX
members may qualify for a discounted fee of $0.0029 if the member has
(1) an ADV >= 0.45% of the TCV and an ADAV >= 0.20% of the TCV; or (2)
an ADV >= 1.00% of the TCV.\28\
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\27\ See MEMX Fee Schedule, Transaction Fees, on its public
website (available at https://info.memxtrading.com/fee-schedule/).
\28\ See MEMX Fee Schedule, Liquidity Removal Tier, on its
public website, (available at https://info.memxtrading.com/fee-schedule/).
---------------------------------------------------------------------------
The Exchange believes that the additional liquidity requirement is
reasonably related to the market quality benefits that such incentive
is designed to promote and that its Remove Volume Tiers incentive is
comparable to that of at least one other exchange.\29\ The proposed
change is designed to incentivize Members to be active participants on
the Exchange by both adding and removing liquidity.
---------------------------------------------------------------------------
\29\ See id.
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For the reasons discussed above, the Exchange submits that the
proposal satisfies the requirements of Sections 6(b)(4) and 6(b)(5) of
the Act \30\ in that it provides for the equitable allocation of
reasonable dues, fees and other charges among its Members and other
persons using its facilities and is not designed to unfairly
discriminate between customers, issuers, brokers, or dealers. As
described more fully below in the Exchange's statement regarding the
burden on competition, the Exchange believes that its transaction
pricing is subject to significant competitive forces, and that the
proposed fees and rebates described herein are appropriate to address
such forces.
---------------------------------------------------------------------------
\30\ 15 U.S.C. 78f(b)(4) and (5).
---------------------------------------------------------------------------
B. Self-Regulatory Organization's Statement on Burden on Competition
The Exchange does not believe that the proposed change will impose
any burden on competition not necessary or appropriate in furtherance
of the purposes of the Act. The proposal is intended to incentivize
market participants to direct additional orders that add liquidity to
the Exchange, thereby deepening liquidity and promoting market quality
on the Exchange to the benefit of all market participants. As a result,
the Exchange believes the proposal would enhance its competitiveness as
a market that attracts actionable orders, thereby making it a more
desirable destination venue for its customers. Additionally, the
Exchange's proposal to amend the column heading on the Remove Volume
Tiers is non-substantive and is intended to accurately describe the
information contained in that specific column.
Intramarket Competition
The Exchange does not believe that the proposal will impose any
burden on intramarket competition not necessary or appropriate in
furtherance of the purposes of the Act. The Exchange believes its
proposal would incentivize Members to submit additional orders that add
liquidity to the Exchange, thereby contributing to a deeper and more
liquid market and promoting price discovery and market quality on the
Exchange to the benefit of all market participants and enhancing the
attractiveness of the Exchange as a trading venue, which the Exchange
believes, in turn, would continue to encourage market participants to
direct additional order flow to the Exchange. Greater liquidity
benefits all Members by providing more trading opportunities and
encourages Members to send additional orders to the Exchange, thereby
contributing to robust levels of liquidity, which benefits all market
[[Page 53817]]
participants. As described above, the opportunity to qualify for the
proposed new Step-Up Added Liquidity Rebate, and thus receive the
proposed rebate for qualifying executions of Added Displayed Volume,
would be available to all Members that meet the associated volume
requirement, and the Exchange believes the proposed rebate provided
under such incentive is reasonably related to the enhanced market
quality that it is designed to promote. The Exchange's proposal to
increase the Tier 2 incentive provided under the Market Quality Tiers
table and its proposal to add an additional requirement to the Remove
Volume Tiers both serve to incentivize Members to provide additional
liquidity to the Exchange, thereby contributing to a deeper and more
liquid market and promoting price discovery and market quality on the
Exchange to the benefit of all market participants. As such the
Exchange does not believe the proposed changes would impose any burden
on intramarket competition that is not necessary or appropriate in
furtherance of the purpose of the Act.
Intermarket Competition
The Exchange believes its proposal will benefit competition, and
the Exchange notes that it operates in a highly competitive market.
Members have numerous alternative venues they may participate on and
direct their order flow to, including fifteen other equities exchanges
and numerous alternative trading systems and other off-exchange venues.
