Self-Regulatory Organizations; MIAX PEARL, LLC; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Amend the MIAX Pearl Options Fee Schedule, 14402-14405 [2023-04686]

Download as PDF 14402 Federal Register / Vol. 88, No. 45 / Wednesday, March 8, 2023 / Notices and role; home, business, and billing address; phone number(s) and fax number; email(s); URL; text message number(s) and carrier; and Automated Clearing House (ACH) information. 2. Identity verification information: Question, answer, username, user ID, password, email address, text message address and carrier, and results of identity proofing validation. 3. Business specific information: Business type and location, business IDs, annual revenue, number of employees, industry, nonprofit rate status, mail owner, mail service provider, PC postage user, PC postage vendor, product usage information, annual and/or monthly shipping budget, payment method and information, planned use of product, age of website, and information submitted by, or collected from, business customers in connection with promotional marketing campaigns. 4. Customer preferences: Preferences to receive USPS marketing information, preferences to receive marketing information from USPS partners, preferred means of contact, preferred email language and format, preferred on-screen viewing language, product and/or service marketing preference. 5. Customer feedback: Method of referral to website. 6. Registration information: Date of registration. 7. Online user information: Internet Protocol (IP) address, domain name, operating system versions, browser version, date and time of connection, Media Access Control (MAC) address, device identifier, information about the software acting on behalf of the user (i.e., user agent), and geographic location. 8. International Inquiries: Name and address in Customer Registration account profile used to match with Sender name and address or Sender’s representative authority to file an international inquiry for a lost or damaged package. RECORD SOURCE CATEGORIES: lotter on DSK11XQN23PROD with NOTICES1 Customers, Individual Sender and Sender’s representative filing an international inquiry for lost or damaged packages. ROUTINE USES OF RECORDS MAINTAINED IN THE SYSTEM, INCLUDING CATEGORIES OF USERS AND PURPOSES OF SUCH USES: Standard routine uses 1. through 7., 10., and 11. apply. POLICIES AND PRACTICES FOR STORAGE OF RECORDS: Automated database, computer storage media, and paper. VerDate Sep<11>2014 16:48 Mar 07, 2023 Jkt 259001 POLICIES AND PRACTICES FOR RETRIEVAL OF RECORDS: By customer name, customer ID(s), phone number, mail, email address, IP address, text message address, and any customer information or online user information. By tracking number for International package shipments for which an individual sender or sender’s representative is filing an online International inquiry for loss or damage. POLICIES AND PRACTICES FOR RETENTION AND DISPOSAL OF RECORDS: 1. ACH records are retained up to 2 years. 2. Records stored in the registration database are retained until the customer cancels the profile record, 3 years after the customer last accesses records, or until the relationship ends. 3. For small business registration, records are retained 5 years after the relationship ends. 4. Online user information may be retained for 6 months. Records existing on paper are destroyed by burning, pulping, or shredding. Records existing on computer storage media are destroyed according to the applicable USPS media sanitization practice. ADMINISTRATIVE, TECHNICAL, AND PHYSICAL SAFEGUARDS: Paper records, computers, and computer storage media are located in controlled-access areas under supervision of program personnel. Access to these areas is limited to authorized personnel, who must be identified with a badge. Access to records is limited to individuals whose official duties require such access. Contractors and licensees are subject to contract controls and unannounced on-site audits and inspections. Computers are protected by mechanical locks, card key systems, or other physical access control methods. The use of computer systems is regulated with installed security software, computer logon identifications, and operating system controls including access controls, terminal and transaction logging, and file management software. Online data transmissions are protected by encryption. For small business registration, computer storage tapes and disks are maintained in controlled-access areas or under general scrutiny of program personnel. Access is controlled by logon ID and password as authorized by the Marketing organization via secure website. Online data transmissions are protected by encryption. PO 00000 Frm 00078 Fmt 4703 Sfmt 4703 RECORD ACCESS PROCEDURES: Requests for access must be made in accordance with the Notification Procedure above and USPS Privacy Act regulations regarding access to records and verification of identity under 39 CFR 266.5. CONTESTING RECORD PROCEDURES: See Notification Procedures and Record Access Procedures. NOTIFICATION PROCEDURES: Customers wanting to know if information about them is maintained in this system of records must address inquiries in writing to the system manager. Inquiries must contain name, address, and other identifying information. EXEMPTIONS PROMULGATED FOR THE SYSTEM: None. HISTORY: December 27, 2018, 83 FR 66768; August 25, 2016, 81 FR 58542; June 30, 2016, 81 FR 42760; June 20, 2014, 79 FR 35389; January 23, 2014, 79 FR 3881; July 11, 2012, 77 FR 40921; October 24, 2011, 76 FR 65756; May 08, 2008, 73 FR 26155; April 29, 2005, 70 FR 22516. Sarah Sullivan, Attorney, Ethics and Legal Compliance. [FR Doc. 2023–04339 Filed 3–7–23; 8:45 am] BILLING CODE 7710–12–P SECURITIES AND EXCHANGE COMMISSION [Release No. 34–97025; File No. SR– PEARL–2023–07] Self-Regulatory Organizations; MIAX PEARL, LLC; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Amend the MIAX Pearl Options Fee Schedule March 2, 2023. 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 February 24, 2023, MIAX PEARL, LLC (‘‘MIAX Pearl’’ or ‘‘Exchange’’) filed with the Securities and Exchange Commission (‘‘Commission’’) a proposed rule change as described in Items I, II, and III below, which Items have been prepared by the Exchange. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. 