Self-Regulatory Organizations; MIAX Emerald, LLC; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Adopt New Fee Categories for the Exchange's Proprietary Market Data Feeds, 22529-22538 [2025-09486]

Download as PDF Federal Register / Vol. 90, No. 101 / Wednesday, May 28, 2025 / Notices Electronic Comments • Use the Commission’s internet comment form (https://www.sec.gov/ rules/sro.shtml); or • Send an email to rule-comments@ sec.gov. Please include file number SR– NASDAQ–2025–038 on the subject line. Paper Comments khammond on DSK9W7S144PROD with NOTICES All submissions should refer to file number SR–NASDAQ–2025–038. 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 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–NASDAQ–2025–038 and should be submitted on or before June 18, 2025. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.13 Sherry R. Haywood, Assistant Secretary. [FR Doc. 2025–09484 Filed 5–27–25; 8:45 am] BILLING CODE 8011–01–P CFR 200.30–3(a)(12). VerDate Sep<11>2014 16:10 May 27, 2025 [Investment Company Act Release No. 35604; 812–15743] Mercer Funds and Mercer Investments LLC May 21, 2025. Securities and Exchange Commission (‘‘Commission’’ or ‘‘SEC’’). ACTION: Notice. AGENCY: • Send paper comments in triplicate to Secretary, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549–1090. 13 17 SECURITIES AND EXCHANGE COMMISSION Jkt 265001 Notice of an application under Section 6(c) of the Investment Company Act of 1940 (‘‘Act’’) for an exemption from Section 15(c) of the Act. SUMMARY OF APPLICATION: The requested exemption would permit a Trust’s board of trustees to approve new sub-advisory agreements and material amendments to existing sub- advisory agreements without complying with the in-person meeting requirement of Section 15(c) of the Act. APPLICANTS: Mercer Funds and Mercer Investments LLC. FILING DATE: The application was filed on April 3, 2025. HEARING OR NOTIFICATION OF HEARING: An order granting the requested relief will be issued unless the Commission orders a hearing. Interested persons may request a hearing on any application by emailing the SEC’s Secretary at Secretarys-Office@sec.gov and serving the Applicants with a copy of the request by email, if an email address is listed for the relevant Applicant below, or personally or by mail, if a physical address is listed for the relevant Applicant below. Hearing requests should be received by the Commission by 5:30 p.m. on June 16, 2025, and should be accompanied by proof of service on the Applicants, in the form of an affidavit, or, for lawyers, a certificate of service. Pursuant to rule 0– 5 under the Act, hearing requests should state the nature of the writer’s interest, any facts bearing upon the desirability of a hearing on the matter, the reason for the request, and the issues contested. Persons who wish to be notified of a hearing may request notification by emailing the Commission’s Secretary. ADDRESSES: The Commission: Secretarys-Office@sec.gov. Applicants: Kenneth R. Earley, Esq., Mercer Investments LLC, kenneth.earley@ mercer.com, 99 High Street, Boston, Massachusetts 02110. FOR FURTHER INFORMATION CONTACT: Rachel Loko, Senior Special Counsel, at (202) 551–6825 (Division of Investment Management, Chief Counsel’s Office). SUPPLEMENTARY INFORMATION: For Applicants’ representations, legal PO 00000 Frm 00065 Fmt 4703 Sfmt 4703 22529 analysis, and conditions, please refer to Applicants’ application, dated April 3, 2025, which may be obtained via the Commission’s website by searching for the file number at the top of this document, or for an Applicant using the Company name search field on the SEC’s EDGAR system. The SEC’s EDGAR system may be searched at https://www.sec.gov/edgar/searchedgar/ companysearch. You may also call the SEC’s Office of Investor Education and Advocacy at (202) 551–8090. For the Commission, by the Division of Investment Management, under delegated authority. Sherry R. Haywood, Assistant Secretary. [FR Doc. 2025–09499 Filed 5–27–25; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [Release No. 34–103097; File No. SR– EMERALD–2025–11] Self-Regulatory Organizations; MIAX Emerald, LLC; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Adopt New Fee Categories for the Exchange’s Proprietary Market Data Feeds May 21, 2025. Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (‘‘Act’’ or ‘‘Exchange Act’’),1 and Rule 19b–4 thereunder,2 notice is hereby given that on May 7, 2025, MIAX Emerald, LLC (‘‘MIAX Emerald’’ or ‘‘Exchange’’) filed with the Securities and Exchange Commission (‘‘Commission’’) a proposed rule change as described in Items I, II, and III below, which Items have been prepared by the Exchange. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. I. Self-Regulatory Organization’s Statement of the Terms of Substance of the Proposed Rule Change The Exchange proposes to amend the MIAX Emerald Options Exchange Fee Schedule (the ‘‘Fee Schedule’’) to amend the MIAX Emerald Options Exchange Fee Schedule (the ‘‘Fee Schedule’’) to, among other things, adopt new fee categories for the Exchange’s proprietary market data feeds: (1) the Top of Market (‘‘ToM’’) feed, (2) the Complex Top of Market feed (‘‘cToM’’), (3) the Administrative Information Subscriber feed (‘‘AIS’’), 1 15 2 17 U.S.C. 78s(b)(1). CFR 240.19b–4. E:\FR\FM\28MYN1.SGM 28MYN1 22530 Federal Register / Vol. 90, No. 101 / Wednesday, May 28, 2025 / Notices and (4) the MIAX Emerald Order Feed (‘‘MOR’’) (collectively, the ‘‘market data feeds’’). The text of the proposed rule change is available on the Exchange’s website at https://www.miaxglobal.com/markets/ us-options/miax-options/rule-filings, at the Exchange’s principal office, and at the Commission’s Public Reference Room. II. Self-Regulatory Organization’s Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change In its filing with the Commission, the Exchange included statements concerning the purpose of and basis for the proposed rule change and discussed any comments it received on the proposed rule change. The text of these statements may be examined at the places specified in Item IV below. The Exchange has prepared summaries, set forth in sections A, B, and C below, of the most significant aspects of such statements. A. Self-Regulatory Organization’s Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change khammond on DSK9W7S144PROD with NOTICES 1. Purpose The Exchange offers four standard proprietary market data products, ToM, cToM, AIS, and MOR. The ToM data feed is a data feed that contains the Exchange’s best bid and offer, with aggregate size, and last sale information, based on order and quoting interest on the Exchange.3 The ToM data feed includes data that is identical to the data sent to the processor for the Options Price Reporting Authority (‘‘OPRA’’). The data for ToM and OPRA leave the System 4 at the same time, as required under Section 5.2(c)(iii)(B) of the Limited Liability Company Agreement of the Options Price Reporting Authority LLC (the ‘‘OPRA Plan’’), which prohibits the dissemination of proprietary information on any more timely basis than the same information is furnished to the OPRA system for inclusion in OPRA’s consolidated dissemination of options information. The cToM data feed includes the same types of 3 See Securities Exchange Act Release No. 85207 (February 27, 2019), 84 FR 7963 (March 5, 2019) (SR–EMERALD–2019–09) (Notice of Filing and Immediate Effectiveness of a Proposed Rule Change to Establish MIAX Emerald Top of Market (‘‘ToM’’) Data Feed, MIAX Emerald Complex Top of Market (‘‘cToM’’) Data Feed, MIAX Emerald Administrative Information Subscriber (‘‘AIS’’) Data Feed, and MIAX Emerald Order Feed (‘‘MOR’’)). 