As noted above, no single registered equities exchange currently has
more than 16% of the total market share of executed volume of equities
trading.\31\ Thus, in such a low-concentrated and highly competitive
market, no single equities exchange possesses significant pricing power
in the execution of order flow. Moreover, the Exchange believes that
the ever-shifting market share among the exchanges from month to month
demonstrates that market participants can shift order flow in response
to new or different pricing structures being introduced to the market.
Accordingly, competitive forces constrain the Exchange's transaction
fees and rebates generally, including with respect to executions of
Removed Volume, and market participants can readily choose to send
their orders to other exchanges and off-exchange venues if they deem
fee levels at those other venues to be more favorable.
---------------------------------------------------------------------------
\31\ See supra note 4.
---------------------------------------------------------------------------
As described above, the proposed changes represent a competitive
proposal through which the Exchange is seeking to encourage additional
order flow to the Exchange through a volume-based incentive that is
comparable to volume-based incentives adopted by other exchanges.\32\
The proposed change to increase the rebate provided for in Tier 2 of
the Market Quality Tiers also serves to encourage additional order flow
to the Exchange.
---------------------------------------------------------------------------
\32\ See supra note 18.
---------------------------------------------------------------------------
Accordingly, the Exchange believes that its proposal would not
burden, but rather promote, intermarket competition by enabling it to
better compete with other exchanges that offer similar pricing
incentives to market participants that achieve certain volume criteria
and thresholds.
Additionally, the Commission has repeatedly expressed its
preference for competition over regulatory intervention in determining
prices, products, and services in the securities markets. Specifically,
in Regulation NMS, the Commission highlighted the importance of market
forces in determining prices and SRO revenues and, also, recognized
that current regulation of the market system ``has been remarkably
successful in promoting market competition in its broader forms that
are most important to investors and listed companies.'' \33\ The fact
that this market is competitive has also long been recognized by the
courts. In NetCoalition v. Securities and Exchange Commission, the D.C.
circuit stated: ``[n]o one disputes that competition for order flow is
`fierce.' . . . As the SEC explained, `[i]n the U.S. national market
system, buyers and sellers of securities, and the broker-dealers that
act as their routing agents, have a wide range of choices of where to
route orders for execution'; [and] `no exchange can afford to take its
market share percentages for granted' because `no exchange possess a
monopoly, regulatory or otherwise, in the execution of order flow from
broker dealers' . . .''.\34\ Accordingly, the Exchange does not believe
its proposed pricing changes impose any burden on competition that is
not necessary or appropriate in furtherance of the purposes of the Act.
---------------------------------------------------------------------------
\33\ See Securities Exchange Act Release No. 51808 (June 9,
2005), 70 FR 37496, 37499 (June 29, 2005).
\34\ NetCoalition v. SEC, 615 F.3d 525, 539 (D.C. Cir. 2010)
(quoting Securities Exchange Act Release No. 59039 (December 2,
2008), 73 FR 74770, 74782-83 (December 9, 2008) (SR-NYSE-2006-21)).
---------------------------------------------------------------------------
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
Written comments were neither solicited nor received.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
The foregoing rule change has become effective pursuant to Section
19(b)(3)(A)(ii) of the Act,\35\ and Rule 19b-4(f)(2) \36\ thereunder.
At any time within 60 days of the filing of the proposed rule change,
the Commission summarily may temporarily suspend such rule change if it
appears to the Commission that such action is necessary or appropriate
in the public interest, for the protection of investors, or otherwise
in furtherance of the purposes of the Act. If the Commission takes such
action, the Commission shall institute proceedings to determine whether
the proposed rule should be approved or disapproved.
---------------------------------------------------------------------------
\35\ 15 U.S.C. 78s(b)(3)(A)(ii).
\36\ 17 CFR 240.19b-4(f)(2).
---------------------------------------------------------------------------
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-PEARL-2022-33 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-PEARL-2022-33. This
file number should be included on the subject line if email is used. To
help the Commission process and review your comments more efficiently,
please use only one method. The Commission will post all comments on
the Commission's internet 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 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
[[Page 53818]]
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-
PEARL-2022-33 and should be submitted on or before September 22, 2022.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\37\
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\37\ 17 CFR 200.30-3(a)(12).
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J. Matthew DeLesDernier,
Deputy Secretary.
[FR Doc. 2022-18858 Filed 8-31-22; 8:45 am]
BILLING CODE 8011-01-P
