Self-Regulatory Organizations; Cboe EDGA Exchange, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Amend Its Fees Schedule by Replacing Its Inverted Pricing Model With a Maker-Taker Model for Its Equity Trading Platform, 88068-88075 [2024-25732]
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A. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–101492; File No. SR–
CboeEDGA–2024–045]
Self-Regulatory Organizations; Cboe
EDGA Exchange, Inc.; Notice of Filing
and Immediate Effectiveness of a
Proposed Rule Change To Amend Its
Fees Schedule by Replacing Its
Inverted Pricing Model With a MakerTaker Model for Its Equity Trading
Platform
October 31, 2024.
Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934 (the
‘‘Act’’),1 and Rule 19b–4 thereunder,2
notice is hereby given that on October
28, 2024, Cboe EDGA Exchange, Inc.
(the ‘‘Exchange’’ or ‘‘EDGA’’) filed with
the Securities and Exchange
Commission (the ‘‘Commission’’) the
proposed rule change as described in
Items I, II, and III below, which Items
have been prepared by the 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
Effective November 1, 2024, Cboe
EDGA Exchange, Inc. (the ‘‘Exchange’’
or ‘‘EDGA’’) proposes to amend its Fee
Schedule. The text of the proposed rule
change is provided in Exhibit 5.
The text of the proposed rule change
is available on the Exchange’s website
(https://markets.cboe.com/us/equities/
regulation/rule_filings/edga/), at the
Exchange’s Office of the Secretary, and
at the Commission’s Public Reference
Room.
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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.
1 15
2 17
U.S.C. 78s(b)(1).
CFR 240.19b–4.
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1. Purpose
Many exchanges today utilize makertaker pricing under which a rebate is
provided to orders that add liquidity
and a fee is assessed to orders that
remove liquidity. The Exchange
currently utilizes an inverse of the
maker-taker pricing model referred to as
a taker-maker pricing model in which a
fee is provided to orders that add
liquidity and a rebate is provided to
orders that remove liquidity. As
described below, the Exchange proposes
to amend its Fee Schedule applicable to
its equities trading platform (‘‘EDGA
Equities’’) by replacing its inverted
pricing model with a maker-taker
model. The Exchange proposes to
implement these changes effective
November 1, 2024.
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
that do not have similar self-regulatory
responsibilities under the Securities
Exchange Act of 1934 (the ‘‘Act’’), to
which market participants may direct
their order flow. The Exchange submits
this proposal in response to industry
feedback and for business and
competitive reasons. Specifically, the
Exchange notes that the market share of
taker-maker exchanges has been steadily
declining in recent years. The Exchange
analyzed its internal data and found
that, the market share of inverted
markets has dropped from
approximately 8% in April 2020 to
2.6% in July 2024. Similarly, the
average monthly notional volume of
taker-maker exchanges has declined
from approximately $528.0 billion in
2021 to an average monthly notional
volume of $267.4 billion in 2024 (yearto-date). In addition to the decline in
taker-maker exchanges’ market share,
the Exchange has received feedback
from at least one Member that the
economics of the inverted exchange
model are no longer profitable, which
has led to the Exchange to believe that
a transition to a maker-taker model may
help to improve the Exchange’s market
share. Finally, in addition to replacing
its inverted pricing model with a makertaker model, the Exchange also proposes
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to eliminate tiered pricing, which
provides Members opportunities to
qualify for higher rebates or reduced
fees where certain volume criteria and
thresholds are met. By eliminating
tiered pricing incentives, the Exchange
can instead redirect its resources and
funding to focus on providing a
simplified fee structure, whereby
Members, regardless of their size or
trading volume, can receive the same
rebates and pay the same fees for certain
order types.
Fee Code Rate Changes
In securities priced at or above $1.00,
the Exchange currently charges a
standard fee of $0.0030 per share for
orders that add liquidity to EDGA and
provides a standard rebate of $0.0016
per share for orders that remove
liquidity from EDGA. Currently, for
securities priced below $1.00 the
Exchange does not charge a standard fee
to add or remove liquidity. The
Exchange also assesses a standard fee of
$0.0030 per share in orders that route
liquidity away from EDGA in securities
priced at or above $1.00 and assesses a
standard fee of 0.30% of the dollar value
of the transaction in orders that route
liquidity away from EDGA in securities
priced below $1.00.
Effective November 1, 2024, the
Exchange now proposes to provide a
standard rebate of $0.0027 per share to
all orders that add liquidity in securities
priced at or above $1.00 and proposes
to charge a standard fee of $0.0030 to all
orders that remove liquidity in
securities priced at or above $1.00.
Certain order types that add liquidity to
EDGA will receive lower rebates than
the standard rate of $0.0027 (discussed
infra).
As a result of the proposed change,
the Exchange proposes to make
corresponding changes to the following
fee codes for securities priced at or
above $1.00:
Adding Liquidity Fee Codes
• Orders appended with fee code 3,
which is appended to orders that add
liquidity to EDGA in Tape A or Tape C
securities during the pre and post
market,3 are currently charged a fee of
$0.00300 per share. The Exchange
proposes that orders appended with fee
3 See EDGA Equities Rules 1.5(r) and 1.5(s). The
term ‘‘Post-Closing Session’’ shall mean the time
between 4:00 p.m. and 8:00 p.m. Eastern Time. The
term ‘‘Pre-Opening Session’’ shall mean the time
between 8:00 a.m. and 9:30 a.m. Eastern Time. The
Exchange notes that Post-Closing Session shall have
the same meaning as ‘‘post market’’ on the EDGA
Fee Schedule and Pre-Opening Session shall have
the same meaning as ‘‘pre market’’ on the EDGA Fee
Schedule.
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code 3 will now receive a rebate of
$0.00270 per share.
• Orders appended with fee code 4,
which is appended to orders that add
liquidity to EDGA in Tape B securities
during the pre and post market, are
currently charged a fee of $0.00300 per
share. The Exchange proposes that
orders appended with fee code 4 will
now receive a rebate of $0.00270 per
share.
• Orders appended with fee code B,
which is appended to orders that add
liquidity to EDGA in Tape B securities,
are currently charged a fee of $0.00300
per share. The Exchange proposes that
orders appended with fee code B will
now receive a rebate of $0.00270 per
share.
• Orders appended with fee code DM,
which is appended to orders that add
liquidity to EDGA using MidPoint
Discretionary orders (‘‘MDOs’’) 4 within
the discretionary range, are currently
charged a fee of $0.00300 per share. The
Exchange proposes that orders
appended with fee code DM will now
receive a rebate of $0.00200 per share.
• Orders appended with fee code DQ,
which is appended to QDP Orders 5 that
add liquidity to EDGA, are currently
charged a fee of $0.001800 per share.
The Exchange proposes that orders
appended with fee code DQ will now
receive a rebate of $0.00200 per share.
• Orders appended with fee code HA,
which is appended to non-displayed
orders 6 that add liquidity to EDGA, are
currently charged a fee of $0.00300 per
share. The Exchange proposes that
orders appended with fee code HA will
now receive a rebate of $0.00250 per
share.
• Orders appended with fee code
MM, which is appended to nondisplayed orders that add liquidity to
EDGA using Mid-Point Peg, 7 are
4 See EDGA Equities Rule 11.8(e). A MidPoint
Discretionary Order (‘‘MDO’’) is a limit order to buy
that is pegged to the NBB, with or without an offset,
with discretion to execute at prices up to and
including the midpoint of the NBBO, or a limit
order to sell that is pegged to the NBO, with or
without an offset, with discretion to execute at
prices down to and including the midpoint of the
NBBO.
5 See EDGA Equities Rule 11.8(e)(10). Quote
Depletion Protection (‘‘QDP’’) is an optional
instruction that a User may include on an MDO to
limit the order’s ability to exercise discretion in
certain circumstances.
6 See EDGA Equities Rule 11.6(e)(2). NonDisplayed is an instruction the User may attach to
an order stating that the order is not to be displayed
by the System on the EDGA Book.
7 See EDGA Equities Rule 11.8(d). A MidPoint
Peg Order is a non-displayed Market Order or Limit
Order with an instruction to execute at the
midpoint of the NBBO, or, alternatively, pegged to
the less aggressive of the midpoint of the NBBO or
one minimum price variation inside the same side
of the NBBO as the order.
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currently charged a fee of $0.00100 per
share. The Exchange proposes that
orders appended with fee code MM will
now receive a rebate of $0.00250 per
share.
• Orders appended with fee code RP,
which is appended to non-displayed
orders that add liquidity to EDGA using
Supplemental Peg, 8 are currently
charged a fee of $0.00300 per share. The
Exchange proposes that orders
appended with fee code RP will now
receive a rebate of $0.00250 per share.
• Orders appended with fee code V,
which is appended to orders that add
liquidity to EDGA in Tape A securities,
are currently charged a fee of $0.00300
per share. The Exchange proposes that
orders appended with fee code V will
now receive a rebate of $0.00270 per
share.
• Orders appended with fee code Y,
which is appended to orders that add
liquidity to EDGA in Tape C securities,
are currently charged a fee of $0.00300
per share. The Exchange proposes that
orders appended with fee code Y will
now receive a rebate of $0.00270 per
share.
The Exchange notes that certain fee
codes will receive a rebate that is less
than the proposed standard rebate of
$0.00270 per share. In the case of fee
codes DM and DQ, these fee codes are
appended to MDOs that add liquidity
and execute within a discretionary
range or MDOs utilizing the optional
QDP instruction and will receive a
proposed rebate of $0.00200, which is
lower than the standard rebate. In both
instances, the order being added to
EDGA executes at a non-displayed price
and the Exchange provides lower
rebates to non-displayed orders in order
to incentivize adding displayed
liquidity to EDGA. The same rationale is
true for non-displayed orders appended
with fee codes HA, MM, and RP. For fee
codes HA, MM, and RP, the Exchange
proposes to provide a lower rebate of
$0.00250 per share as these fee codes
are appended to various non-displayed
orders that add liquidity to EDGA.
Given the Exchange seeks to encourage
displayed liquidity, the Exchange
believes it is reasonable to offer the
proposed lower rebate for non-displayed
liquidity-adding orders.
In addition to the proposed rate
changes for existing fee codes described
8 See
EDGA Equities Rule 11.8(g). A
Supplemental Peg Order is a non-displayed Limit
Order that is eligible for execution at the NBB for
a buy order and NBO for a sell order against an
order that is in the process of being routed to an
away Trading Center if such order that is in the
process of being routed away is equal to or less than
the aggregate size of the Supplemental Peg Order
interest available at that price.
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88069
above, the Exchange proposes to
introduce two new fee codes for orders
that add liquidity and discontinue an
existing fee code used for liquidityadding orders. First, the Exchange
proposes to introduce fee codes DD and
DN A description of each is provided
below:
• Fee code DD will be appended to
orders that add liquidity to EDGA using
a displayed MDO that executes at a
price not within the discretionary range.
Orders appended with fee code DD will
receive a rebate of $0.00270 per share.
There will be no rebates for securities
priced below $1.00.
• Fee code DN will be appended to
orders that add liquidity to EDGA using
a non-displayed MDO that executes at a
price not within the discretionary range.
Orders appended with fee code DN will
receive a rebate of $0.00200 per share.
There will no rebates for securities
priced below $1.00.
Next, the Exchange proposes to
discontinue fee code DA, which is
appended to an order that adds liquidity
to EDGA using an MDO and executes
outside the discretionary range. The
Exchange proposes to discontinue this
fee code as it has introduced fee codes
DD and DN, which provide additional
granularity into how an MDO may be
entered and execute on EDGA.
Specifically, an MDO may be entered as
either a displayed or non-displayed
order and may execute at a price within
or outside the discretionary range.9 The
discretionary range appended to an
MDO is always non-displayed.10 As
such, when an MDO executes at a price
within the discretionary range, it
executes at a non-displayed price, will
be appended with fee code DM, and will
receive a lower rebate ($0.00200) than a
displayed order ($0.00270). However, an
MDO that executes at a price outside the
discretionary range may be displayed or
non-displayed. As such, introducing fee
codes DD and DN will allow the
Exchange to provide the standard rebate
of $0.00270 to displayed MDOs that
execute outside the discretionary range
and a lower rebate of $0.00200 to nondisplayed MDOs that execute outside
the discretionary range. The lower, nondisplayed rebate is commensurate with
the rebate received by orders appended
with fee code DM, which are similarly
not displayed.