1 15 2 17 U.S.C. 78s(b)(1). CFR 240.19b–4. E:\FR\FM\08MRN1.SGM 08MRN1 Federal Register / Vol. 88, No. 45 / Wednesday, March 8, 2023 / Notices 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 MIAX Pearl Options Fee Schedule (the ‘‘Fee Schedule’’) to adopt fees for a new data product known as the Liquidity Taker Event Report— Resting Simple Orders.3 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 1. Purpose The Exchange recently adopted a new data product known as the Liquidity Taker Event Report—Resting Simple Orders (the ‘‘Report’’), which will be available for purchase to Exchange Members 4 on a voluntary basis. The Exchange now proposes to adopt fees for the Report. The proposal to adopt the Report was recently published by the Securities and Exchange Commission (‘‘Commission’’) and is described under Exchange Rule 531(c).5 The Report is an optional product available to Members. By way of background, the Report is a daily report that provides a Member lotter on DSK11XQN23PROD with NOTICES1 3 See, generally, Exchange Rule 531(c). 4 The term ‘‘Member’’ means an individual or organization that is registered with the Exchange pursuant to Chapter II of Exchange Rules for purposes of trading on the Exchange as an ‘‘Electronic Exchange Member’’ or ‘‘Market Maker.’’ Members are deemed ‘‘members’’ under the Exchange Act. See the Definitions Section of the Fee Schedule and Exchange Rule 100. 5 See Securities Exchange Act Release No. 96837 (February 8, 2023) (SR–PEARL–2023–01) (Notice of Filing and Immediate Effectiveness of a Proposed Rule Change to Amend Exchange Rule 531, Reports and Market Data Products, to Provide for the New ‘‘Liquidity Taker Event Report—Resting Simple Orders’’). VerDate Sep<11>2014 16:48 Mar 07, 2023 Jkt 259001 (‘‘Recipient Member’’) with its liquidity response time details for executions of an order resting on the Book 6 for the Exchange’s options market. The Report focuses on executions and contra-side responses that occurred after 200 microseconds of the time the resting order was received by the Exchange and within 200 microseconds of receipt of the first attempt to execute against the resting order after the initial 200 microsecond time period has expired. The following information is included in the Report regarding the resting order: (A) the time the resting order was received by the Exchange; (B) symbol; (C) order reference number, which is a unique reference number assigned to a new order at the time of receipt; (D) whether the Recipient Member is an Affiliate 7 of the Member that entered the resting order; 8 (E) origin type (e.g., Priority Customer,9 Market Maker 10); (F) side (buy or sell); and (G) displayed price and size of the resting order. The following information is included in the Report regarding the execution of the resting order: (A) the PBBO 11 at the time of execution; 12 (B) the ABBO 13 at the time of execution; 14 (C) the time 6 The term ‘‘Book’’ means ‘‘the electronic book of buy and sell orders and quotes maintained by the System.’’ See Exchange Rule 100. The term ‘‘System’’ means the automated trading system used by the Exchange for the trading of securities. See id. 7 The term ‘‘affiliate’’ of or person ‘‘affiliated with’’ another person means a person who, directly, or indirectly, controls, is controlled by, or is under common control with, such other person. See Exchange Rule 100. 8 The Report will simply indicate whether the Recipient Member is Affiliate of the Member that entered the resting order and not include any other information that may indicate the identity of the Member that entered the resting order. 9 The term ‘‘Priority Customer’’ means a person or entity that (i) is not a broker or dealer in securities, and (ii) does not place more than 390 orders in listed options per day on average during a calendar month for its own beneficial account(s). The number of orders shall be counted in accordance with Interpretation and Policy .01 of Exchange Rule 100. See the Definitions Section of the Fee Schedule and Exchange Rule 100. 10 The term ‘‘Market Maker’’ or ‘‘MM’’ means a Member registered with the Exchange for the purpose of making markets in options contracts traded on the Exchange and that is vested with the rights and responsibilities specified in Chapter VI of these Rules. See Exchange Rule 100. 11 The term ‘‘PBBO’’ means the best bid or offer on MIAX Pearl. See Exchange Rule 100. 12 Exchange Rule 531(c)(1)(ii)(A) provides that if the resting order executes against multiple contraside responses, only the PBBO at the time of the execution against the first response will be included. 13 The term ‘‘ABBO’’ or ‘‘Away Best Bid or Offer’’ means the best bid(s) or offer(s) disseminated by other Eligible Exchanges (defined in Exchange Rule 1400(g)) and calculated by the Exchange based on market information received by the Exchange from OPRA. See Exchange Rule 100. 14 Exchange Rule 531(c)(1)(ii)(B) further provides that if the resting order executes against multiple PO 00000 Frm 00079 Fmt 4703 Sfmt 4703 14403 first response that executes against the resting order was received by the Exchange and the size of the execution and type of the response; 15 and (D) whether the response was entered by the Recipient Member. The following information is included in the Report regarding response(s) sent by the Recipient Member: (A) Recipient Member identifier; (B) the time difference between the time the first response that executes against the resting order was received by the Exchange and the time of each response sent by the Recipient Member, regardless of whether it executed or not; 16 (C) size and type of each response submitted by Recipient Member; and (D) response reference number, which is a unique reference number attached to the response by the Recipient Member. The Exchange proposes to amend Section 7), Reports, of the Fee Schedule, to add a new row for the Report, which will provide that Members may purchase the Report on a monthly or annual (12-month) basis. The Exchange proposes to assess a monthly fee of $2,000 per month and a fee of $12,000 per year for a 12-month subscription for the Report. Members may cancel their subscription at any time. The Exchange also proposes to specify that for midmonth subscriptions, new subscribers will be charged for the full calendar month for which they subscribe and will be provided Report data for each trading day of the calendar month prior to the day on which they subscribed. The Exchange intends to begin to offer the Report and charge the proposed fees on March 1, 2023. 