4 The term ‘‘System’’ means the automated trading system used by the Exchange for the trading of securities. See Exchange Rule 100. VerDate Sep<11>2014 16:10 May 27, 2025 Jkt 265001 information as ToM, but for Complex Orders 5 on the Exchange’s Strategy Book.6 This information includes the Exchange’s best bid and offer for a complex strategy,7 with aggregate size, based on displayable orders in the complex strategy. The cToM data feed also provides subscribers with the following information: (i) the identification of the complex strategies currently trading on the Exchange; (ii) complex strategy last sale information; and (iii) the status of securities underlying the complex strategy (e.g., halted, open, or resumed). The AIS data feed provides subscribers real-time updates regarding products traded on MIAX Emerald, trading status for MIAX Emerald and products traded on MIAX Emerald, and liquidity seeking event notifications (‘‘administrative information’’).8 The MOR data feed includes full order book data for orders on the Simple Order Book 9 and Strategy Book, and includes the following data: product ID, order price, order original volume, remaining volume open, and origin code.10 Section 6 of the Fee Schedule, Market Data Fees, provides fees for the ToM, cToM, AIS and MOR data feeds. Currently, the Exchange only charges monthly fees to both Internal and External Distributors (proposed definitions below) of the ToM, cToM, AIS and MOR data feeds. Specifically, the Exchange charges Internal Distributors a monthly fee of $2,000.00 for the ToM and cToM data feeds, $1,250.00 for the AIS data feed, and $3,000.00 for the MOR data feed. The Exchange also charges External Distributors a monthly fee of $3,000.00 for the ToM and cToM data feeds, $1,750.00 for the AIS data feed, and $3,500.00 for the MOR data feed. The Exchange now proposes to amend the Fee Schedule to, among other 5 In sum, a ‘‘Complex Order’’ is ‘‘any order involving the concurrent purchase and/or sale of two or more different options in the same underlying security (the ‘legs’ or ‘components’ of the complex order), for the same account . . . .’’ See Exchange Rule 518(a)(5). 6 The ‘‘Strategy Book’’ is the Exchange’s electronic book of complex orders and complex quotes. See Exchange Rule 518(a)(17). 7 The term ‘‘complex strategy’’ means a particular combination of components and their ratios to one another. New complex strategies can be created as the result of the receipt of a complex order or by the Exchange for a complex strategy that is not currently in the System. The Exchange may limit the number of new complex strategies that may be in the System at a particular time and will communicate this limitation to Members via Regulatory Circular. See Exchange Rule 518(a)(6). 8 See supra note 3. 9 The ‘‘Simple Order Book’’ is the Exchange’s regular electronic book of orders and quotes. See Exchange Rule 518(a)(15). 10 See supra note 3. PO 00000 Frm 00066 Fmt 4703 Sfmt 4703 things, adopt new fee categories for the Exchange’s proprietary market data feeds. The primary purpose of this proposal is to adopt per User (defined below) fees as well as fees for NonDisplay Usage (also defined below). The Exchange also proposes to add a ‘‘Market Data Definitions’’ section to Section 6 of the Fee Schedule as well as modify how mid-month subscriptions for Distributors are to be handled. The Exchange believes that adopting the same fee structure as its affiliated exchanges would reduce administrative burdens on market data subscribers that also currently subscribe to market data feeds from the Exchange’s affiliates. Each of these proposed changes are described below. * * * * * The Exchange believes that exchanges, in setting fees of all types, should meet very high standards of transparency to demonstrate why each new fee or fee increase meets the requirements of the Act that fees be reasonable, equitably allocated, not unfairly discriminatory, and not create an undue burden on competition among Members 11 and markets. The Exchange believes this high standard is especially important when an exchange imposes various fees for market participants to access an exchange’s market data. Approximately 51% of Members subscribe to one or more market data feeds from the Exchange. Of those Members, approximately 47% subscribe to all four market data feeds, approximately 22% subscribe to three market data feeds, approximately 5% subscribe to two market data feeds, and approximately 26% subscribe to only one market data feed. The Exchange notes that there is no requirement that any Member or market participant subscribe to the ToM, cToM, AIS or MOR data feeds offered by the Exchange. Instead, a Member may choose to maintain subscriptions to the ToM, cToM, AIS or MOR data feeds based on their own business needs and trading models. Definitions The Exchange proposes to include a Definitions section at the beginning of Section 6, Market Data Fees, of the Fee Schedule. The purpose of the Definitions section is to provide market participants greater clarity and transparency regarding the applicability of fees by defining certain terms used in 11 The term ‘‘Member’’ means an individual or organization approved to exercise the trading rights associated with a Trading Permit. Members are deemed ‘‘members’’ under the Exchange Act. See Exchange Rule 100. E:\FR\FM\28MYN1.SGM 28MYN1 Federal Register / Vol. 90, No. 101 / Wednesday, May 28, 2025 / Notices khammond on DSK9W7S144PROD with NOTICES connection with market data feeds within the Fee Schedule in a single location related to the Exchange’s market data products. The Exchange notes that it includes similar Definitions in its fee schedule applicable to its own equity trading platform, MIAX Pearl Equities,12 and that each of the proposed definitions are based on the MIAX Pearl Equities Fee Schedule and that of other exchanges. The Exchange believes that including a Definitions section for market data products makes the