Removing Liquidity Fee Codes
• Orders appended with fee code 6,
which is appended to orders that
remove liquidity from EDGA during the
pre and post market, currently receive a
9 See
EDGA Equities Rule 11.8(e)(4).
EDGA Equities Rule 11.6(d).
10 See
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rebate of $0.00160 per share. The
Exchange proposes that orders
appended with fee code 6 will now be
charged a fee of $0.00300 per share.
• Orders appended with fee code BB,
which is appended to orders that
remove liquidity from EDGA in Tape B
securities, currently receive a rebate of
$0.00160 per share. The Exchange
proposes that orders appended with fee
code BB will now be charged a fee of
$0.00300 per share.
• Orders appended with fee code DX,
which is appended to QDP orders that
remove liquidity from EDGA, are
currently charged a fee of $0.00040 per
share. The Exchange proposes that
orders appended with fee code DX will
now be charged a fee of $0.00300 per
share.
• Orders appended with fee code HR,
which is appended to non-displayed
orders that remove liquidity from
EDGA, currently execute at no cost. The
Exchange proposes that orders
appended with fee code HR will now be
charged a fee of $0.00300 per share.
• Orders appended with fee code MT,
which is appended to orders that
remove liquidity designated as MidPoint Peg from EDGA, currently execute
at no cost. The Exchange proposes that
orders appended with fee code MT will
now be charged a fee of $0.00300 per
share.
• Orders appended with fee code N,
which is appended to orders that
remove liquidity from EDGA in Tape C
securities, currently receive a rebate of
$0.00160 per share. The Exchange
proposes that orders appended with fee
code N will now be charged a fee of
$0.00300 per share.
• Orders appended with fee code W,
which is appended to orders that
remove liquidity from EDGA in Tape A
securities, currently receive a rebate of
$0.00160 per share. The Exchange
proposes that orders appended with fee
code W will now be charged a fee of
$0.00300 per share.
Next, the Exchange proposes to
discontinue fee codes, DR and DT. The
fee code DR is appended to orders that
remove liquidity from EDGA using an
MDO and that executes outside the
discretionary range. The fee code DT is
appended to orders that remove
liquidity from EDGA using an MDO that
executes within the discretionary range.
Based on the proposal to transition
EDGA to a maker-taker exchange, and
the proposed changes to MDO order
behavior on Exchange,11 MDOs can only
11 The Exchange notes that in connection with
transitioning EDGA to a maker-taker fee model,
certain order types, including MDOs, will behave
differently. Here, MDOs entered onto EDGA will
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act as liquidity providing orders, unless
they have a QDP instruction. Because
MDOs without a QDP instruction will
only add liquidity, and a separate fee
code (i.e., DX) already exists for MDOs
with QDP instructions that remove
liquidity, fee codes DR and DT are no
longer necessary.
Routing Fee Codes
Fee Code Description Changes and
Removal
In addition to the proposed rate
changes for certain fee codes associated
with the switch to maker-taker pricing,
the Exchange also proposes to amend
certain fee code descriptions associated
with fee codes used for routing
strategies. The Exchange notes that
certain routing strategies are being
discontinued 12 and as such, will no
longer be referenced in certain fee code
descriptions. The proposed changes are
as follows:
• Fee code BY, which is appended to
orders that are routed to BYX using
Destination Specific (‘‘DIRC’’),13
ROUC,14 ROBB 15 or ROCO 16 routing
strategies will be amended to remove
the references to the ROBB and ROCO
routing strategies, as these strategies are
being removed from EDGA.
• Fee code NX, which is appended to
orders routed to NYSE National using
ROBB, ROCO or ROUC routing
strategies will be amended to remove
the references to the ROBB and ROCO
now act as liquidity providers and will not remove
liquidity. The Exchange has filed a separate
proposal codifying the change in behavior of MDOs,
and certain other order types, as well as the removal
of certain routing options. See SR–CboeEDGA–
2024–042.
12 Id.
13 See EDGA Equities Rule 11.11(g)(13).
Destination Specific is a routing option under
which an order checks the System for available
shares and then is sent to an away trading center
or centers specified by the User.
14 See EDGA Equities Rule 11.11(g)(1). ROUC is
a routing option under which an order checks the
System for available shares and then is sent to
destinations on the System routing table, Nasdaq
OMX BX, and NYSE. If shares remain unexecuted
after routing, they are posted on the EDGX (sic)
Book, unless otherwise instructed by the User.
15 See EDGA Equities Rule 11.11(g)(3)(D). ROBB
checks the System for available shares and then
sends the order to destinations on the System
routing table. If shares remain unexecuted after
routing, they are posted on the book, unless
otherwise instructed by the User. See also Cboe US
Equities FIX Specification, at p. 26, available at:
https://cdn.cboe.c/resources/membership/Cboe_
US_Equities_FIX_Specification.pdf.
16 See EDGA Equities Rule 11.11(g)(3)(E). ROCO
checks the System for available shares and then
sends the order to destinations on the System
routing table. If shares remain unexecuted after
routing, they are posted on the book, unless
otherwise instructed by the User. See also Cboe US
Equities FIX Specification, at p. 26, available at:
https://cdn.cboe.c/resources/membership/Cboe_
US_Equities_FIX_Specification.pdf.
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Sfmt 4703
routing strategies, as these strategies are
being removed from EDGA.
• Fee code Z, which is appended to
orders routed to a non-exchange
destination using ROCO or ROUZ 17
routing strategies will be amended to
remove the reference to the ROCO
routing strategy, as this strategy is being
removed from EDGA.
In addition to the description changes
proposed above, the Exchange also
proposes to discontinue fee codes PA,18
PL,19 PT,20 and PX 21 as the RMPT 22
and RMPL 23 routing strategies are being
discontinued.
Routing Tier Changes
Pursuant to footnote 1 of the Fee
Schedule, the Exchange currently offers
two Routing Tiers that provide a
reduced fee to Members’ qualifying
orders where (i) a Member adds or
removes a specific level of volume using
certain routing strategies (‘‘Routing Tier
1’’) or (ii) routes a specified level of
volume using the ROUT routing option
(‘‘Routing Tier 2’’). However, the
Exchange no longer wishes to, nor is
required to, maintain such tiers. As
such, the Exchange now proposes to
17 See EDGA Equities Rule 11.11(g)(3)(C). ROUZ
checks the System for available shares and then
sends the order to destinations on the System
routing table. If shares remain unexecuted after
routing, they are posted on the book, unless
otherwise instructed by the User. See also Cboe US
Equities FIX Specification, at p. 26, available at:
https://cdn.cboe.c/resources/membership/Cboe_
US_Equities_FIX_Specification.pdf.
18 Fee code PA is appended to orders that add
liquidity to EDGA using the RMPT or RMPL routing
strategies.
19 Fee code PL is appended to orders routed to
BZX, EDGX, NYSE, NYSE Arca or Nasdaq using the
RMPL routing strategy.
20 Fee code PT is appended to orders that remove
liquidity from EDGA using the RMPT or RMPL
routing strategies.
21 Fee code PX is appended to orders routed using
the RMPL routing strategy to a destination not
covered by Fee Code PL or routing using the RMPT
routing strategy.
22 See EDGA Equities Rule 11.11(g)(12)(A). RMPT
utilizes a MidPoint Peg Order to check the System
for available shares and any remaining shares are
then sent to destinations on the System routing
table that support midpoint eligible orders. If any
shares remain unexecuted after routing, they are
posted on the EDGA Book as a MidPoint Peg Order,
unless otherwise instructed by the User. See also
Cboe US Equities FIX Specification, at p. 26,
available at: https://cdn.cboe.c/resources/
membership/Cboe_US_Equities_FIX_
Specification.pdf.
23 See EDGA Equities Rule 11.11(g)(12)(B). RMPL
utilizes a MidPoint Peg Order to check the System
for available shares and any remaining shares are
then sent to destinations on the System routing
table that support midpoint eligible orders. If any
shares remain unexecuted after routing, they are
posted on the EDGA Book as a MidPoint Peg Order,
unless otherwise instructed by the User. See also
Cboe US Equities FIX Specification, at p. 26,
available at: https://cdn.cboe.c/resources/
membership/Cboe_US_Equities_FIX_
Specification.pdf.
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Federal Register / Vol. 89, No. 215 / Wednesday, November 6, 2024 / Notices
discontinue Routing Tier 1 and Routing
Tier 2. This proposed change will
enable the Exchange to redirect future
resources and funding into a standard
rebate that is achievable by all Members,
regardless of their size or trading
volume, thereby diversifying the mix of
liquidity and deepening the Exchange’s
liquidity pool, as well as enhancing
execution opportunities and price
discovery and transparency for all
Members. In this regard, the Exchange
believes that the proposed changes
further the Commission’s goal in
adopting Regulation NMS of fostering
competition among orders, which
promotes ‘‘more efficient pricing of
individual stocks for all types of orders,
large and small.’’
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Add/Remove Volume Tier Changes
Pursuant to footnote 7 of the Fee
Schedule, the Exchange currently offers
certain Add/Remove Volume Tiers that
provide an enhanced rebate or a
reduced fee for Members’ qualifying
orders. Specifically, the Exchange offers
four Add/Remove Volume Tiers
applicable to fee codes 3, 4, B, V, and
Y that each provide a reduced fee to
Members’ qualifying orders where a
Member reaches certain add or remove
volume-based criteria (the ‘‘Add
Volume Tiers’’). In addition, the
Exchange offers one Add/Remove
Volume Tier applicable to fee codes N,
W, 6, and BB that provides an enhanced
rebate to Members’ qualifying orders
where a Member reaches certain add or
remove volume-based criteria (the
‘‘Remove Volume Tier’’). The Exchange
now proposes to discontinue the Add
Volume Tiers and the Remove Volume
Tier as the Exchange no longer wishes
to, nor is required to, maintain such
tiers. More specifically, this proposed
change will enable the Exchange to
redirect future resources and funding
into a standard rebate that is achievable
by all Members, regardless of their size
or trading volume, thereby diversifying
the mix of liquidity on the Exchange,
promoting market depth, execution
incentives and enhanced execution
opportunities, as well as price discovery
and transparency for all Members.
Other Conforming Changes
Commensurate with the proposed
changes discussed earlier in the
proposal, the Exchange proposes to: (1)
remove the ‘‘Definitions’’ section of the
Fee Schedule; (2) modify the ‘‘General
Notes’’ section of the Fee Schedule; and
(3) mark as ‘‘Reserved’’, Footnote 1. As
the Exchange has proposed to
discontinue the Routing Tier 1 and
Routing Tier 2 and the Add/Remove
Volume Tiers under footnotes 1 and 7,
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respectively, the Exchange now
proposes to remove the Definitions
section of the Fee Schedule because it
is no longer applicable to the remaining
footnotes of the Fee Schedule.
Additionally, because the Exchange
proposes to discontinue Routing Tier 1
and Routing Tier 2, as well as the Add/
Remove Volume Tiers, the Exchange is
removing certain notes regarding
Routing Tier 1 and Routing Tier 2, and
Add/Remove Tiers, from the General
Notes section of the Fee Schedule.
Finally, because the Exchange proposes
to discontinue Routing Tier 1 and
Routing Tier 2 under Footnote 1, the
Exchange seeks to mark Footnote 1 as
‘‘Reserved.’’
2. Statutory Basis
The Exchange believes the proposed
rule change is consistent with the Act
and the rules and regulations
thereunder applicable to the Exchange
and, in particular, the requirements of
Section 6(b) of the Act.24 Specifically,
the Exchange believes the proposed rule
change is consistent with the Section
6(b)(5) 25 requirements that the rules of
an exchange be designed to prevent
fraudulent and manipulative acts and
practices, to promote just and equitable
principles of trade, to foster cooperation
and coordination with persons engaged
in regulating, clearing, settling,
processing information with respect to,
and facilitating transactions in
securities, to remove impediments to
and perfect the mechanism of a free and
open market and a national market
system, and, in general, to protect
investors and the public interest.