2. Statutory Basis The Exchange believes that the proposed rule change is consistent with Section 6(b) of the Act,17 in general, and furthers the objectives of Section 6(b)(5) of the Act,18 in particular, in that it is designed to prevent fraudulent and manipulative acts and practices, to promote just and equitable principles of trade, to remove impediments to and perfect the mechanism of a free and contra-side responses, only the ABBO at the time of the execution against the first response will be included. 15 The time the Exchange received the response order would be in nanoseconds and would be the time the response was received by the Exchange’s network, which is before the time the response would be received by the System. 16 For purposes of calculating this duration of time, the Exchange will use the time the resting order and the Recipient Member’s response(s) is received by the Exchange’s network, both of which would be before the order and response(s) would be received by the System. This time difference would be provided in nanoseconds. 17 15 U.S.C. 78f(b). 18 15 U.S.C. 78f(b)(5). E:\FR\FM\08MRN1.SGM 08MRN1 lotter on DSK11XQN23PROD with NOTICES1 14404 Federal Register / Vol. 88, No. 45 / Wednesday, March 8, 2023 / Notices open market and a national market system, and to protect investors and the public interest, and that it is not designed to permit unfair discrimination among customers, brokers, or dealers. The Exchange also believes that its proposal to adopt fees for the Report is consistent with Section 6(b) of the Act 19 in general, and furthers the objectives of Section 6(b)(4) of the Act 20 in particular, in that it is an equitable allocation of dues, fees and other charges among its Members and other recipients of Exchange data. In adopting Regulation NMS, the Commission granted self-regulatory organizations (‘‘SROs’’) and brokerdealers increased authority and flexibility to offer new and unique market data to the public. It was believed that this authority would expand the amount of data available to consumers, and also spur innovation and competition for the provision of market data. The Exchange believes that the Report further broadens the availability of U.S. option market data to investors consistent with the principles of Regulation NMS. The Report also promotes increased transparency through the dissemination of the Report. Particularly, the Report will benefit investors by facilitating their prompt access to the value added information that is included in the Report. The Report will allow Members to access information regarding their trading activity that they may utilize to evaluate their own trading behavior and order interactions. The Exchange operates in a highly competitive environment. Indeed, there are currently 16 registered options exchanges that trade options. Based on publicly available information, no single options exchange has more than 13% of the equity options market share and currently the Exchange represents only approximately 6.97% of the equity options market share.21 The Commission has repeatedly expressed its preference for competition over regulatory intervention in determining prices, products, and services in the securities markets. Particularly, 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 19 15 U.S.C. 78f(b). U.S.C. 78f(b)(4). 21 See Market at a Glance, available at https:// www.miaxoptions.com/ (last visited February 9, 2023). 20 15 VerDate Sep<11>2014 16:48 Mar 07, 2023 Jkt 259001 investors and listed companies.’’ 22 Making similar data products available to market participants fosters competition in the marketplace, and constrains the ability of exchanges to charge supra-competitive fees. In the event that a market participant views one exchange’s data product as more attractive than the competition, that market participant can, and often does, switch between similar products. The proposed fees are a result of the competitive environment of the U.S. options industry as the Exchange seeks to adopt fees to attract purchasers of the recently introduced Report. The Exchange believes the proposed fees are reasonable as the proposed fees are both modest and lower than fees charged by the Exchange for a similar data product.23 The proposed fees for this Report are less expensive than the Exchange’s existing report because the Exchange believes that the information provided in the Report may not be as valuable to market participants as the other information contained in the Exchange’s similar report, which measures the data in the first 200 microseconds of the time the resting order was received by the Exchange. While the Exchange believes that this Report is useful, it may not be as helpful as the other report offered by the Exchange. Indeed, if the Exchange proposed fees that market participants viewed as excessively high, then the proposed fees would simply serve to reduce demand for the Exchange’s data product, which as noted, is entirely optional. Other options exchanges are also free to introduce their own comparable data products with lower prices to better compete with the Exchange’s offering.24 As such, the Exchange believes that the proposed fees are reasonable and set at a level to compete with other options exchanges that may choose to offer similar reports. Moreover, if a market participant views another exchange’s potential report as 22 See Securities Exchange Act Release No. 51808 (June 9, 2005), 70 FR 37496, 37499 (June 29, 2005) (‘‘Regulation NMS Adopting Release’’). 23 The Exchange offers another Liquidity Taker Event Reports for Simple Orders that focuses on executions and contra-side responses received within 200 microseconds of the time the resting order was received by the Exchange. See Exchange Rule 531(a). The Exchange charges a monthly fee of $4,000 and a discounted annual (12 month) fee of $24,000 for this report. See Fee Schedule, Section 7, providing fees for the Liquidity Taker Event Report, available at https://www.miaxoptions.com/ fees/pearl. 