Fee Schedule more user-friendly and comprehensive. The Exchange proposes to define the following terms in Section 6 of the Fee Schedule: • Distributor. Any entity that receives the Exchange data product directly from the Exchange or indirectly through another entity and then distributes it internally or externally to a third party. • External Distributor. A Distributor that receives the Exchange data product and then distributes that data to a third party or one or more Users outside the Distributor’s own entity. • Internal Distributor. A Distributor that receives the Exchange data product and then distributes that data to one or more Users within the Distributor’s own entity. Æ The Exchange notes that it proposes to use the phrase ‘‘own entity’’ in the definition of Internal Distributor and External Distributor because a Distributor would be permitted to share data received from an exchange data product to other legal entities affiliated with the Distributor’s entity that have been disclosed to the Exchange without such distribution being considered external to a third party. For instance, if a company has multiple affiliated broker-dealers under the same holding company, that company could have one of the broker-dealers or a non-brokerdealer affiliate subscribe to an exchange data product and then share the data with other affiliates that have a need for the data. This sharing with affiliates would not be considered external distribution to a third party but instead would be considered internal distribution to data recipients within the Distributor’s own entity. 12 See MIAX Pearl Equities Fee Schedule, Section 3), Market Data Fees, and Securities Exchange Act Release No. 100319 (June 12, 2024), 89 FR 51562 (June 19, 2024) (SR–PEARL–2024–25). See also Cboe BZX Exchange, Inc. (‘‘Cboe BZX Options’’) Fee Schedule, Market Data Fees section, and Cboe EDGX Exchange, Inc. (‘‘Cboe EDGX Options’’) Fee Schedule, Market Data Fees section. See also MEMX LLC (‘‘MEMX Options’’) Fee Schedule, Market Data Fees section, and Securities Exchange Act Release No. 101370 (October 17, 2024), 89 FR 84638 (October 23, 2024) (SR–MEMX–2024–40) (‘‘MEMX Options Market Data Fee Proposal’’). VerDate Sep<11>2014 16:10 May 27, 2025 Jkt 265001 Æ The Exchange also notes that the explanatory paragraphs under the ToM, cToM, AIS and MOR data feed fee tables includes the following language which defines the terms Distributor, Internal Distributors, and External Distributors: MIAX Emerald will assess Market Data Fees applicable to ToM [cToM, AIS or MOR] on Internal and External Distributors in each month the Distributor is credentialed to use ToM [cToM, AIS or MOR] in the production environment. A Distributor of MIAX Emerald data is any entity that receives a feed or file of data either directly from MIAX Emerald or indirectly through another entity and then distributes it either internally (within that entity) or externally (outside that entity). All Distributors are required to execute a MIAX Emerald Distributor Agreement. The Exchange proposes to remove these provisions from the Fee Schedule because they: (i) duplicate the proposed definitions of Distributor, External Distributor, and External Distributor proposed herein with no substantive difference; and (ii) provide details that are included in the Exchange’s market data policies that are also not also provided for in the fee schedules of other options exchanges.13 Removing these provisions would also harmonize the definition and fee descriptions with the fee schedule applicable to MIAX Pearl Equities.14 • Non-Display Usage. Any method of accessing an Exchange data product that involves access or use by a machine or automated device without access or use of a display by a natural person or persons. • Non-Professional User. A natural person or qualifying trust that uses Exchange data only for personal purposes and not for any commercial purpose and, for a natural person who works in the United States, is not: (i) registered or qualified in any capacity with the Securities and Exchange Commission, the Commodities Futures Trading Commission, any state securities agency, any securities exchange or association, or any commodities or futures contract market or association; (ii) engaged as an ‘‘investment adviser’’ as that term is defined in Section 202(a)(11) of the 13 See Cboe BZX Options Fee Schedule, Market Data Fees section and Cboe EDGX Options, Market Data Fees section, both available athttps:// www.cboe.com/us/options/membership/?_ gl=1*19q7zz0*_up*MQ..*_ ga*NjY5OTA0NzE4LjE3MzQ1MzQzODk.*_ga_ 5Q99WB9X71*MTczNDUzNzQ0Mi4yLj EuMTczNDUzNzQ5OC4wLjAuMA. See also MEMX Options Fee Schedule and Securities Exchange Act Release No. 101370 (October 17, 2024), 89 FR 84638 (October 23, 2024) (SR–MEMX–2024–40). 14 See MIAX Pearl Equities Fee Schedule, Section 3), Market Data Fees, and Securities Exchange Act Release No. 100319 (June 12, 2024), 89 FR 51562 (June 19, 2024) (SR–PEARL–2024–25). PO 00000 Frm 00067 Fmt 4703 Sfmt 4703 22531 Investment Advisors Act of 1940 (whether or not registered or qualified under that Act); or (iii) employed by a bank or other organization exempt from registration under federal or state securities laws to perform functions that would require registration or qualification if such functions were performed for an organization not so exempt; or, for a natural person who works outside of the United States, does not perform the same functions as would disqualify such person as a NonProfessional User if he or she worked in the United States. • Professional User. Any User other than a Non-Professional User. • User. A Professional User or NonProfessional User. Proposed Market Data Pricing As described above, the Exchange currently only charges Internal Distributors a monthly fee of $2,000.00 for the ToM and cToM data feeds, $1,250.00 for the AIS data feed, and $3,000.00 for the MOR data feed. The Exchange also only currently charges External Distributors a monthly fee of $3,000.00 for the ToM and cToM data feeds, $1,750.00 for the AIS data feed, and $3,500.00 for the MOR data feed. The Exchange now proposes to charge the below per User fees as well as NonDisplay Usage fees for the ToM, cToM, AIS and MOR data feeds, which, the Exchange believes are generally similar to or lower than market data fees charged by other similarly situated options exchanges. The Exchange does not propose to adopt any additional fee categories in this proposal. Each of the below capitalized terms are defined above and would be included under the proposed Definitions section under Section 6, Market Data Fees, of the Fee Schedule. 