Additionally, the Exchange believes the
proposed rule change is consistent with
the Section 6(b)(5) 26 requirement that
the rules of an exchange not be designed
to permit unfair discrimination between
customers, issuers, brokers, or dealers as
well as Section 6(b)(4) 27 as it is
designed to provide for the equitable
allocation of reasonable dues, fees and
other charges among its Members and
other persons using its facilities.
As described above, the Exchange
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. As
previously discussed, the overall market
share of exchanges offering a takermaker pricing model has significantly
declined. According to data analyzed by
24 15
25 15
U.S.C. 78f(b).
U.S.C. 78f(b)(5).
26 Id.
27 15
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the Exchange, the average market share
of taker-maker exchanges has declined
from approximately 8% in April 2020 to
approximately 2.6% in July 2024.28 This
trend is also seen in volumes on takermaker exchanges, which have declined
from approximately 10 billion shares
per month in 2022 to approximately 7.7
billion shares year-to-date in 2024. The
Exchange believes that its proposal to
replace its current taker-maker pricing
model with a maker-taker pricing model
without volume-based pricing
incentives reflects a competitive pricing
structure designed to incentivize market
participants to direct their order flow to
the Exchange, which the Exchange
believes would enhance market quality
to the benefit of all Members.
Specifically, the Exchange believes its
proposal to remove existing volumebased pricing tiers and switch to a
maker-taker pricing model, with a
standard rebate achievable by all
Members, regardless of their size or
trading volume, will help to incentivize
and diversify the mix of liquidity on the
Exchange, thereby promoting market
depth, execution incentives and
enhanced execution opportunities, as
well as price discovery and
transparency for all Members. As such,
the proposed changes further the
Commission’s goal in adopting
Regulation NMS of fostering
competition among orders, which
promotes ‘‘more efficient pricing of
individual stocks for all types of orders,
large and small.’’ Competing equity
exchanges provide similar rebates or
assess similar fees for similar types of
orders, to that of the Exchange.29 In this
regard, the rebates and fees proposed by
the Exchange are intended to compete
with the rebates and fees of other
competing equities exchanges while
continuing to encourage Members to
submit order flow to the Exchange.
Additionally, the Exchange notes that
the proposed rebates and fees are
reasonable, equitable and nondiscriminatory because they are open to
all Members on an equal basis, wherein
all Members will have the same
opportunity to receive the same rebate
and pay the same fees without needing
to satisfy volume-based criteria.
The proposed introduction of a
$0.0027 standard rebate for fee codes B,
V, Y, 3, and 4 is reasonable as it is
designed to be the only standard rebate
28 Source:
Cboe internal data.
instance, LTSE pays adders of liquidity a
standard rebate of $0.0028 ($0.0001 more than the
Exchange’s proposed standard rebate), and charges
removers of liquidity a standard fee of $0.0030 (the
same as the Exchange’s proposed standard remove
fee). See LTSE Fee Schedule, Transaction Fees,
available at: https://ltse.com/trading/fee-schedules.
29 For
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available to Members on the Exchange.
The Exchange is increasing EDGA’s
standard rebate from its current rebate
of $0.0016 to $0.0027, in order to
provide a rebate that is higher than most
other competing maker-taker
exchanges 30 and that is equally
attainable by all Members regardless of
their size or trading volume. In doing so,
the Exchange believes the proposed
standard rebate will incentivize
liquidity provision and diversify its
pool of liquidity providers, thereby
promoting market depth, execution
incentives and enhanced execution
opportunities, as well as price discovery
and transparency for all Members.
Furthermore, the Exchange believes that
its proposal to introduce a standard rate
of $0.0030 applicable to fee codes N, W,
6, and BB is reasonable as it is equal to
the standard fee assessed to Members on
the Exchange’s affiliate maker-taker
exchanges.31 The proposed $0.0030
standard fee is also unchanged from the
add fee assessed by the Exchange under
its current inverted pricing model. As
such, Members will not have to consider
an increased EDGA remove fee when
routing their orders to the marketplace.
The Exchange continues to believe
that volume-based pricing provides for
benefits or discounts that are reasonably
related to: (i) the value to an exchange’s
market quality; (ii) associated higher
levels of market activity, such as higher
levels of liquidity provision and/or
growth patterns; and (iii) the
introduction of higher volumes of orders
into the price and volume discovery
processes. However, given the decline
in the inverted market share (discussed
above), and feedback from Members that
the inverted fee model is no longer as
desirable (discussed above), the
Exchange believes that shifting its
resources and funding from tiered
pricing to a simplified maker-taker
model, and implementing a simplified
rebate more easily attainable by all
Member, regardless of size or trading
volume, will help to diversify and
deepen the Exchange’s liquidity
providers and liquidity pool, thereby
30 See MIAX Pearl Equities Fee Schedule,
Transaction Rebates/Fees, Standard Rates, available
at https://www.miaxglobal.com/sites/default/files/
fee_schedule-files/MIAX_Pearl_Equities_Fee_
Schedule_07012024.pdf (MIAX Pearl offers a
standard rebate of $0.0022 per share in securities
priced at or above $1.00); see also Nasdaq Price List,
Add Remove Rates, available at https://www.nasdaq
trader.com/Trader.aspx?id=PriceListTrading2
(Nasdaq offers a standard rebate of $0.0018 per
share in securities priced at or above $1.00).
31 See Cboe BZX Equity Fee Schedule, Standard
Rates, available at https://www.cboe.com/us/
equities/membership/fee_schedule/bzx/. See also
Cboe EDGX Equity Fee Schedule, Standard Rates,
available at https://www.cboe.com/us//
membership/fee_schedule/edgx/.
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promoting market depth, execution
incentives and enhanced execution
opportunities, as well as price discovery
and transparency for all Members. In
this regard, the Exchange believes that
the proposed changes further the
Commission’s goal in adopting
Regulation NMS of fostering
competition among orders, which
promotes ‘‘more efficient pricing of
individual stocks for all types of orders,
large and small.’’
In addition to the proposed standard
rebate of $0.0027 applicable to fee codes
3, 4, B, V, and Y, the Exchange has also
proposed lower rebates for certain order
types. Specifically, orders yielding fee
codes DM, DN, and DQ will receive a
lower rebate of $0.00200 per share,
while orders yielding fee codes HA,
MM, and RP will receive a lower rebate
of $0.00250 per share. In general, as
discussed above, the Exchange believes
that providing slightly lower rebates to
non-displayed orders and MDOs that
utilize QDP or execute at a nondisplayed price is reasonable as it is
consistent with the Exchange’s overall
pricing philosophy of encouraging
added, displayed liquidity to EDGA.
More specifically, the Exchange
proposes that orders yielding fee codes
DM, DN, and DQ receive a slightly
lower rebate than orders yielding fee
codes HA, MM, and RP, because the
former fee codes are assigned to nondisplayed orders designated with order
features designed to prevent a Member’s
orders from executing at more
aggressive prices—such as, Midpoint
Discretionary Orders (‘‘MDOs’’) 32 and
Quote Depletion Protection
(‘‘QDP’’) 33—thereby potentially limiting
32 MidPoint Discretionary Order (‘‘MDO’’). A
limit order to buy that is pegged to the NBB, with
or without an offset, with discretion to execute at
prices up to and including the midpoint of the
NBBO, or a limit order to sell that is pegged to the
NBO, with or without an offset, with discretion to
execute at prices down to and including the
midpoint of the NBBO. An MDO’s pegged price and
Discretionary Range are bound by its limit price. An
MDO to buy or sell with a limit price that is less
(higher) than its pegged price, including any offset,
is posted to the EDGA Book at its limit price. The
pegged prices of an MDO are derived from the NBB
or NBO, and cannot independently establish or
maintain the NBB or NBO. An MDO in a stock
priced at $1.00 or more can only be executed in
sub-penny increments when it executes at the
midpoint of the NBBO or against a contra-side order
pursuant to Rule 11.10(a)(4)(D). Notwithstanding
that an MDO Order may be a Limit Order, its
operation and available modifiers are limited to
those available in Rule 11.8(e). See Rule 11.8(e).
33 Quote Depletion Protection (‘‘QDP’’). QDP is an
optional instruction that a User may include on an
MDO to limit the order’s ability to exercise
discretion in certain circumstances. A ‘‘QDP Active
Period’’ will be enabled or refreshed for buy (sell)
MDOs if the best bid (offer) displayed on the EDGA
Book is executed below one round lot. During the
QDP Active Period, an MDO entered with a QDP
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the instances in which they may
provide liquidity on the Exchange. In
contrast, orders yielding fee codes HA,
MM, and RP, are assigned to nondisplayed orders not entered as MDOs
or with the Exchange’s QDP feature, and
as such, are more likely to add liquidity
to the Exchange’s order book.
Together, with the proposed standard
rebate, the Exchange believes that its
proposed fee structure will provide a
reasonable means to encourage liquidity
adding displayed and non-displayed
orders in Members’ order flow to the
Exchange and to incentivize Members to
continue to provide liquidity adding
volume to the Exchange by offering
them an opportunity to receive a rebate.
By providing higher rebates for
displayed liquidity, and slightly lower
rebates for non-displayed liquidity, the
Exchange believes the proposed fees
will help encourage the entry of
displayed orders, thereby deepening the
Exchange’s displayed liquidity pool,
fostering price discovery, promoting
market transparency, and improving
market quality, for all investors.
The Exchange believes that its
proposal to modify the description of
fee codes BY, NX, and Z as well as its
proposal to eliminate fee codes PA, PL,
PT, and PX is reasonable, equitable, and
non-discriminatory as the Exchange is
discontinuing certain routing strategies
as part of its transition from a takermaker pricing structure to a maker-taker
pricing structure. The revised
descriptions in fee codes BY, NX, and
Z will provide an accurate description
of the routing strategies eligible for
certain fee codes, which will be
available to all Members on an equal
basis. Further, the elimination of fee
codes PA, PL, PT, and PX will remove
these fee codes from the Fee Schedule
for all Members as the routing strategies
will no longer be supported.
Similarly, the Exchange believes that
its proposal to eliminate fee code DA
and introduce fee codes DD and DN is
reasonable, equitable, and nondiscriminatory as the Exchange is
seeking to utilize fee codes that provide
additional granularity into the usage of
MDOs on the Exchange. By eliminating
fee code DA and replacing it with fee
codes DD and DN, the Exchange will be
instruction will not exercise discretion, and is
executable only at its ranked price. When a QDP
Active Period is initially enabled, or refreshed by
a subsequent execution or cancellation of the best
bid (offer) then displayed on the EDGA Book, it will
remain enabled for two milliseconds. Unless the
User chooses otherwise, an MDO to buy (sell)
entered with a QDP instruction will default to a
Non-Displayed instruction and will include an
Offset Amount equal to one Minimum Price
Variation below (above) the NBB (NBO). See Rule
11.8(e)(10).
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able to provide rebates commensurate
with either displayed MDOs or nondisplayed MDOs. This change benefits
all Members equally in that fee code DA
will no longer be available to any
Member and all Members utilizing
MDOs will have their orders appended
with the appropriate fee code for the
display option chosen for its MDO. The
Exchange notes that the usage of the
MDO order type is optional, and
Members may choose to submit (or not
submit) MDOs as part of their order flow
to the Exchange. Additionally, the
Exchange believes that its proposal to
eliminate fee codes DR and DT is
reasonable, equitable, and nondiscriminatory, because as noted above,
MDOs will now act only as liquidity
providers, unless they have a QDP
instruction. Because MDOs without a
QDP instruction will only add liquidity,
and a separate fee code (i.e., DX) already
exists for MDOs with QDP instructions
that remove liquidity, fee codes DR and
DT are no longer necessary. This change
benefits all Members equally in that fee
codes DR and DT will no longer be
available to any Member and Members
that enter MDOs with a QDP instruction
permitting such orders to remove
liquidity, can append their orders with
fee code, DX. Finally, removing fee
codes DA, DR, and DT will help to
streamline the fee schedule, and make
the fee schedule clearer and more
accurate.