24 This is supported by the BOX Exchange LLC (‘‘BOX’’) recently copying one similar report recently adopted by the Exchange, the Liquidity Taker Event Report, described under Exchange Rule 531(a). See Securities Exchange Act Release Nos. 94563 (March 31, 2022), 87 FR 19985 (April 6, 2022) (SR–BOX–2022–10). PO 00000 Frm 00080 Fmt 4703 Sfmt 4703 more attractive, then such market participant can merely choose not to purchase the Exchange’s Report and instead purchase another exchange’s similar data product, which may offer similar data points, albeit based on that other market’s trading activity. The Exchange also believes providing an annual subscription for an overall lower fee than a monthly subscription is equitable and reasonable because it would enable the Exchange to gauge long-term interest in the Report. A lower annual subscription fee would also incentivize Members to subscribe to the Report on a long-term basis, thereby improving the efficiency by which the Exchange may deliver the Report by doing so on a regular basis over a prolonged and set period of time. The Exchange notes it provides an annual subscription for a similar report.25 The Exchange also believes the proposed fees are reasonable as they would support the introduction of a new market data product to Members that are interested in gaining insight into latency in connection with orders that failed to execute against an order resting on the Exchange’s Book. The Report accomplishes this by providing those Members data to analyze by how much time their order may have missed an execution against a contra-side order resting on the Book. Members may use this data to optimize their models and trading patterns in an effort to yield better execution results by calculating by how much time their order may have missed an execution. Selling market data, such as the Report, is also a means by which exchanges compete to attract business. To the extent that the Exchange is successful in attracting subscribers for the Report, it may earn trading revenues and further enhance the value of its data products. If the market deems the proposed fees to be unfair or inequitable, firms can diminish or discontinue their use of the data and/or avail themselves of similar products that may be offered by other exchanges.26 The Exchange, therefore, believes that the proposed fees for the Report reflect the competitive environment and would be properly assessed on Member users. The Exchange also believes the proposed fees are equitable and not unfairly discriminatory as the fees would apply equally to all users who choose to purchase such data. It is a business decision of each Member that 25 See Fee Schedule, Section 7, providing an annual subscription for the Liquidity Taker Event Report, available at https://www.miaxoptions.com/ fees/pearl. 26 See supra note 24. E:\FR\FM\08MRN1.SGM 08MRN1 Federal Register / Vol. 88, No. 45 / Wednesday, March 8, 2023 / Notices lotter on DSK11XQN23PROD with NOTICES1 chooses to purchase the Report. The Exchange’s proposed fees would not differentiate between subscribers that purchase the Report and are set at a modest level that would allow any interested Member to purchase such data based on their business needs. The Exchange reiterates that the decision as to whether or not to purchase the Report is entirely optional for all potential subscribers. Indeed, no market participant is required to purchase the Report, and the Exchange is not required to make the Report available to all investors. It is entirely a business decision of each Member to subscribe to the Report. The Exchange offers the Report as a convenience to Members to provide them with additional information regarding trading activity on the Exchange on a delayed basis after the close of regular trading hours. A Member that chooses to subscribe to the Report may discontinue receiving the Report at any time if that Member determines that the information contained in the Report is no longer useful. B. Self-Regulatory Organization’s Statement on Burden on Competition The Exchange does not believe that the proposed rule change will result in any burden on competition that is not necessary or appropriate in furtherance of the purposes of the Act. The Exchange made the Report available in order to keep pace with changes in the industry and evolving customer needs and demands, and believes the data product will contribute to robust competition among national securities exchanges. As a result, the Exchange believes this proposed rule change permits fair competition among national securities exchanges. The Exchange also does not believe the proposed fees would cause any unnecessary or inappropriate burden on intermarket competition as other exchanges are free to introduce their own comparable data product with lower prices to better compete with the Exchange’s offering. The Exchange operates in a highly competitive environment, and its ability to price the Report is constrained by competition among exchanges who choose to adopt a similar product. The Exchange must consider this in its pricing discipline in order to compete for the market data. For example, proposing fees that are excessively higher than fees for potentially similar data products would simply serve to reduce demand for the Exchange’s data product, which as discussed, market participants are under no obligation to utilize. In this competitive environment, potential VerDate Sep<11>2014 16:48 Mar 07, 2023 Jkt 259001 purchasers are free to choose which, if any, similar product to purchase to satisfy their need for market information. As a result, the Exchange believes this proposed rule change permits fair competition among national securities exchanges. The Exchange does not believe the proposed rule change would cause any unnecessary or inappropriate burden on intramarket competition. Particularly, the proposed product and fees apply uniformly to any purchaser in that the Exchange does not differentiate between subscribers that purchase the Report. The proposed fees are set at a modest level that would allow any interested Member to purchase such data based on their business needs. 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,27 and Rule 19b–4(f)(2) 28 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: 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–2023–07. 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 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–2023–07, and should be submitted on or before March 29,2023. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.29 Sherry R. Haywood, Assistant Secretary. [FR Doc. 2023–04686 Filed 3–7–23; 8:45 am] BILLING CODE 8011–01–P 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–2023–07 on the subject line. 27 15 28 17 PO 00000 U.S.C. 78s(b)(3)(A)(ii). CFR 240.19b–4(f)(2). Frm 00081 Fmt 4703 Sfmt 9990 14405 29 17 E:\FR\FM\08MRN1.SGM CFR 200.30–3(a)(12). 08MRN1