1. User Fees. For the ToM, cToM, AIS and MOR data feeds, the Exchange proposes to charge a monthly fee of $20.00 for each Professional User and $1.00 for each Non-Professional User of each data feed.15 The proposed User fees would apply to each person that has access to the ToM, cToM, AIS or MOR data feeds that is provided by a Distributor (either Internal or External) for displayed usage. Each Distributor’s User count would include every individual that accesses the data regardless of the purpose for which the individual uses the data. The above Professional or Non-Professional User fee would provide the same Professional or Non-Professional User access to all 15 The Exchange does not propose to adopt an Enterprise Fee at this time and may do so in the future based on feedback from market participants. E:\FR\FM\28MYN1.SGM 28MYN1 22532 Federal Register / Vol. 90, No. 101 / Wednesday, May 28, 2025 / Notices khammond on DSK9W7S144PROD with NOTICES other MIAX Emerald Market Data feeds for no additional per User charge.16 In other words, a User would receive access to the ToM, cToM, AIS and MOR data feeds for the applicable single per User fee and not have to pay separate per User fees for each data feed. As such, Distributors should report the number of Users per the Exchange, and not per individual data feed. This would be noted in Section 6 of the Fee Schedule under footnote 1 following the fee tables for the ToM, cToM, AIS and MOR data feeds. Distributors of the ToM, cToM, AIS or MOR data feeds would be required to report all Professional and Non-Professional Users in accordance with the following: • In connection with a Distributor’s distribution of the ToM, cToM, AIS or MOR data feeds, the Distributor must count as one User each unique User that the Distributor is entitled for access to the ToM, cToM, AIS or MOR data feeds. • Distributors must report each unique individual person who receives access through multiple devices or multiple methods (e.g., a single User has multiple passwords and user identifications) as one User. • If a Distributor entitles one or more individuals to use the same device, the Distributor must include only the individuals, and not the device, in the count. Thus, Distributors would not be required to report User device counts associated with a User’s display use of the data feed. 2. Non-Display Usage Fees. The Exchange proposes to establish a monthly Non-Display Usage 17 fee of $1,500.00 for the ToM, cToM, AIS and MOR data feeds. • The Exchange proposes to provide a discount to those that subscribe to two or more MIAX Emerald data feeds by capping the Non-Display Usage fee for Subscribers of two or more MIAX Emerald data feeds at $3,000.00. This would be noted in Section 6 of the Fee Schedule under footnote 2 following the fee tables for the ToM, cToM, AIS and MOR data feeds. 16 The Exchange notes that similar reporting is required by the Nasdaq options markets, The Nasdaq Stock Market LLC (‘‘Nasdaq Options’’), Nasdaq Phlx LLC (‘‘Nasdaq Phlx’’), and Nasdaq MRX, LLC (‘‘Nasdaq MRX’’). See, e.g., https:// www.nasdaqtrader.com/ Trader.aspx?id=DPPriceListOptions (providing that ‘‘[t]he monthly user fee should be reported once for Nasdaq Options, not once per datafeed’’). 17 Non-Display Usage would include trading uses such as high frequency or algorithmic trading as well as any trading in any asset class, automated order or quote generation and/or order pegging, price referencing for smart order routing, operations control programs, investment analysis, order verification, surveillance programs, risk management, compliance, and portfolio management. VerDate Sep<11>2014 16:10 May 27, 2025 Jkt 265001 Lastly, the Exchange proposes to no longer pro-rate fees for Distributors who subscribe or terminate mid-month. The Exchange notes that there were no midmonth subscriptions or terminations over the past twelve (12) months that would have required the monthly fee to be pro-rated. The Exchange also notes that mid-month subscriptions and terminations place an increased burden on Exchange staff and systems that are in place to pro-rate the monthly fee that are not justified by the little to no midmonth subscriptions and terminations that occurred over the past year or that the Exchange anticipates going forward based on its past experience. This portion of the proposal should also encourage subscribers to either begin a new subscription or terminate an existing subscription at the beginning or end of a month, respectively. Lastly, removing these provisions would also harmonize the MIAX Emerald Fee Schedule with the MIAX Pearl Equities fee schedule, which also does not provide for pro-ration.18 Also, other exchanges do not provide for the similar pro-ration of market data fees.19 Therefore, the Exchange proposes to remove the following language providing for pro-rated month fees for mid-month subscribers from the explanatory paragraphs under the ToM, cToM, AIS and MOR data feed fee tables: Market Data Fees for [ToM/cToM/AIS/ MOR] will be reduced for new Distributors for the first month during which they subscribe to [ToM/cToM/AIS/MOR], based on the number of trading days that have been held during the month prior to the date on which they have been credentialed to use [ToM/cToM/AIS/MOR] in the production environment. Such new Distributors will be assessed a pro-rata percentage of the fees described above, which is the percentage of the number of trading days remaining in the affected calendar month as of the date on which they have been credentialed to use [ToM/cToM/AIS/MOR] in the production environment, divided by the total number of trading days in the affected calendar month. Implementation The Exchange issued alerts publicly announcing the proposed fees on September 30, 2024 and December 17, 18 See MIAX Pearl Equities Fee Schedule, Section 3), Market Data Fees, and Securities Exchange Act Release No. 100319 (June 12, 2024), 89 FR 51562 (June 19, 2024) (SR–PEARL–2024–25). 19 See Cboe BZX Options Fee Schedule and Cboe EDGX Options Fee Schedule, supra note 13. See also MEMX Options Fee Schedule and Securities Exchange Act Release No. 101370 (October 17, 2024), 89 FR 84638 (October 23, 2024) (SR–MEMX– 2024–40). PO 00000 Frm 00068 Fmt 4703 Sfmt 4703 2024.20 The fees subject to this proposal are immediately effective. 