In addition, the Exchange does not
propose to change the standard fee
(Free) or standard rebate (Free) for
securities priced below $1.00, or the
standard fee for routing orders in
securities priced above $1.00 or below
$1.00. The Exchange believes that these
proposed standard rebates and fees are
reasonable, equitable, and nondiscriminatory, as Members have
indicated that a Free/Free structure is
currently a viable incentive for them to
add or remove liquidity on EDGA,
today. Moreover, the routing fees for
both above $1.00 and below $1.00, are
remaining unchanged, because they
remain consistent with the fees typically
assessed to the Exchange by other
venues for routing liquidity and are also
the routing fees Members are
accustomed to be assessed on EDGA,
today. Additionally, because theses
proposed fees remain unchanged, they
do raise any new or novel issues not
already considered by the Commission.
The Exchange also proposes to
increase the remove fee for fee codes
DX, HR, and MT. The Exchange believes
that these proposed fees are reasonable,
equitable, and non-discriminatory
because they are intended to reflect the
Exchange’s transition to a maker-taker
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fee model and reflect a fee structure
typical of a maker-taker model where
standard remove fees are utilized to
provide rebates to Members adding
liquidity. Accordingly, because orders
appended with these fee codes all
remove liquidity, the Exchange
proposes to assess them the standard
remove fee of $0.0030. In turn, the
Exchange proposes to pay a standard
rebate of $0.0027 to orders appended
with fee codes DD, DM, and DN, as
these orders add liquidity. The
Exchange similarly believes that its
proposal to eliminate the Routing Tiers
and the Add/Remove Volume Tiers is
reasonable because the Exchange is not
required to maintain these tiers or
provide Members an opportunity to
receive enhanced rebates or reduced
fees. The Exchange believes its proposal
to eliminate these tiers is also equitable
and not unfairly discriminatory because
the change applies to all Members
equally, in that the tiers will no longer
be available for any Member. The
Exchange notes that the proposed
change to remove the Routing Tiers and
the Add/Remove Volume Tiers merely
results in Members not receiving an
enhanced rebate or paying a reduced fee
which, as noted above, the Exchange is
not required to offer or maintain.
Further, the proposed change to
eliminate the Routing Tiers and the
Add/Remove Volume Tiers enables the
Exchange to redirect resources and
funding into the Exchange’s proposed
fee structure, which is intended to
incentivize increased order flow
without the use of volume-based
criteria.
The Exchange does not propose to
make any changes to fee codes 7–AZ, C–
D, F–G, I–J, NA, O, P, Q, RX–SW, and
X. These fee codes append to routed
orders and the fees associated with
these codes align with the fees assessed
to the Exchange by the each of the
recipient trading venues. These fees are
not impacted by the transition to a
maker-taker fee model, and as such, the
Exchange does not propose to any
changes. Fee code, OO, appends to
EDGA opening or re-opening orders,
and the economics of such orders are
not impacted by a transition from an
inverted fee model to a maker-taker fee
model. Accordingly, the Exchange does
not propose any changes to fee code,
OO. Similarly, fee code, S, appends to
directed ISOs, which the Exchange
routes to away trading venues. The
current fee is not impacted by a
transition from an inverted fee model to
a maker-taker fee model, and as such,
the Exchange is not proposing a change
to fee code, S. Finally, the Exchange
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88073
believes that the proposed removal of
the ‘‘Definitions’’ section of the Fee
Schedule and proposed removal of
content regarding Routing Tier 1 and
Routing Tier 2,34 and the Add/Remove
Volume Tiers from the ‘‘General Notes’’
section of the Fee Schedule is
reasonable as the changes are intended
to remove references to terms and tiers
that are no longer applicable due to the
Exchange’s elimination of the Routing
Tiers, Add/Remove Volume Tiers, and
certain routing strategies. The proposed
changes are equitable and nondiscriminatory as they will apply to all
Members equally, in that the revised
‘‘General Notes’’ section of the Fee
Schedule will be available to all
Members and the ‘‘Definitions’’ section
of the Fee Schedule will no longer be
available to any Member. Additionally,
these proposed changes will help to
make the fee schedule clearer and more
accurate.
B. Self-Regulatory Organization’s
Statement on Burden on Competition
The Exchange does not believe that
the proposed rule change will impose
any burden on competition that is not
necessary or appropriate in furtherance
of the purposes of the Act. Rather, as
discussed above, the Exchange believes
that the proposed changes would
encourage the submission of additional
order flow to a public exchange, thereby
promoting market depth, execution
incentives and enhanced execution
opportunities, as well as price discovery
and transparency for all Members. As a
result, the Exchange believes that the
proposed changes further the
Commission’s goal in adopting
Regulation NMS of fostering
competition among orders, which
promotes ‘‘more efficient pricing of
individual stocks for all types of orders,
large and small.’’
The Exchange believes the proposed
rule changes do not impose any burden
on intramarket competition that is not
necessary or appropriate in furtherance
of the purposes of the Act. Particularly,
the proposed change to a maker-taker
fee structure, proposed fee code
changes, elimination of Routing Tiers,
and elimination of Add/Remove
Volume Tiers will apply to all Members
equally in that all Members are eligible
for the revised fee structure and
proposed fee code changes and all
Members will no longer be eligible for
the Routing Tiers or Add/Remove
Volume Tiers. The Exchange does not
believe the proposed changes burden
34 As the Exchange seeks to discontinue Routing
Tier 1 and Routing Tier 2, noted under Footnote 1,
the Exchange is marking Footnote 1 as, ‘‘Reserved.’’
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competition, but rather, enhances
competition as it is intended to increase
the competitiveness of EDGA by
amending existing pricing incentives in
order to attract order flow and
incentivize a more diverse mix of
liquidity providers to increase their
participation on the Exchange, thereby
promoting market depth, execution
incentives and enhanced execution
opportunities, as well as price discovery
and transparency for all Members.
Greater overall order flow, trading
opportunities, and pricing transparency
benefits all market participants on the
Exchange by enhancing market quality
and continuing to encourage Members
to send orders, thereby contributing
towards a robust and well-balanced
market ecosystem.
The Exchange further believes that the
proposed rule change will not impose
any burden on intramarket competition
that is not necessary or appropriate in
furtherance of the purposes of the Act
because, while in some circumstances
different fees are assessed and different
rebates are paid, these different fees and
rebates are not based on the type of
Member entering the orders that match
or on the volume of orders submitted by
a Member but on the type of order
entered, and all Members may submit
any type of order for any type of
security and will be subject to the same
fee or rebate for that type of order and
security. EDGA believes that applying a
simplified fee and rebate structure, that
is not based on tiered volume and is
equally attainable by all types of
participants, avoids imposing a burden
on competition by ensuring that
individual Members do not gain a
competitive advantage over other
Members based solely on their size or
volume of orders they are able to submit
to the Exchange.
Next, the Exchange believes the
proposed rule changes do not impose
any burden on intermarket competition
that is not necessary or appropriate in
furtherance of the purposes of the Act.
As previously discussed, the Exchange
operates in a highly competitive market.
Members have numerous alternative
venues that they may participate on and
direct their order flow, including other
equities exchanges, off-exchange
venues, and alternative trading systems.
Additionally, the Exchange represents a
small percentage of the overall market.
Based on publicly available information,
no single equities exchange has more
than 17% of the market share.35
35 See Cboe Global Markets, U.S. Equities Market
Volume Summary, Month-to-Date (August 20,
2024), available at https://www.cboe.com/us/
equities/market_statistics/.
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Therefore, no exchange possesses
significant pricing power in the
execution of order flow. Indeed,
participants can readily choose to send
their orders to other exchange and offexchange venues if they deem fee levels
at those other venues to be more
favorable. Moreover, 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.’’ 36 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 as follows: ‘‘[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 order-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 possesses a
monopoly, regulatory or otherwise, in
the execution of order flow from broker
dealers’. . . .’’ 37 Accordingly, the
Exchange does not believe its proposed
fee change imposes 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
The Exchange neither solicited nor
received comments on the proposed
rule change.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
The foregoing rule change has become
effective pursuant to Section 19(b)(3)(A)
of the Act 38 and paragraph (f) of Rule
19b–4 39 thereunder. At any time within
36 See Securities Exchange Act Release No. 51808
(June 9, 2005), 70 FR 37496, 37499 (June 29, 2005).
37 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–NYSEArca–2006–21)).
38 15 U.S.C. 78s(b)(3)(A).
39 17 CFR 240.19b–4(f).
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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 will institute proceedings
to determine whether the proposed rule
change 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–
CboeEDGA–2024–045 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–CboeEDGA–2024–045. 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
a.m. and 3 p.m. Copies of the filing also
will be available for inspection and
copying at the principal office of the
Exchange. Do not include personal
identifiable information in submissions;
you should submit only information
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Federal Register / Vol. 89, No. 215 / Wednesday, November 6, 2024 / Notices
that you wish to make available
publicly. We may redact in part or
withhold entirely from publication
submitted material that is obscene or
subject to copyright protection. All
submissions should refer to file number
SR–CboeEDGA–2024–045 and should
be submitted on or before November 27,
2024.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.40
Vanessa A. Countryman,
Secretary.
[FR Doc. 2024–25732 Filed 11–5–24; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–101490; File No. SR–
CboeEDGX–2024–066]
Self-Regulatory Organizations; Cboe
EDGX Exchange, Inc.; Notice of Filing
and Immediate Effectiveness of a
Proposed Rule Change To Amend the
Short Term Option Series Program in
Rule 19.6, Interpretation and Policy .05
October 31, 2024.
Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934 (the
‘‘Act’’),1 and Rule 19b–4 thereunder,2
notice is hereby given that on October
29, 2024, Cboe EDGX Exchange, Inc.
(the ‘‘Exchange’’ or ‘‘EDGX’’) filed with
the Securities and Exchange
Commission (the ‘‘Commission’’) the
proposed rule change as described in
Items I and II below, which Items have
been prepared by the Exchange. The
Exchange filed the proposal as a ‘‘noncontroversial’’ proposed rule change
pursuant to Section 19(b)(3)(A)(iii) of
the Act 3 and Rule 19b–4(f)(6)
thereunder.4 The Commission is
publishing this notice to solicit
comments on the proposed rule change
from interested persons.
khammond on DSKJM1Z7X2PROD with NOTICES
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
EDGX Exchange, Inc. (the ‘‘Exchange’’
or ‘‘EDGX Options’’) proposes to amend
the Short Term Option Series Program
in Rule 19.6, Interpretation and Policy
.05.5 The text of the proposed rule
change is provided in Exhibit 5.
40 17
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
3 15 U.S.C. 78s(b)(3)(A)(iii).
4 17 CFR 240.19b–4(f)(6).
5 The Exchange initially filed the proposed
changes on October 16, 2024 (SR–CboeEDGX–2024–
066). On October 29, 2024, the Exchange submitted
this proposal.
1 15
VerDate Sep<11>2014
16:22 Nov 05, 2024
Jkt 265001
The text of the proposed rule change
is also available on the Exchange’s
website (https://markets.cboe.com/us/
options/regulation/rule_filings/edgx/),
at the Exchange’s Office of the
Secretary, 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 proposes to amend the
Short Term Option Series Program in
Rule 19.6, Interpretation and Policy .05
(Series of Options Contracts Open for
Trading). Specifically, the Exchange
proposes to expand the Short Term
Option Series Program to permit the
listing of two Monday expirations for
options on SPDR Gold Shares (‘‘GLD’’),
iShares Silver Trust (‘‘SLV’’), and
iShares 20+ Year Treasury Bond ETF
(‘‘TLT’’) (collectively ‘‘Exchange Traded
Products’’ or ‘‘ETPs’’).6 This is a
competitive filing that is based on a
proposal submitted by Nasdaq ISE, LLC
(‘‘ISE’’) and recently approved by the
Commission.7
Currently, as set forth in Rule 19.6,
Interpretation and Policy .05, after an
option class has been approved for
listing and trading on the Exchange as
6 Today, the Exchange permits the listing of two
Wednesday expirations for options on United States
Oil Fund, LP (‘‘USO’’), United States Natural Gas
Fund, LP (‘‘UNG’’), GLD, SLV, and TLT. See
Securities Exchange Act Release No. 99037
(November 29, 2023), 88 FR 84370 (December 5,
2023) (SR–CboeEDGX–2023–071) (‘‘Wednesday
Notice’’). The Exchange began listing Wednesday
expirations on these five symbols on November 21,
2023. See Exchange Notice, Reference ID:
C2023111702.