Agencies

[Federal Register Volume 88, Number 45 (Wednesday, March 8, 2023)]
[Notices]
[Pages 14402-14405]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2023-04686]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-97025; File No. SR-PEARL-2023-07]


Self-Regulatory Organizations; MIAX PEARL, LLC; Notice of Filing 
and Immediate Effectiveness of a Proposed Rule Change To Amend the MIAX 
Pearl Options Fee Schedule

March 2, 2023.
    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 February 24, 2023, MIAX PEARL, LLC (``MIAX Pearl'' or ``Exchange'') 
filed with the Securities and Exchange Commission (``Commission'') a 
proposed rule change as described in Items I, II, and III below, which 
Items have been prepared by the Exchange. The Commission is publishing 
this notice to solicit comments on the proposed rule change from 
interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.

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[[Page 14403]]

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 MIAX Pearl Options 
Fee Schedule (the ``Fee Schedule'') to adopt fees for a new data 
product known as the Liquidity Taker Event Report--Resting Simple 
Orders.\3\
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    \3\ See, generally, Exchange Rule 531(c).
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    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 Exchange recently adopted a new data product known as the 
Liquidity Taker Event Report--Resting Simple Orders (the ``Report''), 
which will be available for purchase to Exchange Members \4\ on a 
voluntary basis. The Exchange now proposes to adopt fees for the 
Report. The proposal to adopt the Report was recently published by the 
Securities and Exchange Commission (``Commission'') and is described 
under Exchange Rule 531(c).\5\ The Report is an optional product 
available to Members.
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    \4\ The term ``Member'' means an individual or organization that 
is registered with the Exchange pursuant to Chapter II of Exchange 
Rules for purposes of trading on the Exchange as an ``Electronic 
Exchange Member'' or ``Market Maker.'' Members are deemed 
``members'' under the Exchange Act. See the Definitions Section of 
the Fee Schedule and Exchange Rule 100.
    \5\ See Securities Exchange Act Release No. 96837 (February 8, 
2023) (SR-PEARL-2023-01) (Notice of Filing and Immediate 
Effectiveness of a Proposed Rule Change to Amend Exchange Rule 531, 
Reports and Market Data Products, to Provide for the New ``Liquidity 
Taker Event Report--Resting Simple Orders'').
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    By way of background, the Report is a daily report that provides a 
Member (``Recipient Member'') with its liquidity response time details 
for executions of an order resting on the Book \6\ for the Exchange's 
options market. The Report focuses on executions and contra-side 
responses that occurred after 200 microseconds of the time the resting 
order was received by the Exchange and within 200 microseconds of 
receipt of the first attempt to execute against the resting order after 
the initial 200 microsecond time period has expired.
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    \6\ The term ``Book'' means ``the electronic book of buy and 
sell orders and quotes maintained by the System.'' See Exchange Rule 
100. The term ``System'' means the automated trading system used by 
the Exchange for the trading of securities. See id.
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    The following information is included in the Report regarding the 
resting order: (A) the time the resting order was received by the 
Exchange; (B) symbol; (C) order reference number, which is a unique 
reference number assigned to a new order at the time of receipt; (D) 
whether the Recipient Member is an Affiliate \7\ of the Member that 
entered the resting order; \8\ (E) origin type (e.g., Priority 
Customer,\9\ Market Maker \10\); (F) side (buy or sell); and (G) 
displayed price and size of the resting order.
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    \7\ The term ``affiliate'' of or person ``affiliated with'' 
another person means a person who, directly, or indirectly, 
controls, is controlled by, or is under common control with, such 
other person. See Exchange Rule 100.
    \8\ The Report will simply indicate whether the Recipient Member 
is Affiliate of the Member that entered the resting order and not 
include any other information that may indicate the identity of the 