2. Statutory Basis The Exchange believes that the proposed rule change is consistent with the provisions of Section 6(b) 21 of the Act in general, and furthers the objectives of Section 6(b)(4) 22 of the Act, in particular, in that it is designed to provide for the equitable allocation of reasonable dues, fees and other charges among its Members and other persons using its facilities. Additionally, the Exchange believes that the proposed fees are consistent with the objectives of Section 6(b)(5) 23 of the Act in that they are designed 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 a free and open market and national market system, and, in general, to protect investors and the public interest, and, particularly, are not designed to permit unfair discrimination between customers, issuers, brokers, or dealers. The Exchange notes that the ToM, cToM, AIS and MOR data feeds are entirely optional. The Exchange is not required to make the ToM, cToM, AIS and MOR data feeds available to any customers, nor is any customer required to purchase the ToM, cToM, AIS and MOR data feeds. The Proposed Fees Are Reasonable and Comparable to the Fees Charged by Other Exchanges for Similar Data Products Overall. The proposed fees are comparable to those of other options exchanges. Based on publicly-available information, no single exchange had more than 13.65% equity options market share for all of 2024,24 and the Exchange compared the fees proposed herein to the fees charged by other 20 See Fee Change Alert, MIAX Exchange Group— January 1, 2025 and March 1, 2025 Market Data Fee Changes (dated September 30, 2024), available at https://www.miaxglobal.com/alert/2024/09/30/ miax-exchange-group-options-markets-january-12025-and-march-1-2025-market-1?nav=all and Fee Change Alert, MIAX Exchange Group—Options Markets—Reminder: January 1, 2025 and March 1, 2025 Market Data Fee Changes (dated December 17, 2024), available at https://www.miaxglobal.com/ alert/2024/12/17/miax-exchange-group-optionsmarkets-reminder-january-1-2025-and-march-12?nav=all. 21 15 U.S.C. 78f. 22 15 U.S.C. 78f(b)(4). 23 15 U.S.C. 78f(b)(5). 24 See The OCC, Options Volume by Exchange— 2024, available at https://www.theocc.com/marketdata/market-data-reports/volume-and-openinterest/volume-by-exchange (last visited May 5, 2025). E:\FR\FM\28MYN1.SGM 28MYN1 Federal Register / Vol. 90, No. 101 / Wednesday, May 28, 2025 / Notices options exchanges with similar market share. A more detailed discussion of the comparison follows. The Exchange assesses the market share for each of the below referenced options markets utilizing total equity Exchange options contracts traded in 2024, as set forth in the following charts:25 User Fees The proposed per User fees for the Exchange’s market data products are Market share * (%) MIAX Emerald .......................... Nasdaq Options ........................ Nasdaq MRX ............................ 4.16 5.45 2.71 Cboe BZX Options ................... Cboe C2 ................................... 3.99 3.00 22533 comparable to or lower than those charged by Nasdaq Options, Nasdaq MRX, Cboe BZX Options, and Cboe C2 Exchange, Inc. (‘‘Cboe C2’’), as summarized in the table below. Market data product Monthly professional user fee Monthly non-professional user fee All ............................................ NOM BONO, NOM ITTO ........ MRX Top, MRX Depth, MRX Spread. BZX Depth .............................. C2 Depth ................................. C2 Complex ............................ $20.00 (per Exchange) ........... $42.10 (per exchange) ........... $25.25 (per exchange) ........... $1.00 (per Exchange). $1.00 (per exchange). $1.00 (per exchange). $30.00 (per feed) .................... $50.00 (per feed) .................... $25.00 (per feed) .................... $1.00 (per feed). $50.00 (per feed). $25.00 (per feed). khammond on DSK9W7S144PROD with NOTICES * See supra note 24. A more detailed discussion of the comparison follows. Nasdaq Options. Nasdaq Options, with a market share of approximately 5.45% that is comparable to the Exchange, charges higher or comparable Professional and Non-Professional User fees for its top of book and depth of book feeds than proposed by the Exchange. Further, like Nasdaq Options, the Exchange proposes to charge a single per User fee that would provide access to all of its market data products for a single fee. The Nasdaq Options Best of Nasdaq Options (‘‘BONO’’) feed is an options feed that provides Nasdaq Options’ best bid and offer and last sale information.26 The Nasdaq Options BONO feed is similar to the Exchange’s ToM feed. The Nasdaq Options ITCH to Trade Options (‘‘ITTO’’) feed is an options feed that provides full order and quote depth information for individual orders and quotes and last sale information.27 ITTO also provides, among other things, product (option series) available for trading on Nasdaq Options, the trading status of such products (i.e., whether the series is available for closing transactions only), and order imbalances on opening/reopenings. The ITTO feed is similar to the Exchange’s MOR and AIS feeds.28 Nasdaq Options charges Professional Users $42.10 per month and NonProfessional Users $1.00 per month for the BONO feed and ITTO feed.29 The Exchange proposes to charge less than Nasdaq Options for Professional Users and the same as Nasdaq Options for Non-Professional Users while also providing access to all of its market data feeds for a single per User fee. Specifically, for both the ToM and MOR data feeds, the Exchange proposes to charge Professional Users $20.00 per month and Non-Professional Users $1.00 per month. The Exchange’s proposed Professional User fee is lower than Nasdaq Options and its NonProfessional User fee is equal to Nasdaq Options. Despite having only incrementally higher market share than the Exchange, Nasdaq Options charges higher or comparable per User fees than proposed by the Exchange herein. Nasdaq MRX. Nasdaq MRX, with a market share of approximately 2.71%, lower than the Exchange, charges higher Professional and Non-Professional User fees for its top of book and depth of book feeds than the fees proposed by the Exchange. Further, like Nasdaq MRX, the Exchange proposes to charge a single per User fee that would provide access to all of its market data products for a single fee.30 The Nasdaq MRX Top of Market feed is an options feed that provides Nasdaq MRX’s best bid and offer and last sale information.31 The Nasdaq MRX Top of Market feed is similar to the Exchange’s ToM feed. The Nasdaq MRX Depth of Market feed is an options feed that provides full order and quote depth information for individual orders and quotes and last sale information.32 The Nasdaq MRX Depth of Market feed is similar to the Exchange’s MOR feed. The Nasdaq MRX Spread feed is an options feed that provides information for both simple and complex orders.33 The Nasdaq MRX Spread feed is similar to the Exchange’s cToM data feed. Nasdaq MRX charges Professional Users $25.25 per month and NonProfessional Users $1.00 per month for the Nasdaq MRX Top of Market feed, the Nasdaq MRX Depth of Market Feed, and the Nasdaq MRX Spread Feed.34 The Exchange proposes to charge less than Nasdaq MRX for Professional Users and the same as Nasdaq MRX for NonProfessional Users while also providing access to all of its market data fees for single per User fee. Specifically, for the ToM, cToM, and MOR data feeds, the 25 Market share is the percentage of volume on a particular exchange relative to the total volume across all exchanges, and indicates the amount of order flow directed to that exchange. High levels of market share enhance the value of trading and ports. Total contracts include both multi-list options and proprietary options products. Proprietary options products are products with intellectual property rights that are not multi-listed. 