7 See Securities Exchange Act Release No. 100837
(August 27, 2024) (SR–ISE–2024–21) (Notice of
Filing of Amendment No. 1 and Order Granting
Accelerated Approval of a Proposed Rule Change,
as Modified by Amendment No. 1, to Adopt Rules
to Permit the Listing of Two Monday Expirations
for Options on SPDR Gold Shares, iShares Silver
Trust, and iShares 20+ Year Treasury Bond ETF)
(‘‘Nasdaq ISE Approval’’).
PO 00000
Frm 00077
Fmt 4703
Sfmt 4703
88075
a Short Term Option Series, the
Exchange may open for trading on any
Thursday or Friday that is a business
day (‘‘Short Term Option Opening
Date’’) series of options on that class
that expire at the close of business on
each of the next five Fridays that are
business days and are not Fridays in
which standard expiration options
series, Monthly Options Series, or
Quarterly Options Series expire
(‘‘Friday Short Term Option Expiration
Dates’’). The Exchange may have no
more than a total of five Short Term
Option Expiration Dates. Further, if the
Exchange is not open for business on
the respective Thursday or Friday, the
Short Term Option Opening Date for
Short Term Option Weekly Expirations
will be the first business day
immediately prior to that respective
Thursday or Friday. Similarly, if the
Exchange is not open for business on a
Friday, the Short Term Option
Expiration Date for Short Term Option
Weekly Expirations will be the first
business day immediately prior to that
Friday.
Additionally, the Exchange may open
for trading series of options on the
symbols provided in Table 1 of Rule
19.6, Interpretation and Policy .05(h)
that expire at the close of business on
each of the next two Mondays,
Tuesdays, Wednesdays, and Thursdays,
respectively, that are business days and
are not business days in which monthly
options series or Quarterly Options
Series expire (‘‘Short Term Option Daily
Expirations’’).8 For those symbols listed
in Table 1, the Exchange may have no
more than a total of two Short Term
Option Daily Expirations beyond the
current week for each of Monday,
Tuesday, Wednesday, and Thursday
expirations, as applicable, at one time.
Proposal
At this time, the Exchange proposes to
expand the Short Term Option Daily
Expirations to permit the listing and
trading of options on GLD, SLV, and
TLT expiring on Mondays. The
Exchange proposes to permit two Short
Term Option Expiration Dates beyond
the current week for each Monday
expiration at one time, and would
update Table 1 in Rule 19.6,
Interpretation and Policy .05(h) for each
of those symbols accordingly.
The proposed Monday GLD, SLV, and
TLT expirations will be similar to the
current Monday SPY, QQQ, and IWM
Short Term Option Daily Expirations set
forth in Rule 19.6, Interpretation and
8 As set forth in Table 1, the Exchange currently
only permits Wednesday expirations for USO, UNG,
GLD, SLV, and TLT.
E:\FR\FM\06NON1.SGM
06NON1
Agencies
[Federal Register Volume 89, Number 215 (Wednesday, November 6, 2024)]
[Notices]
[Pages 88068-88075]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2024-25732]
[[Page 88068]]
=======================================================================
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-101492; File No. SR-CboeEDGA-2024-045]
Self-Regulatory Organizations; Cboe EDGA Exchange, Inc.; Notice
of Filing and Immediate Effectiveness of a Proposed Rule Change To
Amend Its Fees Schedule by Replacing Its Inverted Pricing Model With a
Maker-Taker Model for Its Equity Trading Platform
October 31, 2024.
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(the ``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given
that on October 28, 2024, Cboe EDGA Exchange, Inc. (the ``Exchange'' or
``EDGA'') filed with the Securities and Exchange Commission (the
``Commission'') the proposed rule change as described in Items I, II,
and III below, which Items have been prepared by the 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
Effective November 1, 2024, Cboe EDGA Exchange, Inc. (the
``Exchange'' or ``EDGA'') proposes to amend its Fee Schedule. The text
of the proposed rule change is provided in Exhibit 5.
The text of the proposed rule change is available on the Exchange's
website (https://markets.cboe.com/us/equities/regulation/rule_filings/edga/), at the Exchange's Office of the Secretary, 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
Many exchanges today utilize maker-taker pricing under which a
rebate is provided to orders that add liquidity and a fee is assessed
to orders that remove liquidity. The Exchange currently utilizes an
inverse of the maker-taker pricing model referred to as a taker-maker
pricing model in which a fee is provided to orders that add liquidity
and a rebate is provided to orders that remove liquidity. As described
below, the Exchange proposes to amend its Fee Schedule applicable to
its equities trading platform (``EDGA Equities'') by replacing its
inverted pricing model with a maker-taker model. The Exchange proposes
to implement these changes effective November 1, 2024.
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
that do not have similar self-regulatory responsibilities under the
Securities Exchange Act of 1934 (the ``Act''), to which market
participants may direct their order flow. The Exchange submits this
proposal in response to industry feedback and for business and
competitive reasons. Specifically, the Exchange notes that the market
share of taker-maker exchanges has been steadily declining in recent
years. The Exchange analyzed its internal data and found that, the
market share of inverted markets has dropped from approximately 8% in
April 2020 to 2.6% in July 2024. Similarly, the average monthly
notional volume of taker-maker exchanges has declined from
approximately $528.0 billion in 2021 to an average monthly notional
volume of $267.4 billion in 2024 (year-to-date). In addition to the
decline in taker-maker exchanges' market share, the Exchange has
received feedback from at least one Member that the economics of the
inverted exchange model are no longer profitable, which has led to the
Exchange to believe that a transition to a maker-taker model may help
to improve the Exchange's market share. Finally, in addition to
replacing its inverted pricing model with a maker-taker model, the
Exchange also proposes to eliminate tiered pricing, which provides
Members opportunities to qualify for higher rebates or reduced fees
where certain volume criteria and thresholds are met. By eliminating
tiered pricing incentives, the Exchange can instead redirect its
resources and funding to focus on providing a simplified fee structure,
whereby Members, regardless of their size or trading volume, can
receive the same rebates and pay the same fees for certain order types.
Fee Code Rate Changes
In securities priced at or above $1.00, the Exchange currently
charges a standard fee of $0.0030 per share for orders that add
liquidity to EDGA and provides a standard rebate of $0.0016 per share
for orders that remove liquidity from EDGA. Currently, for securities
priced below $1.00 the Exchange does not charge a standard fee to add
or remove liquidity. The Exchange also assesses a standard fee of
$0.0030 per share in orders that route liquidity away from EDGA in
securities priced at or above $1.00 and assesses a standard fee of
0.30% of the dollar value of the transaction in orders that route
liquidity away from EDGA in securities priced below $1.00.
Effective November 1, 2024, the Exchange now proposes to provide a
standard rebate of $0.0027 per share to all orders that add liquidity
in securities priced at or above $1.00 and proposes to charge a
standard fee of $0.0030 to all orders that remove liquidity in
securities priced at or above $1.00. Certain order types that add
liquidity to EDGA will receive lower rebates than the standard rate of
$0.0027 (discussed infra).
As a result of the proposed change, the Exchange proposes to make
corresponding changes to the following fee codes for securities priced
at or above $1.00:
Adding Liquidity Fee Codes
Orders appended with fee code 3, which is appended to
orders that add liquidity to EDGA in Tape A or Tape C securities during
the pre and post market,\3\ are currently charged a fee of $0.00300 per
share. The Exchange proposes that orders appended with fee
[[Page 88069]]
code 3 will now receive a rebate of $0.00270 per share.
---------------------------------------------------------------------------
\3\ See EDGA Equities Rules 1.5(r) and 1.5(s). The term ``Post-
Closing Session'' shall mean the time between 4:00 p.m. and 8:00
p.m. Eastern Time. The term ``Pre-Opening Session'' shall mean the
time between 8:00 a.m. and 9:30 a.m. Eastern Time. The Exchange
notes that Post-Closing Session shall have the same meaning as
``post market'' on the EDGA Fee Schedule and Pre-Opening Session
shall have the same meaning as ``pre market'' on the EDGA Fee
Schedule.
---------------------------------------------------------------------------
Orders appended with fee code 4, which is appended to
orders that add liquidity to EDGA in Tape B securities during the pre
and post market, are currently charged a fee of $0.00300 per share. The
Exchange proposes that orders appended with fee code 4 will now receive
a rebate of $0.00270 per share.
Orders appended with fee code B, which is appended to
orders that add liquidity to EDGA in Tape B securities, are currently
charged a fee of $0.00300 per share. The Exchange proposes that orders
appended with fee code B will now receive a rebate of $0.00270 per
share.
Orders appended with fee code DM, which is appended to
orders that add liquidity to EDGA using MidPoint Discretionary orders
(``MDOs'') \4\ within the discretionary range, are currently charged a
fee of $0.00300 per share. The Exchange proposes that orders appended
with fee code DM will now receive a rebate of $0.00200 per share.
---------------------------------------------------------------------------
\4\ See EDGA Equities Rule 11.8(e). A MidPoint Discretionary
Order (``MDO'') is a limit order to buy that is pegged to the NBB,
with or without an offset, with discretion to execute at prices up
to and including the midpoint of the NBBO, or a limit order to sell
that is pegged to the NBO, with or without an offset, with
discretion to execute at prices down to and including the midpoint
of the NBBO.
---------------------------------------------------------------------------
Orders appended with fee code DQ, which is appended to QDP
Orders \5\ that add liquidity to EDGA, are currently charged a fee of
$0.001800 per share. The Exchange proposes that orders appended with
fee code DQ will now receive a rebate of $0.00200 per share.
---------------------------------------------------------------------------
\5\ See EDGA Equities Rule 11.8(e)(10). Quote Depletion
Protection (``QDP'') is an optional instruction that a User may
include on an MDO to limit the order's ability to exercise
discretion in certain circumstances.
---------------------------------------------------------------------------
Orders appended with fee code HA, which is appended to
non-displayed orders \6\ that add liquidity to EDGA, are currently
charged a fee of $0.00300 per share. The Exchange proposes that orders
appended with fee code HA will now receive a rebate of $0.00250 per
share.
---------------------------------------------------------------------------
\6\ See EDGA Equities Rule 11.6(e)(2). Non-Displayed is an
instruction the User may attach to an order stating that the order
is not to be displayed by the System on the EDGA Book.
---------------------------------------------------------------------------
Orders appended with fee code MM, which is appended to
non-displayed orders that add liquidity to EDGA using Mid-Point Peg,\7\
are currently charged a fee of $0.00100 per share. The Exchange
proposes that orders appended with fee code MM will now receive a
rebate of $0.00250 per share.
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\7\ See EDGA Equities Rule 11.8(d). A MidPoint Peg Order is a
non-displayed Market Order or Limit Order with an instruction to
execute at the midpoint of the NBBO, or, alternatively, pegged to
the less aggressive of the midpoint of the NBBO or one minimum price
variation inside the same side of the NBBO as the order.
---------------------------------------------------------------------------
Orders appended with fee code RP, which is appended to
non-displayed orders that add liquidity to EDGA using Supplemental
Peg,\8\ are currently charged a fee of $0.00300 per share. The Exchange
proposes that orders appended with fee code RP will now receive a
rebate of $0.00250 per share.
---------------------------------------------------------------------------
\8\ See EDGA Equities Rule 11.8(g). A Supplemental Peg Order is
a non-displayed Limit Order that is eligible for execution at the
NBB for a buy order and NBO for a sell order against an order that
is in the process of being routed to an away Trading Center if such
order that is in the process of being routed away is equal to or
less than the aggregate size of the Supplemental Peg Order interest
available at that price.