Member that entered the resting order.
    \9\ The term ``Priority Customer'' means a person or entity that 
(i) is not a broker or dealer in securities, and (ii) does not place 
more than 390 orders in listed options per day on average during a 
calendar month for its own beneficial account(s). The number of 
orders shall be counted in accordance with Interpretation and Policy 
.01 of Exchange Rule 100. See the Definitions Section of the Fee 
Schedule and Exchange Rule 100.
    \10\ The term ``Market Maker'' or ``MM'' means a Member 
registered with the Exchange for the purpose of making markets in 
options contracts traded on the Exchange and that is vested with the 
rights and responsibilities specified in Chapter VI of these Rules. 
See Exchange Rule 100.
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    The following information is included in the Report regarding the 
execution of the resting order: (A) the PBBO \11\ at the time of 
execution; \12\ (B) the ABBO \13\ at the time of execution; \14\ (C) 
the time first response that executes against the resting order was 
received by the Exchange and the size of the execution and type of the 
response; \15\ and (D) whether the response was entered by the 
Recipient Member.
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    \11\ The term ``PBBO'' means the best bid or offer on MIAX 
Pearl. See Exchange Rule 100.
    \12\ Exchange Rule 531(c)(1)(ii)(A) provides that if the resting 
order executes against multiple contra-side responses, only the PBBO 
at the time of the execution against the first response will be 
included.
    \13\ The term ``ABBO'' or ``Away Best Bid or Offer'' means the 
best bid(s) or offer(s) disseminated by other Eligible Exchanges 
(defined in Exchange Rule 1400(g)) and calculated by the Exchange 
based on market information received by the Exchange from OPRA. See 
Exchange Rule 100.
    \14\ Exchange Rule 531(c)(1)(ii)(B) further provides that if the 
resting order executes against multiple contra-side responses, only 
the ABBO at the time of the execution against the first response 
will be included.
    \15\ The time the Exchange received the response order would be 
in nanoseconds and would be the time the response was received by 
the Exchange's network, which is before the time the response would 
be received by the System.
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    The following information is included in the Report regarding 
response(s) sent by the Recipient Member: (A) Recipient Member 
identifier; (B) the time difference between the time the first response 
that executes against the resting order was received by the Exchange 
and the time of each response sent by the Recipient Member, regardless 
of whether it executed or not; \16\ (C) size and type of each response 
submitted by Recipient Member; and (D) response reference number, which 
is a unique reference number attached to the response by the Recipient 
Member.
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    \16\ For purposes of calculating this duration of time, the 
Exchange will use the time the resting order and the Recipient 
Member's response(s) is received by the Exchange's network, both of 
which would be before the order and response(s) would be received by 
the System. This time difference would be provided in nanoseconds.
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    The Exchange proposes to amend Section 7), Reports, of the Fee 
Schedule, to add a new row for the Report, which will provide that 
Members may purchase the Report on a monthly or annual (12-month) 
basis. The Exchange proposes to assess a monthly fee of $2,000 per 
month and a fee of $12,000 per year for a 12-month subscription for the 
Report. Members may cancel their subscription at any time. The Exchange 
also proposes to specify that for mid-month subscriptions, new 
subscribers will be charged for the full calendar month for which they 
subscribe and will be provided Report data for each trading day of the 
calendar month prior to the day on which they subscribed.
    The Exchange intends to begin to offer the Report and charge the 
proposed fees on March 1, 2023.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with Section 6(b) of the Act,\17\ in general, and furthers the 
objectives of Section 6(b)(5) of the Act,\18\ in particular, in that it 
is designed to prevent fraudulent and manipulative acts and practices, 
to promote just and equitable principles of trade, to remove 
impediments to and perfect the mechanism of a free and