26 See Nasdaq Options Rules, Options 3, Section 23(a)(2). 27 See Nasdaq Options Rules, Options 3, Section 23(a)(1). 28 The Exchange notes that no other exchange offers a market data feed that provides the same scope of information as the AIS feed. However, other exchanges, such as Nasdaq Options via the ITTO feed, include similar information as the AIS feed. The Exchange notes that some, but not all, of the messages included in the AIS feed overlap with the Exchange’s other data feeds. However, not all of the Exchange’s market data subscribers separately purchase the AIS feed. In any event, subscribers would not necessarily pay more for the AIS feed because the Exchange proposes to charge a single per User fee to receive all of the Exchange’s data feeds. Likewise, Nasdaq Options also charges a single per exchange User fee for which their subscribers may receive similar data as the AIS feed via multiple market data feeds for a single per User price. The Exchange is also not comparing its cToM feed to a comparable Nasdaq Options feed because the Exchange understands Nasdaq Options does not offer such a feed. 29 See Price List—U.S. Derivatives Data, available at https://www.nasdaqtrader.com/Trader.aspx? id=DPPriceListOptions. See also Securities Exchange Act Release No. 73823 (December 11, 2014), 79 FR 75207 (December 17, 2014) (SR– NASDAQ–2014–119). 30 The Exchange notes that Nasdaq MRX also offers the Nasdaq MRX Order Feed and Nasdaq MRX Trades Feed, which are included in the Nasdaq MRX per User fees. See Nasdaq MRX Options Rules, Options 7, Pricing Schedule, Section 7, Market Data. 31 See Nasdaq MRX Options Rules, Options 3, Section 23(a)(3). 32 See Nasdaq MRX Options Rules, Options 3, Section 23(a)(1). 33 See Nasdaq MRX Options Rules, Options 3, Section 23(a)(2). 34 See Price List—U.S. Derivatives Data, available at https://www.nasdaqtrader.com/Trader.aspx? id=DPPriceListOptions. VerDate Sep<11>2014 16:10 May 27, 2025 Jkt 265001 PO 00000 Frm 00069 Fmt 4703 Sfmt 4703 E:\FR\FM\28MYN1.SGM 28MYN1 22534 Federal Register / Vol. 90, No. 101 / Wednesday, May 28, 2025 / Notices Exchange proposes to charge Professional Users $20.00 per month and Non-Professional Users $1.00 per month. The Exchange’s proposed Professional User fee is lower than Nasdaq MRX and its Non-Professional User fee is equal to Nasdaq MRX. Despite having lower market share than the Exchange, Nasdaq MRX charges higher or comparable per User fees than the fees proposed by the Exchange herein. Cboe BZX Options. Cboe BZX Options, with a market share of approximately 3.99%, which is lower than the Exchange’s market share, charges higher Professional and NonProfessional User fees for its depth of book feed than the fees proposed by the Exchange. Further, Cboe BZX Options also charges separate per User fees per data product, whereas the Exchange proposes to charge a single lower per User fee that would provide access to all of its market data products for a single fee. The Cboe BZX Options Top feed is an options feed that provides top of book quotations and execution information. The Cboe BZX Options Top feed is similar to the Exchange’s ToM feed.35 The Cboe BZX Options Depth feed is an options feed that provides depth of book quotations and execution information. The Cboe BZX Options Depth feed is similar to the Exchange’s MOR feed. Cboe BZX Options charges Professional Users $30.00 per month and Non-Professional Users $1.00 per Market share † (%) Exchange complex strategies (multi-leg trades, such as spreads, straddles and buywrites).37 The Cboe C2 COB feed is similar to the Exchange’s cToM feed.38 Cboe C2 charges all Users, both Professional Users and Non-Professional Users, $25.00 per month for the Cboe C2 COB feed and $50.00 for the Depth feed.39 The Exchange proposes to charge less than Cboe C2 for Professional Users and Non-Professional Users while also providing access to all of its market data feeds for a single per User fee. Specifically, for the cToM data feed, the Exchange proposes to charge Professional Users $20.00 per month and Non-Professional Users $1.00 per month. The Exchange’s proposed Professional User and Non-Professional User fees are lower than the fees for the Cboe C2 COB feed. Despite having lower market share than the Exchange, Cboe C2 charges higher or comparable per User fees than proposed by the Exchange herein. * * * * * Each of the above examples of other exchanges’ market data fees support the proposition that the Exchange’s proposed User fees are comparable to those of other exchanges and therefore reasonable. Non-Display Usage Fee The proposed Non-Display Usage fee for the Exchange’s market data products is comparable to those charged by Nasdaq Options and Nasdaq MRX, as summarized in below table. Market data products Monthly non-display usage fee MIAX Emerald ......................................... 4.13 All ............................................................. Nasdaq Options ....................................... Nasdaq MRX ........................................... 5.45 2.71 NOM BONO, NOM ITTO ........................ MRX Top, MRX Depth, MRX Spread ..... † See khammond on DSK9W7S144PROD with NOTICES month for the Cboe BZX Options Depth feed. The Exchange proposes to charge less than Cboe BZX Options and provide access to all of its market data fees for single, and still lower, per User fee. Specifically, for ToM, cToM, AIS and MOR data feeds, the Exchange proposes to charge Professional Users $20.00 per month and Non-Professional Users $1.00 per month. The Exchange’s proposed Professional User fee is lower than Cboe BZX Options and its NonProfessional User fee is equal to Cboe BZX Options. However, both of the Exchange’s proposed fees can be lower than Cboe BZX Options because a User may receive access to each of the Exchange’s data feeds for a single per User fee and, unlike Cboe BZX Options, not be required to pay a separate per User fee for each data product.36 Cboe C2. Cboe C2, with a market share of approximately 3.00% that is lower than the Exchange, charges higher Professional and Non-Professional User fees for its C2 Options Depth and C2 COB feed than proposed by the Exchange. Unlike Cboe C2, the Exchange proposes to charge a single per User fee that would provide access to all of its market data products for a single fee. The Cboe C2 Options Depth feed is an options feed that provides depth of book quotations and execution information. The Cboe C2 Options Depth feed is similar to the Exchange’s MOR feed. The