---------------------------------------------------------------------------
Orders appended with fee code V, which is appended to
orders that add liquidity to EDGA in Tape A securities, are currently
charged a fee of $0.00300 per share. The Exchange proposes that orders
appended with fee code V will now receive a rebate of $0.00270 per
share.
Orders appended with fee code Y, which is appended to
orders that add liquidity to EDGA in Tape C securities, are currently
charged a fee of $0.00300 per share. The Exchange proposes that orders
appended with fee code Y will now receive a rebate of $0.00270 per
share.
The Exchange notes that certain fee codes will receive a rebate
that is less than the proposed standard rebate of $0.00270 per share.
In the case of fee codes DM and DQ, these fee codes are appended to
MDOs that add liquidity and execute within a discretionary range or
MDOs utilizing the optional QDP instruction and will receive a proposed
rebate of $0.00200, which is lower than the standard rebate. In both
instances, the order being added to EDGA executes at a non-displayed
price and the Exchange provides lower rebates to non-displayed orders
in order to incentivize adding displayed liquidity to EDGA. The same
rationale is true for non-displayed orders appended with fee codes HA,
MM, and RP. For fee codes HA, MM, and RP, the Exchange proposes to
provide a lower rebate of $0.00250 per share as these fee codes are
appended to various non-displayed orders that add liquidity to EDGA.
Given the Exchange seeks to encourage displayed liquidity, the Exchange
believes it is reasonable to offer the proposed lower rebate for non-
displayed liquidity-adding orders.
In addition to the proposed rate changes for existing fee codes
described above, the Exchange proposes to introduce two new fee codes
for orders that add liquidity and discontinue an existing fee code used
for liquidity-adding orders. First, the Exchange proposes to introduce
fee codes DD and DN A description of each is provided below:
Fee code DD will be appended to orders that add liquidity
to EDGA using a displayed MDO that executes at a price not within the
discretionary range. Orders appended with fee code DD will receive a
rebate of $0.00270 per share. There will be no rebates for securities
priced below $1.00.
Fee code DN will be appended to orders that add liquidity
to EDGA using a non-displayed MDO that executes at a price not within
the discretionary range. Orders appended with fee code DN will receive
a rebate of $0.00200 per share. There will no rebates for securities
priced below $1.00.
Next, the Exchange proposes to discontinue fee code DA, which is
appended to an order that adds liquidity to EDGA using an MDO and
executes outside the discretionary range. The Exchange proposes to
discontinue this fee code as it has introduced fee codes DD and DN,
which provide additional granularity into how an MDO may be entered and
execute on EDGA. Specifically, an MDO may be entered as either a
displayed or non-displayed order and may execute at a price within or
outside the discretionary range.\9\ The discretionary range appended to
an MDO is always non-displayed.\10\ As such, when an MDO executes at a
price within the discretionary range, it executes at a non-displayed
price, will be appended with fee code DM, and will receive a lower
rebate ($0.00200) than a displayed order ($0.00270). However, an MDO
that executes at a price outside the discretionary range may be
displayed or non-displayed. As such, introducing fee codes DD and DN
will allow the Exchange to provide the standard rebate of $0.00270 to
displayed MDOs that execute outside the discretionary range and a lower
rebate of $0.00200 to non-displayed MDOs that execute outside the
discretionary range. The lower, non-displayed rebate is commensurate
with the rebate received by orders appended with fee code DM, which are
similarly not displayed.
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\9\ See EDGA Equities Rule 11.8(e)(4).
\10\ See EDGA Equities Rule 11.6(d).
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Removing Liquidity Fee Codes
Orders appended with fee code 6, which is appended to
orders that remove liquidity from EDGA during the pre and post market,
currently receive a
[[Page 88070]]
rebate of $0.00160 per share. The Exchange proposes that orders
appended with fee code 6 will now be charged a fee of $0.00300 per
share.
Orders appended with fee code BB, which is appended to
orders that remove liquidity from EDGA in Tape B securities, currently
receive a rebate of $0.00160 per share. The Exchange proposes that
orders appended with fee code BB will now be charged a fee of $0.00300
per share.
Orders appended with fee code DX, which is appended to QDP
orders that remove liquidity from EDGA, are currently charged a fee of
$0.00040 per share. The Exchange proposes that orders appended with fee
code DX will now be charged a fee of $0.00300 per share.
Orders appended with fee code HR, which is appended to
non-displayed orders that remove liquidity from EDGA, currently execute
at no cost. The Exchange proposes that orders appended with fee code HR
will now be charged a fee of $0.00300 per share.
Orders appended with fee code MT, which is appended to
orders that remove liquidity designated as Mid-Point Peg from EDGA,
currently execute at no cost. The Exchange proposes that orders
appended with fee code MT will now be charged a fee of $0.00300 per
share.
Orders appended with fee code N, which is appended to
orders that remove liquidity from EDGA in Tape C securities, currently
receive a rebate of $0.00160 per share. The Exchange proposes that
orders appended with fee code N will now be charged a fee of $0.00300
per share.
Orders appended with fee code W, which is appended to
orders that remove liquidity from EDGA in Tape A securities, currently
receive a rebate of $0.00160 per share. The Exchange proposes that
orders appended with fee code W will now be charged a fee of $0.00300
per share.
Next, the Exchange proposes to discontinue fee codes, DR and DT.
The fee code DR is appended to orders that remove liquidity from EDGA
using an MDO and that executes outside the discretionary range. The fee
code DT is appended to orders that remove liquidity from EDGA using an
MDO that executes within the discretionary range. Based on the proposal
to transition EDGA to a maker-taker exchange, and the proposed changes
to MDO order behavior on Exchange,\11\ MDOs can only act as liquidity
providing orders, unless they have a QDP instruction. Because MDOs
without a QDP instruction will only add liquidity, and a separate fee
code (i.e., DX) already exists for MDOs with QDP instructions that
remove liquidity, fee codes DR and DT are no longer necessary.
---------------------------------------------------------------------------
\11\ The Exchange notes that in connection with transitioning
EDGA to a maker-taker fee model, certain order types, including
MDOs, will behave differently. Here, MDOs entered onto EDGA will now
act as liquidity providers and will not remove liquidity. The
Exchange has filed a separate proposal codifying the change in
behavior of MDOs, and certain other order types, as well as the
removal of certain routing options. See SR-CboeEDGA-2024-042.
---------------------------------------------------------------------------
Routing Fee Codes
Fee Code Description Changes and Removal
In addition to the proposed rate changes for certain fee codes
associated with the switch to maker-taker pricing, the Exchange also
proposes to amend certain fee code descriptions associated with fee
codes used for routing strategies. The Exchange notes that certain
routing strategies are being discontinued \12\ and as such, will no
longer be referenced in certain fee code descriptions. The proposed
changes are as follows:
---------------------------------------------------------------------------
\12\ Id.
---------------------------------------------------------------------------
Fee code BY, which is appended to orders that are routed
to BYX using Destination Specific (``DIRC''),\13\ ROUC,\14\ ROBB \15\
or ROCO \16\ routing strategies will be amended to remove the
references to the ROBB and ROCO routing strategies, as these strategies
are being removed from EDGA.
---------------------------------------------------------------------------
\13\ See EDGA Equities Rule 11.11(g)(13). Destination Specific
is a routing option under which an order checks the System for
available shares and then is sent to an away trading center or
centers specified by the User.
\14\ See EDGA Equities Rule 11.11(g)(1). ROUC is a routing
option under which an order checks the System for available shares
and then is sent to destinations on the System routing table, Nasdaq
OMX BX, and NYSE. If shares remain unexecuted after routing, they
are posted on the EDGX (sic) Book, unless otherwise instructed by
the User.
\15\ See EDGA Equities Rule 11.11(g)(3)(D). ROBB checks the
System for available shares and then sends the order to destinations
on the System routing table. If shares remain unexecuted after
routing, they are posted on the book, unless otherwise instructed by
the User. See also Cboe US Equities FIX Specification, at p. 26,
available at: https://cdn.cboe.c/resources/membership/Cboe_US_Equities_FIX_Specification.pdf.
\16\ See EDGA Equities Rule 11.11(g)(3)(E). ROCO checks the
System for available shares and then sends the order to destinations
on the System routing table. If shares remain unexecuted after
routing, they are posted on the book, unless otherwise instructed by
the User. See also Cboe US Equities FIX Specification, at p. 26,
available at: https://cdn.cboe.c/resources/membership/Cboe_US_Equities_FIX_Specification.pdf.
---------------------------------------------------------------------------
Fee code NX, which is appended to orders routed to NYSE
National using ROBB, ROCO or ROUC routing strategies will be amended to
remove the references to the ROBB and ROCO routing strategies, as these
strategies are being removed from EDGA.
Fee code Z, which is appended to orders routed to a non-
exchange destination using ROCO or ROUZ \17\ routing strategies will be
amended to remove the reference to the ROCO routing strategy, as this
strategy is being removed from EDGA.
---------------------------------------------------------------------------
\17\ See EDGA Equities Rule 11.11(g)(3)(C). ROUZ checks the
System for available shares and then sends the order to destinations
on the System routing table. If shares remain unexecuted after
routing, they are posted on the book, unless otherwise instructed by
the User. See also Cboe US Equities FIX Specification, at p. 26,
available at: https://cdn.cboe.c/resources/membership/Cboe_US_Equities_FIX_Specification.pdf.
---------------------------------------------------------------------------
In addition to the description changes proposed above, the Exchange
also proposes to discontinue fee codes PA,\18\ PL,\19\ PT,\20\ and PX
\21\ as the RMPT \22\ and RMPL \23\ routing strategies are being
discontinued.
---------------------------------------------------------------------------
\18\ Fee code PA is appended to orders that add liquidity to
EDGA using the RMPT or RMPL routing strategies.
\19\ Fee code PL is appended to orders routed to BZX, EDGX,
NYSE, NYSE Arca or Nasdaq using the RMPL routing strategy.
\20\ Fee code PT is appended to orders that remove liquidity
from EDGA using the RMPT or RMPL routing strategies.
\21\ Fee code PX is appended to orders routed using the RMPL
routing strategy to a destination not covered by Fee Code PL or
routing using the RMPT routing strategy.
\22\ See EDGA Equities Rule 11.11(g)(12)(A). RMPT utilizes a
MidPoint Peg Order to check the System for available shares and any
remaining shares are then sent to destinations on the System routing
table that support midpoint eligible orders. If any shares remain
unexecuted after routing, they are posted on the EDGA Book as a
MidPoint Peg Order, unless otherwise instructed by the User. See
also Cboe US Equities FIX Specification, at p. 26, available at:
https://cdn.cboe.c/resources/membership/Cboe_US_Equities_FIX_Specification.pdf.
\23\ See EDGA Equities Rule 11.11(g)(12)(B). RMPL utilizes a
MidPoint Peg Order to check the System for available shares and any
remaining shares are then sent to destinations on the System routing
table that support midpoint eligible orders. If any shares remain
unexecuted after routing, they are posted on the EDGA Book as a
MidPoint Peg Order, unless otherwise instructed by the User. See
also Cboe US Equities FIX Specification, at p. 26, available at:
https://cdn.cboe.c/resources/membership/Cboe_US_Equities_FIX_Specification.pdf.
---------------------------------------------------------------------------
Routing Tier Changes
Pursuant to footnote 1 of the Fee Schedule, the Exchange currently
offers two Routing Tiers that provide a reduced fee to Members'
qualifying orders where (i) a Member adds or removes a specific level
of volume using certain routing strategies (``Routing Tier 1'') or (ii)
routes a specified level of volume using the ROUT routing option
(``Routing Tier 2''). However, the Exchange no longer wishes to, nor is
required to, maintain such tiers. As such, the Exchange now proposes to
[[Page 88071]]
discontinue Routing Tier 1 and Routing Tier 2. This proposed change
will enable the Exchange to redirect future resources and funding into
a standard rebate that is achievable by all Members, regardless of
their size or trading volume, thereby diversifying the mix of liquidity
and deepening the Exchange's liquidity pool, as well as enhancing
execution opportunities and price discovery and transparency for all
Members. In this regard, the Exchange believes that the proposed
changes further the Commission's goal in adopting Regulation NMS of
fostering competition among orders, which promotes ``more efficient
pricing of individual stocks for all types of orders, large and
small.''