[[Page 14404]]

open market and a national market system, and to protect investors and 
the public interest, and that it is not designed to permit unfair 
discrimination among customers, brokers, or dealers. The Exchange also 
believes that its proposal to adopt fees for the Report is consistent 
with Section 6(b) of the Act \19\ in general, and furthers the 
objectives of Section 6(b)(4) of the Act \20\ in particular, in that it 
is an equitable allocation of dues, fees and other charges among its 
Members and other recipients of Exchange data.
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    \17\ 15 U.S.C. 78f(b).
    \18\ 15 U.S.C. 78f(b)(5).
    \19\ 15 U.S.C. 78f(b).
    \20\ 15 U.S.C. 78f(b)(4).
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    In adopting Regulation NMS, the Commission granted self-regulatory 
organizations (``SROs'') and broker-dealers increased authority and 
flexibility to offer new and unique market data to the public. It was 
believed that this authority would expand the amount of data available 
to consumers, and also spur innovation and competition for the 
provision of market data. The Exchange believes that the Report further 
broadens the availability of U.S. option market data to investors 
consistent with the principles of Regulation NMS. The Report also 
promotes increased transparency through the dissemination of the 
Report. Particularly, the Report will benefit investors by facilitating 
their prompt access to the value added information that is included in 
the Report. The Report will allow Members to access information 
regarding their trading activity that they may utilize to evaluate 
their own trading behavior and order interactions.
    The Exchange operates in a highly competitive environment. Indeed, 
there are currently 16 registered options exchanges that trade options. 
Based on publicly available information, no single options exchange has 
more than 13% of the equity options market share and currently the 
Exchange represents only approximately 6.97% of the equity options 
market share.\21\ The Commission has repeatedly expressed its 
preference for competition over regulatory intervention in determining 
prices, products, and services in the securities markets. Particularly, 
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.'' \22\ Making 
similar data products available to market participants fosters 
competition in the marketplace, and constrains the ability of exchanges 
to charge supra-competitive fees. In the event that a market 
participant views one exchange's data product as more attractive than 
the competition, that market participant can, and often does, switch 
between similar products. The proposed fees are a result of the 
competitive environment of the U.S. options industry as the Exchange 
seeks to adopt fees to attract purchasers of the recently introduced 
Report.
---------------------------------------------------------------------------

    \21\ See Market at a Glance, available at https://www.miaxoptions.com/ (last visited February 9, 2023).
    \22\ See Securities Exchange Act Release No. 51808 (June 9, 
2005), 70 FR 37496, 37499 (June 29, 2005) (``Regulation NMS Adopting 
Release'').
---------------------------------------------------------------------------

    The Exchange believes the proposed fees are reasonable as the 
proposed fees are both modest and lower than fees charged by the 
Exchange for a similar data product.\23\ The proposed fees for this 
Report are less expensive than the Exchange's existing report because 
the Exchange believes that the information provided in the Report may 
not be as valuable to market participants as the other information 
contained in the Exchange's similar report, which measures the data in 
the first 200 microseconds of the time the resting order was received 
by the Exchange. While the Exchange believes that this Report is 
useful, it may not be as helpful as the other report offered by the 
Exchange. Indeed, if the Exchange proposed fees that market 
participants viewed as excessively high, then the proposed fees would 
simply serve to reduce demand for the Exchange's data product, which as 
noted, is entirely optional. Other options exchanges are also free to 
introduce their own comparable data products with lower prices to 
better compete with the Exchange's offering.\24\ As such, the Exchange 
believes that the proposed fees are reasonable and set at a level to 
compete with other options exchanges that may choose to offer similar 
reports. Moreover, if a market participant views another exchange's 
potential report as more attractive, then such market participant can 
merely choose not to purchase the Exchange's Report and instead 
purchase another exchange's similar data product, which may offer 
similar data points, albeit based on that other market's trading 
activity.
---------------------------------------------------------------------------

    \23\ The Exchange offers another Liquidity Taker Event Reports 
for Simple Orders that focuses on executions and contra-side 
responses received within 200 microseconds of the time the resting 
order was received by the Exchange. See Exchange Rule 531(a). The 
Exchange charges a monthly fee of $4,000 and a discounted annual (12 
month) fee of $24,000 for this report. See Fee Schedule, Section 7, 
providing fees for the Liquidity Taker Event Report, available at 
https://www.miaxoptions.com/fees/pearl.
    \24\ This is supported by the BOX Exchange LLC (``BOX'') 
recently copying one similar report recently adopted by the 
Exchange, the Liquidity Taker Event Report, described under Exchange 
Rule 531(a). See Securities Exchange Act Release Nos. 94563 (March 
31, 2022), 87 FR 19985 (April 6, 2022) (SR-BOX-2022-10).
---------------------------------------------------------------------------