Cboe C2 COB feed is an options data feed that provides information for $1,500.00 (per feed) (capped at $3,000.00). $10,530.00 (per exchange). $7,575.00 (per exchange). supra note 24. A more detailed discussion of the comparison follows. Nasdaq Options. Nasdaq Options, with a market share of approximately 5.45%, which is comparable to the Exchange’s market share, charges higher Non-Display Usage fees for its top of book and depth of book feeds than 35 For the Cboe BZX Options Top feed, Cboe BZX Option charges Professional Users $5.00 per month and Non-Professional Users $0.10 per month. For ToM, cToM, AIS and MOR data feeds, the Exchange proposes to charge Professional Users $20.00 per month and Non-Professional Users $1.00 per month. Although higher, the Exchange’s proposed Professional and Non-Professional User fees are not necessarily comparable to Cboe BZX Options Top fees because a User may receive access to each of the Exchange’s four data feeds for a single per User fee and, unlike Cboe BZX Options, not be required to pay a separate per User fee for each data product and Cboe BZX Options only provides two data feeds that provide only Cboe BZX Options data. Cboe BZX Options also offers the Cboe One Options Feed, which provides information for not only Cboe BZX Options, but also its three affiliated options markets, Cboe EDGX Options, Cboe, and Cboe C2. See Cboe BZX Options Rule 21.15(b)(6). 36 Id. 37 See https://www.cboe.com/market_data_ services/us/options/. 38 Cboe C2 also provides the Cboe C2 Top feed, which provides top of book quotations and execution information. Cboe C2 Top is similar to the Exchange’s ToM feed. Cboe C2 charges Professional Users $5.00 per month and NonProfessional Users $0.10 per month. For ToM, cToM, AIS and MOR data feeds, the Exchange proposes to charge Professional Users $20.00 per month and Non-Professional Users $1.00 per month. Although higher, the Exchange’s proposed Professional and Non-Professional User fees are not necessarily comparable to Cboe C2 Top fees because a User may receive access to each of the Exchange’s four data feeds for a single per User fee and, unlike Cboe C2, not be required to pay a separate per User fee for each data product and Cboe C2 only provides three data feeds that provide only Cboe C2 data. It is reasonable, however, to compare the Exchange’s data feeds to Cboe C2 data feeds with higher per User fees because they charge the higher fee for a single data product whereas the Exchange includes each of its data products for a single fee. Cboe C2 also offers the Cboe One Options Feed, which provides information for not only Cboe C2, but also its three affiliated options markets, Cboe EDGX Options, Cboe, and Cboe BZX Options. 39 See Cboe C2 Fee Schedule, available at https:// www.cboe.com/us/options/membership/fee_ schedule/ctwo/. VerDate Sep<11>2014 16:10 May 27, 2025 Jkt 265001 PO 00000 Frm 00070 Fmt 4703 Sfmt 4703 E:\FR\FM\28MYN1.SGM 28MYN1 Federal Register / Vol. 90, No. 101 / Wednesday, May 28, 2025 / Notices proposed by the Exchange. Further, Nasdaq Options also charges the full Non-Display Usage fees to receive all of its data products, whereas the Exchange proposes to cap the Non-Display Usage fee at $3.000.00, which would provide a discount to subscribers that choose to subscribe to multiple Exchange data feeds for Non-Display Usage.40 As discussed above, the Nasdaq Options BONO feed is an options feed that provides Nasdaq Options’ best bid and offer and last sale information.41 The Nasdaq Options BONO feed is similar to the Exchange’s ToM feed. The Nasdaq Options ITTO feed is an options feed that provides full order and quote depth information for individual orders and quotes and last sale information.42 Nasdaq Options ITTO also provides, among other things, product (option series) available for trading on Nasdaq Options, the trading status of such products (i.e., whether the series is available for closing transactions only), and order imbalances on opening/ reopenings. The Nasdaq Options ITTO feed is similar to the Exchange’s MOR and AIS feeds.43 Nasdaq Options charges a monthly fee of $10,530.00 for Non-Display Usage of the Nasdaq Options BONO feed and Nasdaq Options ITTO feed.44 The Exchange proposes to charge less than Nasdaq Options while also proposing to cap the Non-Display Usage fee at $3,000.00, which would provide a discount to subscribers that choose to subscribe to multiple Exchange data feeds for Non-Display Usage. Specifically, for the ToM, cToM, AIS and MOR data feeds, the Exchange proposes to charge a monthly fee of $1,500.00 for Non-Display Usage and to Market share ‡ (%) khammond on DSK9W7S144PROD with NOTICES Exchange MIAX Emerald ............ 4.16 Nasdaq Options ......... 5.45 Market data product Internal distributors ToM .............. cToM ............ MOR ............. AIS ............... NOM BONO NOM ITTO ... 16:10 May 27, 2025 Jkt 265001 External distributors $2,000.00 2,000.00 3,000.00 1,250.00 1,566.00 1,566.00 40 The Exchange notes that not all options exchanges charge non-display fees for options data. For example, Cboe, Cboe C2, Cboe EDGX Options, Cboe BZX Options, BOX, and MEMX Options do not charge non-display fees. Therefore, the Exchange compared its fees to two comparable exchanges, Nasdaq Options and Nasdaq MRX, which charge non-display fees. 41 See Nasdaq Options Rules, Options 3, Section 23(a)(2). 42 See Nasdaq Options Rules, Options 3, Section 23(a)(1). 43 See supra note 29. The Exchange proposes to cap the amount of Non-Display Usage fees for those that subscribe to multiple Exchange data feeds. Accordingly, even though some market data VerDate Sep<11>2014 cap the Non-Display Usage fee at $3,000.00 for those that wish to receive two or more of the Exchange’s data feeds for Non-Display Usage. This cap would be in lieu of paying the full NonDisplay Usage Fee for each data product, which would total $6,000.00 per month. Despite having incrementally higher market share than the Exchange, Nasdaq Options charges higher Non-Display Usage fees than the fees proposed by the Exchange herein. Nasdaq MRX. Nasdaq MRX, with a market share of approximately 2.71%, which is lower than the Exchange’s market share, charges higher NonDisplay Usage fees for its top of book, depth of book, and order feeds than the fees proposed by the Exchange. Like the Exchange proposes herein, Nasdaq MRX charges the full single Non-Display Usage fee for access to all of its market data feeds. The Exchange proposes to cap the Non-Display Usage fee at $3,000.00, which would provide a discount to subscribers that choose to subscribe to multiple Exchange data feeds for Non-Display Usage, similar to Nasdaq MRX. The Nasdaq MRX Top of Market feed is an options feed that provides Nasdaq MRX’s best bid and offer and last sale information.45 The Nasdaq MRX Top of