Add/Remove Volume Tier Changes
Pursuant to footnote 7 of the Fee Schedule, the Exchange currently
offers certain Add/Remove Volume Tiers that provide an enhanced rebate
or a reduced fee for Members' qualifying orders. Specifically, the
Exchange offers four Add/Remove Volume Tiers applicable to fee codes 3,
4, B, V, and Y that each provide a reduced fee to Members' qualifying
orders where a Member reaches certain add or remove volume-based
criteria (the ``Add Volume Tiers''). In addition, the Exchange offers
one Add/Remove Volume Tier applicable to fee codes N, W, 6, and BB that
provides an enhanced rebate to Members' qualifying orders where a
Member reaches certain add or remove volume-based criteria (the
``Remove Volume Tier''). The Exchange now proposes to discontinue the
Add Volume Tiers and the Remove Volume Tier as the Exchange no longer
wishes to, nor is required to, maintain such tiers. More specifically,
this proposed change will enable the Exchange to redirect future
resources and funding into a standard rebate that is achievable by all
Members, regardless of their size or trading volume, thereby
diversifying the mix of liquidity on the Exchange, promoting market
depth, execution incentives and enhanced execution opportunities, as
well as price discovery and transparency for all Members.
Other Conforming Changes
Commensurate with the proposed changes discussed earlier in the
proposal, the Exchange proposes to: (1) remove the ``Definitions''
section of the Fee Schedule; (2) modify the ``General Notes'' section
of the Fee Schedule; and (3) mark as ``Reserved'', Footnote 1. As the
Exchange has proposed to discontinue the Routing Tier 1 and Routing
Tier 2 and the Add/Remove Volume Tiers under footnotes 1 and 7,
respectively, the Exchange now proposes to remove the Definitions
section of the Fee Schedule because it is no longer applicable to the
remaining footnotes of the Fee Schedule. Additionally, because the
Exchange proposes to discontinue Routing Tier 1 and Routing Tier 2, as
well as the Add/Remove Volume Tiers, the Exchange is removing certain
notes regarding Routing Tier 1 and Routing Tier 2, and Add/Remove
Tiers, from the General Notes section of the Fee Schedule. Finally,
because the Exchange proposes to discontinue Routing Tier 1 and Routing
Tier 2 under Footnote 1, the Exchange seeks to mark Footnote 1 as
``Reserved.''
2. Statutory Basis
The Exchange believes the proposed rule change is consistent with
the Act and the rules and regulations thereunder applicable to the
Exchange and, in particular, the requirements of Section 6(b) of the
Act.\24\ Specifically, the Exchange believes the proposed rule change
is consistent with the Section 6(b)(5) \25\ requirements that the rules
of an exchange be designed to prevent fraudulent and manipulative acts
and practices, to promote just and equitable principles of trade, to
foster cooperation and coordination with persons engaged in regulating,
clearing, settling, processing information with respect to, and
facilitating transactions in securities, to remove impediments to and
perfect the mechanism of a free and open market and a national market
system, and, in general, to protect investors and the public interest.
Additionally, the Exchange believes the proposed rule change is
consistent with the Section 6(b)(5) \26\ requirement that the rules of
an exchange not be designed to permit unfair discrimination between
customers, issuers, brokers, or dealers as well as Section 6(b)(4) \27\
as it is designed to provide for the equitable allocation of reasonable
dues, fees and other charges among its Members and other persons using
its facilities.
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\24\ 15 U.S.C. 78f(b).
\25\ 15 U.S.C. 78f(b)(5).
\26\ Id.
\27\ 15 U.S.C. 78f(b)(4)
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As described above, the Exchange 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. As previously discussed,
the overall market share of exchanges offering a taker-maker pricing
model has significantly declined. According to data analyzed by the
Exchange, the average market share of taker-maker exchanges has
declined from approximately 8% in April 2020 to approximately 2.6% in
July 2024.\28\ This trend is also seen in volumes on taker-maker
exchanges, which have declined from approximately 10 billion shares per
month in 2022 to approximately 7.7 billion shares year-to-date in 2024.
The Exchange believes that its proposal to replace its current taker-
maker pricing model with a maker-taker pricing model without volume-
based pricing incentives reflects a competitive pricing structure
designed to incentivize market participants to direct their order flow
to the Exchange, which the Exchange believes would enhance market
quality to the benefit of all Members.
---------------------------------------------------------------------------
\28\ Source: Cboe internal data.
---------------------------------------------------------------------------
Specifically, the Exchange believes its proposal to remove existing
volume-based pricing tiers and switch to a maker-taker pricing model,
with a standard rebate achievable by all Members, regardless of their
size or trading volume, will help to incentivize and diversify the mix
of liquidity on the Exchange, thereby promoting market depth, execution
incentives and enhanced execution opportunities, as well as price
discovery and transparency for all Members. As such, the proposed
changes further the Commission's goal in adopting Regulation NMS of
fostering competition among orders, which promotes ``more efficient
pricing of individual stocks for all types of orders, large and
small.'' Competing equity exchanges provide similar rebates or assess
similar fees for similar types of orders, to that of the Exchange.\29\
In this regard, the rebates and fees proposed by the Exchange are
intended to compete with the rebates and fees of other competing
equities exchanges while continuing to encourage Members to submit
order flow to the Exchange. Additionally, the Exchange notes that the
proposed rebates and fees are reasonable, equitable and non-
discriminatory because they are open to all Members on an equal basis,
wherein all Members will have the same opportunity to receive the same
rebate and pay the same fees without needing to satisfy volume-based
criteria.
---------------------------------------------------------------------------
\29\ For instance, LTSE pays adders of liquidity a standard
rebate of $0.0028 ($0.0001 more than the Exchange's proposed
standard rebate), and charges removers of liquidity a standard fee
of $0.0030 (the same as the Exchange's proposed standard remove
fee). See LTSE Fee Schedule, Transaction Fees, available at: https://ltse.com/trading/fee-schedules.
---------------------------------------------------------------------------
The proposed introduction of a $0.0027 standard rebate for fee
codes B, V, Y, 3, and 4 is reasonable as it is designed to be the only
standard rebate
[[Page 88072]]
available to Members on the Exchange. The Exchange is increasing EDGA's
standard rebate from its current rebate of $0.0016 to $0.0027, in order
to provide a rebate that is higher than most other competing maker-
taker exchanges \30\ and that is equally attainable by all Members
regardless of their size or trading volume. In doing so, the Exchange
believes the proposed standard rebate will incentivize liquidity
provision and diversify its pool of liquidity providers, thereby
promoting market depth, execution incentives and enhanced execution
opportunities, as well as price discovery and transparency for all
Members. Furthermore, the Exchange believes that its proposal to
introduce a standard rate of $0.0030 applicable to fee codes N, W, 6,
and BB is reasonable as it is equal to the standard fee assessed to
Members on the Exchange's affiliate maker-taker exchanges.\31\ The
proposed $0.0030 standard fee is also unchanged from the add fee
assessed by the Exchange under its current inverted pricing model. As
such, Members will not have to consider an increased EDGA remove fee
when routing their orders to the marketplace.
---------------------------------------------------------------------------
\30\ See MIAX Pearl Equities Fee Schedule, Transaction Rebates/
Fees, Standard Rates, available at https://www.miaxglobal.com/sites/default/files/fee_schedule-files/MIAX_Pearl_Equities_Fee_Schedule_07012024.pdf (MIAX Pearl offers a
standard rebate of $0.0022 per share in securities priced at or
above $1.00); see also Nasdaq Price List, Add Remove Rates,
available at https://www.nasdaqtrader.com/Trader.aspx?id=PriceListTrading2 (Nasdaq offers a standard rebate of
$0.0018 per share in securities priced at or above $1.00).
\31\ See Cboe BZX Equity Fee Schedule, Standard Rates, available
at https://www.cboe.com/us/equities/membership/fee_schedule/bzx/.
See also Cboe EDGX Equity Fee Schedule, Standard Rates, available at
https://www.cboe.com/us//membership/fee_schedule/edgx/.
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The Exchange continues to believe that volume-based pricing
provides for benefits or discounts that are reasonably related to: (i)
the value to an exchange's market quality; (ii) associated higher
levels of market activity, such as higher levels of liquidity provision
and/or growth patterns; and (iii) the introduction of higher volumes of
orders into the price and volume discovery processes. However, given
the decline in the inverted market share (discussed above), and
feedback from Members that the inverted fee model is no longer as
desirable (discussed above), the Exchange believes that shifting its
resources and funding from tiered pricing to a simplified maker-taker
model, and implementing a simplified rebate more easily attainable by
all Member, regardless of size or trading volume, will help to
diversify and deepen the Exchange's liquidity providers and liquidity
pool, thereby promoting market depth, execution incentives and enhanced
execution opportunities, as well as price discovery and transparency
for all Members. In this regard, the Exchange believes that the
proposed changes further the Commission's goal in adopting Regulation
NMS of fostering competition among orders, which promotes ``more
efficient pricing of individual stocks for all types of orders, large
and small.''
In addition to the proposed standard rebate of $0.0027 applicable
to fee codes 3, 4, B, V, and Y, the Exchange has also proposed lower
rebates for certain order types. Specifically, orders yielding fee
codes DM, DN, and DQ will receive a lower rebate of $0.00200 per share,
while orders yielding fee codes HA, MM, and RP will receive a lower
rebate of $0.00250 per share. In general, as discussed above, the
Exchange believes that providing slightly lower rebates to non-
displayed orders and MDOs that utilize QDP or execute at a non-
displayed price is reasonable as it is consistent with the Exchange's
overall pricing philosophy of encouraging added, displayed liquidity to
EDGA. More specifically, the Exchange proposes that orders yielding fee
codes DM, DN, and DQ receive a slightly lower rebate than orders
yielding fee codes HA, MM, and RP, because the former fee codes are
assigned to non-displayed orders designated with order features
designed to prevent a Member's orders from executing at more aggressive
prices--such as, Midpoint Discretionary Orders (``MDOs'') \32\ and
Quote Depletion Protection (``QDP'') \33\--thereby potentially limiting
the instances in which they may provide liquidity on the Exchange. In
contrast, orders yielding fee codes HA, MM, and RP, are assigned to
non-displayed orders not entered as MDOs or with the Exchange's QDP
feature, and as such, are more likely to add liquidity to the
Exchange's order book.
---------------------------------------------------------------------------
\32\ MidPoint Discretionary Order (``MDO''). A limit order to
buy that is pegged to the NBB, with or without an offset, with
discretion to execute at prices up to and including the midpoint of
the NBBO, or a limit order to sell that is pegged to the NBO, with
or without an offset, with discretion to execute at prices down to
and including the midpoint of the NBBO. An MDO's pegged price and
Discretionary Range are bound by its limit price. An MDO to buy or
sell with a limit price that is less (higher) than its pegged price,
including any offset, is posted to the EDGA Book at its limit price.
The pegged prices of an MDO are derived from the NBB or NBO, and
cannot independently establish or maintain the NBB or NBO. An MDO in
a stock priced at $1.00 or more can only be executed in sub-penny
increments when it executes at the midpoint of the NBBO or against a
contra-side order pursuant to Rule 11.10(a)(4)(D). Notwithstanding
that an MDO Order may be a Limit Order, its operation and available
modifiers are limited to those available in Rule 11.8(e). See Rule
11.8(e).
\33\ Quote Depletion Protection (``QDP''). QDP is an optional
instruction that a User may include on an MDO to limit the order's
ability to exercise discretion in certain circumstances. A ``QDP
Active Period'' will be enabled or refreshed for buy (sell) MDOs if
the best bid (offer) displayed on the EDGA Book is executed below
one round lot. During the QDP Active Period, an MDO entered with a
QDP instruction will not exercise discretion, and is executable only
at its ranked price. When a QDP Active Period is initially enabled,
or refreshed by a subsequent execution or cancellation of the best
bid (offer) then displayed on the EDGA Book, it will remain enabled
for two milliseconds. Unless the User chooses otherwise, an MDO to
buy (sell) entered with a QDP instruction will default to a Non-
Displayed instruction and will include an Offset Amount equal to one
Minimum Price Variation below (above) the NBB (NBO). See Rule
11.8(e)(10).