    The Exchange also believes providing an annual subscription for an 
overall lower fee than a monthly subscription is equitable and 
reasonable because it would enable the Exchange to gauge long-term 
interest in the Report. A lower annual subscription fee would also 
incentivize Members to subscribe to the Report on a long-term basis, 
thereby improving the efficiency by which the Exchange may deliver the 
Report by doing so on a regular basis over a prolonged and set period 
of time. The Exchange notes it provides an annual subscription for a 
similar report.\25\
---------------------------------------------------------------------------

    \25\ See Fee Schedule, Section 7, providing an annual 
subscription for the Liquidity Taker Event Report, available at 
https://www.miaxoptions.com/fees/pearl.
---------------------------------------------------------------------------

    The Exchange also believes the proposed fees are reasonable as they 
would support the introduction of a new market data product to Members 
that are interested in gaining insight into latency in connection with 
orders that failed to execute against an order resting on the 
Exchange's Book. The Report accomplishes this by providing those 
Members data to analyze by how much time their order may have missed an 
execution against a contra-side order resting on the Book. Members may 
use this data to optimize their models and trading patterns in an 
effort to yield better execution results by calculating by how much 
time their order may have missed an execution.
    Selling market data, such as the Report, is also a means by which 
exchanges compete to attract business. To the extent that the Exchange 
is successful in attracting subscribers for the Report, it may earn 
trading revenues and further enhance the value of its data products. If 
the market deems the proposed fees to be unfair or inequitable, firms 
can diminish or discontinue their use of the data and/or avail 
themselves of similar products that may be offered by other 
exchanges.\26\ The Exchange, therefore, believes that the proposed fees 
for the Report reflect the competitive environment and would be 
properly assessed on Member users. The Exchange also believes the 
proposed fees are equitable and not unfairly discriminatory as the fees 
would apply equally to all users who choose to purchase such data. It 
is a business decision of each Member that

[[Page 14405]]

chooses to purchase the Report. The Exchange's proposed fees would not 
differentiate between subscribers that purchase the Report and are set 
at a modest level that would allow any interested Member to purchase 
such data based on their business needs.
---------------------------------------------------------------------------

    \26\ See supra note 24.
---------------------------------------------------------------------------

    The Exchange reiterates that the decision as to whether or not to 
purchase the Report is entirely optional for all potential subscribers. 
Indeed, no market participant is required to purchase the Report, and 
the Exchange is not required to make the Report available to all 
investors. It is entirely a business decision of each Member to 
subscribe to the Report. The Exchange offers the Report as a 
convenience to Members to provide them with additional information 
regarding trading activity on the Exchange on a delayed basis after the 
close of regular trading hours. A Member that chooses to subscribe to 
the Report may discontinue receiving the Report at any time if that 
Member determines that the information contained in the Report is no 
longer useful.

B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange does not believe that the proposed rule change will 
result in any burden on competition that is not necessary or 
appropriate in furtherance of the purposes of the Act. The Exchange 
made the Report available in order to keep pace with changes in the 
industry and evolving customer needs and demands, and believes the data 
product will contribute to robust competition among national securities 
exchanges. As a result, the Exchange believes this proposed rule change 
permits fair competition among national securities exchanges.
    The Exchange also does not believe the proposed fees would cause 
any unnecessary or inappropriate burden on intermarket competition as 
other exchanges are free to introduce their own comparable data product 
with lower prices to better compete with the Exchange's offering. The 
Exchange operates in a highly competitive environment, and its ability 
to price the Report is constrained by competition among exchanges who 
choose to adopt a similar product. The Exchange must consider this in 
its pricing discipline in order to compete for the market data. For 
example, proposing fees that are excessively higher than fees for 
potentially similar data products would simply serve to reduce demand 
for the Exchange's data product, which as discussed, market 
participants are under no obligation to utilize. In this competitive 
environment, potential purchasers are free to choose which, if any, 
similar product to purchase to satisfy their need for market 
information. As a result, the Exchange believes this proposed rule 
change permits fair competition among national securities exchanges.
    The Exchange does not believe the proposed rule change would cause 
any unnecessary or inappropriate burden on intramarket competition. 
Particularly, the proposed product and fees apply uniformly to any 
purchaser in that the Exchange does not differentiate between 
subscribers that purchase the Report. The proposed fees are set at a 
modest level that would allow any interested Member to purchase such 
data based on their business needs.

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,\27\ and Rule 19b-4(f)(2) \28\ 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.
---------------------------------------------------------------------------

    \27\ 15 U.S.C. 78s(b)(3)(A)(ii).
    \28\ 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-2023-07 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-2023-07. 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 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-2023-07, and should be submitted 
on or before March 29, 2023.
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    \29\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\29\
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2023-04686 Filed 3-7-23; 8:45 am]
BILLING CODE 8011-01-P
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