---------------------------------------------------------------------------
Together, with the proposed standard rebate, the Exchange believes
that its proposed fee structure will provide a reasonable means to
encourage liquidity adding displayed and non-displayed orders in
Members' order flow to the Exchange and to incentivize Members to
continue to provide liquidity adding volume to the Exchange by offering
them an opportunity to receive a rebate. By providing higher rebates
for displayed liquidity, and slightly lower rebates for non-displayed
liquidity, the Exchange believes the proposed fees will help encourage
the entry of displayed orders, thereby deepening the Exchange's
displayed liquidity pool, fostering price discovery, promoting market
transparency, and improving market quality, for all investors.
The Exchange believes that its proposal to modify the description
of fee codes BY, NX, and Z as well as its proposal to eliminate fee
codes PA, PL, PT, and PX is reasonable, equitable, and non-
discriminatory as the Exchange is discontinuing certain routing
strategies as part of its transition from a taker-maker pricing
structure to a maker-taker pricing structure. The revised descriptions
in fee codes BY, NX, and Z will provide an accurate description of the
routing strategies eligible for certain fee codes, which will be
available to all Members on an equal basis. Further, the elimination of
fee codes PA, PL, PT, and PX will remove these fee codes from the Fee
Schedule for all Members as the routing strategies will no longer be
supported.
Similarly, the Exchange believes that its proposal to eliminate fee
code DA and introduce fee codes DD and DN is reasonable, equitable, and
non-discriminatory as the Exchange is seeking to utilize fee codes that
provide additional granularity into the usage of MDOs on the Exchange.
By eliminating fee code DA and replacing it with fee codes DD and DN,
the Exchange will be
[[Page 88073]]
able to provide rebates commensurate with either displayed MDOs or non-
displayed MDOs. This change benefits all Members equally in that fee
code DA will no longer be available to any Member and all Members
utilizing MDOs will have their orders appended with the appropriate fee
code for the display option chosen for its MDO. The Exchange notes that
the usage of the MDO order type is optional, and Members may choose to
submit (or not submit) MDOs as part of their order flow to the
Exchange. Additionally, the Exchange believes that its proposal to
eliminate fee codes DR and DT is reasonable, equitable, and non-
discriminatory, because as noted above, MDOs will now act only as
liquidity providers, unless they have a QDP instruction. Because MDOs
without a QDP instruction will only add liquidity, and a separate fee
code (i.e., DX) already exists for MDOs with QDP instructions that
remove liquidity, fee codes DR and DT are no longer necessary. This
change benefits all Members equally in that fee codes DR and DT will no
longer be available to any Member and Members that enter MDOs with a
QDP instruction permitting such orders to remove liquidity, can append
their orders with fee code, DX. Finally, removing fee codes DA, DR, and
DT will help to streamline the fee schedule, and make the fee schedule
clearer and more accurate.
In addition, the Exchange does not propose to change the standard
fee (Free) or standard rebate (Free) for securities priced below $1.00,
or the standard fee for routing orders in securities priced above $1.00
or below $1.00. The Exchange believes that these proposed standard
rebates and fees are reasonable, equitable, and non-discriminatory, as
Members have indicated that a Free/Free structure is currently a viable
incentive for them to add or remove liquidity on EDGA, today. Moreover,
the routing fees for both above $1.00 and below $1.00, are remaining
unchanged, because they remain consistent with the fees typically
assessed to the Exchange by other venues for routing liquidity and are
also the routing fees Members are accustomed to be assessed on EDGA,
today. Additionally, because theses proposed fees remain unchanged,
they do raise any new or novel issues not already considered by the
Commission.
The Exchange also proposes to increase the remove fee for fee codes
DX, HR, and MT. The Exchange believes that these proposed fees are
reasonable, equitable, and non-discriminatory because they are intended
to reflect the Exchange's transition to a maker-taker fee model and
reflect a fee structure typical of a maker-taker model where standard
remove fees are utilized to provide rebates to Members adding
liquidity. Accordingly, because orders appended with these fee codes
all remove liquidity, the Exchange proposes to assess them the standard
remove fee of $0.0030. In turn, the Exchange proposes to pay a standard
rebate of $0.0027 to orders appended with fee codes DD, DM, and DN, as
these orders add liquidity. The Exchange similarly believes that its
proposal to eliminate the Routing Tiers and the Add/Remove Volume Tiers
is reasonable because the Exchange is not required to maintain these
tiers or provide Members an opportunity to receive enhanced rebates or
reduced fees. The Exchange believes its proposal to eliminate these
tiers is also equitable and not unfairly discriminatory because the
change applies to all Members equally, in that the tiers will no longer
be available for any Member. The Exchange notes that the proposed
change to remove the Routing Tiers and the Add/Remove Volume Tiers
merely results in Members not receiving an enhanced rebate or paying a
reduced fee which, as noted above, the Exchange is not required to
offer or maintain. Further, the proposed change to eliminate the
Routing Tiers and the Add/Remove Volume Tiers enables the Exchange to
redirect resources and funding into the Exchange's proposed fee
structure, which is intended to incentivize increased order flow
without the use of volume-based criteria.
The Exchange does not propose to make any changes to fee codes 7-
AZ, C-D, F-G, I-J, NA, O, P, Q, RX-SW, and X. These fee codes append to
routed orders and the fees associated with these codes align with the
fees assessed to the Exchange by the each of the recipient trading
venues. These fees are not impacted by the transition to a maker-taker
fee model, and as such, the Exchange does not propose to any changes.
Fee code, OO, appends to EDGA opening or re-opening orders, and the
economics of such orders are not impacted by a transition from an
inverted fee model to a maker-taker fee model. Accordingly, the
Exchange does not propose any changes to fee code, OO. Similarly, fee
code, S, appends to directed ISOs, which the Exchange routes to away
trading venues. The current fee is not impacted by a transition from an
inverted fee model to a maker-taker fee model, and as such, the
Exchange is not proposing a change to fee code, S. Finally, the
Exchange believes that the proposed removal of the ``Definitions''
section of the Fee Schedule and proposed removal of content regarding
Routing Tier 1 and Routing Tier 2,\34\ and the Add/Remove Volume Tiers
from the ``General Notes'' section of the Fee Schedule is reasonable as
the changes are intended to remove references to terms and tiers that
are no longer applicable due to the Exchange's elimination of the
Routing Tiers, Add/Remove Volume Tiers, and certain routing strategies.
The proposed changes are equitable and non-discriminatory as they will
apply to all Members equally, in that the revised ``General Notes''
section of the Fee Schedule will be available to all Members and the
``Definitions'' section of the Fee Schedule will no longer be available
to any Member. Additionally, these proposed changes will help to make
the fee schedule clearer and more accurate.
---------------------------------------------------------------------------
\34\ As the Exchange seeks to discontinue Routing Tier 1 and
Routing Tier 2, noted under Footnote 1, the Exchange is marking
Footnote 1 as, ``Reserved.''
---------------------------------------------------------------------------
B. Self-Regulatory Organization's Statement on Burden on Competition
The Exchange does not believe that the proposed rule change will
impose any burden on competition that is not necessary or appropriate
in furtherance of the purposes of the Act. Rather, as discussed above,
the Exchange believes that the proposed changes would encourage the
submission of additional order flow to a public exchange, thereby
promoting market depth, execution incentives and enhanced execution
opportunities, as well as price discovery and transparency for all
Members. As a result, the Exchange believes that the proposed changes
further the Commission's goal in adopting Regulation NMS of fostering
competition among orders, which promotes ``more efficient pricing of
individual stocks for all types of orders, large and small.''
The Exchange believes the proposed rule changes do not impose any
burden on intramarket competition that is not necessary or appropriate
in furtherance of the purposes of the Act. Particularly, the proposed
change to a maker-taker fee structure, proposed fee code changes,
elimination of Routing Tiers, and elimination of Add/Remove Volume
Tiers will apply to all Members equally in that all Members are
eligible for the revised fee structure and proposed fee code changes
and all Members will no longer be eligible for the Routing Tiers or
Add/Remove Volume Tiers. The Exchange does not believe the proposed
changes burden
[[Page 88074]]
competition, but rather, enhances competition as it is intended to
increase the competitiveness of EDGA by amending existing pricing
incentives in order to attract order flow and incentivize a more
diverse mix of liquidity providers to increase their participation on
the Exchange, thereby promoting market depth, execution incentives and
enhanced execution opportunities, as well as price discovery and
transparency for all Members. Greater overall order flow, trading
opportunities, and pricing transparency benefits all market
participants on the Exchange by enhancing market quality and continuing
to encourage Members to send orders, thereby contributing towards a
robust and well-balanced market ecosystem.
The Exchange further believes that the proposed rule change will
not impose any burden on intramarket competition that is not necessary
or appropriate in furtherance of the purposes of the Act because, while
in some circumstances different fees are assessed and different rebates
are paid, these different fees and rebates are not based on the type of
Member entering the orders that match or on the volume of orders
submitted by a Member but on the type of order entered, and all Members
may submit any type of order for any type of security and will be
subject to the same fee or rebate for that type of order and security.
EDGA believes that applying a simplified fee and rebate structure, that
is not based on tiered volume and is equally attainable by all types of
participants, avoids imposing a burden on competition by ensuring that
individual Members do not gain a competitive advantage over other
Members based solely on their size or volume of orders they are able to
submit to the Exchange.
Next, the Exchange believes the proposed rule changes do not impose
any burden on intermarket competition that is not necessary or
appropriate in furtherance of the purposes of the Act. As previously
discussed, the Exchange operates in a highly competitive market.
Members have numerous alternative venues that they may participate on
and direct their order flow, including other equities exchanges, off-
exchange venues, and alternative trading systems. Additionally, the
Exchange represents a small percentage of the overall market. Based on
publicly available information, no single equities exchange has more
than 17% of the market share.\35\ Therefore, no exchange possesses
significant pricing power in the execution of order flow. Indeed,
participants can readily choose to send their orders to other exchange
and off-exchange venues if they deem fee levels at those other venues
to be more favorable. Moreover, 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.'' \36\ 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 as follows: ``[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 order-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 possesses a monopoly,
regulatory or otherwise, in the execution of order flow from broker
dealers'. . . .'' \37\ Accordingly, the Exchange does not believe its
proposed fee change imposes any burden on competition that is not
necessary or appropriate in furtherance of the purposes of the Act.
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\35\ See Cboe Global Markets, U.S. Equities Market Volume
Summary, Month-to-Date (August 20, 2024), available at https://www.cboe.com/us/equities/market_statistics/.
\36\ See Securities Exchange Act Release No. 51808 (June 9,
2005), 70 FR 37496, 37499 (June 29, 2005).
\37\ 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-NYSEArca-2006-
21)).
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C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
The Exchange neither solicited nor received comments on the
proposed rule change.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
The foregoing rule change has become effective pursuant to Section
19(b)(3)(A) of the Act \38\ and paragraph (f) of Rule 19b-4 \39\
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 will institute proceedings to
determine whether the proposed rule change should be approved or
disapproved.
---------------------------------------------------------------------------
\38\ 15 U.S.C. 78s(b)(3)(A).
\39\ 17 CFR 240.19b-4(f).
---------------------------------------------------------------------------
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-CboeEDGA-2024-045 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-CboeEDGA-2024-045. 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
a.m. and 3 p.m. Copies of the filing also will be available for
inspection and copying at the principal office of the Exchange. Do not
include personal identifiable information in submissions; you should
submit only information
[[Page 88075]]
that you wish to make available publicly. We may redact in part or
withhold entirely from publication submitted material that is obscene
or subject to copyright protection. All submissions should refer to
file number SR-CboeEDGA-2024-045 and should be submitted on or before
November 27, 2024.
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\40\ 17 CFR 200.30-3(a)(12).
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\40\
Vanessa A. Countryman,
Secretary.
[FR Doc. 2024-25732 Filed 11-5-24; 8:45 am]
BILLING CODE 8011-01-P