Market feed is similar to the Exchange’s ToM feed. The Nasdaq MRX Depth of Market feed is an options feed that provides full order and quote depth information for individual orders and quotes and last sale information.46 The Nasdaq MRX Depth of Market feed is similar to the Exchange’s MOR feed. The Nasdaq MRX Spread feed is an options feed that provides information for both simple and complex orders.47 $3,000.00 3,000.00 3,500.00 1,750.00 2,089.00 2,089.00 Frm 00071 Fmt 4703 The Nasdaq MRX Spread feed is similar to the Exchange’s cToM data feed. Nasdaq MRX charges a monthly fee of $7,575.00 for Non-Display Usage of the Nasdaq MRX Top of Market feed, Nasdaq MRX Depth of Market feed, and Nasdaq MRX Spread feed.48 The Exchange proposes to charge less than Nasdaq MRX while also proposing to cap the Non-Display Usage fee at $3,000.00, which would provide a discount to subscribers that choose to subscribe to multiple Exchange data feeds for Non-Display Usage. Specifically, for all of the Exchange’s data feeds, the Exchange proposes to charge a monthly fee of $1,500.00 and to cap the Non-Display Usage fee at $3,000.00 for those that wish to receive two or more of the Exchange’s data feeds for Non-Display Usage. This cap would be in lieu of paying the full NonDisplay Usage Fee for each data product, which would total $6,000.00 per month. Despite having lower market share than the Exchange, Nasdaq MRX charges higher Non-Display Usage fees than the fees proposed by the Exchange herein. Each of the above examples of other exchanges’ market data fees support the proposition that the Exchange’s proposed Non-Display Usage fees are lower than those of other exchanges and therefore reasonable. The below table sets forth each exchanges’ distributor fees for each data feed that the Exchange includes in its above comparisons. The below table also includes applicable per User and Non-Display Usage fees that are discussed above.49 Pro-user Non-pro user Non-display fee $20.00 (per Exchange) .. $1.00 (per Exchange) .... $1,500.00 (per feed capped at $3,000.00). $42.10 (per exchange) .. $1.00 (per exchange) .... $10,530.00 (per exchange, no cap). included in the AIS feed is included in the Exchange’s other data feeds, the Non-Display Usage fee is capped so subscribers would not necessarily pay a higher rate on the Exchange than elsewhere. 44 See Price List—U.S. Derivatives Data, available at https://www.nasdaqtrader.com/Trader.aspx? id=DPPriceListOptions. See also Securities Exchange Act Release No. 73823 (December 11, 2014), 79 FR 75207 (December 17, 2014) (SR– NASDAQ–2014–119). 45 See Nasdaq MRX Options Rules, Options 3, Section 23(a)(3). 46 See Nasdaq MRX Options Rules, Options 3, Section 23(a)(1). 47 See Nasdaq MRX Options Rules, Options 3, Section 23(a)(2). PO 00000 22535 Sfmt 4703 48 See Price List—U.S. Derivatives Data, available at https://www.nasdaqtrader.com/Trader.aspx? id=DPPriceListOptions. 49 The Exchange notes that other exchanges offer an enterprise license fee that provides access to an unlimited number of users for a single price. This fee covers all of the applicable exchange’s market data feeds for a single enterprise license fee. The Exchange does not propose to offer an enterprise license fee at this time because customers have not requested it and, at this time, no individual subscriber distributes Exchange market data to a population of individual users that would necessitate purchasing an enterprise license. E:\FR\FM\28MYN1.SGM 28MYN1 22536 Federal Register / Vol. 90, No. 101 / Wednesday, May 28, 2025 / Notices Market share ‡ (%) Exchange Nasdaq MRX .............. 2.71 Cboe BZX Options ..... Cboe C2 ..................... 3.99 3.00 Market data product Internal distributors MRX Top ...... MRX Depth .. MRX Spread BZX Depth ... C2 Complex C2 Depth ...... External distributors 1,515.00 1,515.00 1,010.00 3,000.00 1,000.00 2,500.00 2,020.00 2,020.00 1,515.00 2,000.00 1,000.00 2,500.00 Pro-user Non-pro user Non-display fee $25.25 (per exchange) .. $1.00 (per exchange) .... $7,575.00 (per exchange, no cap). $30.00 (per feed) ........... $25.00 (per feed) ........... $50.00 (per feed) ........... $1.00 (per feed) ............. $25.00 (per feed) ........... $50.00 (per feed) ........... N/A. N/A. N/A. khammond on DSK9W7S144PROD with NOTICES ‡ See supra note 24. As illustrated by the above table, while distributor fees may vary across exchanges, and in some instances are higher on the Exchange, the per User fees of other exchanges are generally higher than that proposed by the Exchange and can quickly make up for any difference in distributor fees due to an increased number of Users permissioned for other exchanges’ data feeds when compared to the Users permissioned to view data from the Exchange. In addition, Nasdaq Options and Nasdaq MRX charge materially higher fees for Non-Display Usage. Meanwhile, Cboe BZX Options and Cboe C2 would charge non-display users their applicable distribution fee, which are not capped and are either higher than, or comparable to, the fees proposed by the Exchange. Furthermore, the Exchange proposes to only charge fees to Internal and External Distributors for the ToM, cToM, MOR, and AIS feeds, which, when combined with the above proposed fees, result in fee packages that are generally comparable to the fee packages charged by Nasdaq Options, Nasdaq MRX, Cboe BZX Options, and Cboe C2 due to those exchanges charging higher or similar User and Non-Display Usage fees, as set forth above. Lastly, the proposed discount to charge per User fees at the Exchange level, and not per data feed, as well as capping the monthly Non-Display Usage fee for use of multiple data feeds, is reasonable and cause the Exchange’s proposed fees to be even lower for subscribers to multiple Exchange data products. Pro-Rata Distribution of Fees. The Exchange believes its proposal to no longer pro-rate mid-month changes to subscriptions is reasonable because the Exchange had no mid-month subscriptions or terminations over the past twelve (12) months that would have required the monthly fee to be prorated and no other options exchanges provides for the similar pro-ration of market data fees.50 Also, removing these 50 See Cboe BZX Fee Schedule, Market Data Fees section and Cboe EDGX Options Fee Schedule, supra note 13. See also MEMX Options Fee Schedule, Market Data Fees section and Securities VerDate Sep<11>2014 16:10 May 27, 2025 Jkt 265001 provisions would harmonize the MIAX Emerald Fee Schedule with the MIAX Pearl Equities Fee Schedule, which does not provide for pro-ration of market data fees.51 The Proposed Fees Are Equitably Allocated Overall. The Exchange believes that its proposed fees are reasonable, equitable, and not unfairly discriminatory because they are designed to align fees with services provided. The Exchange believes that the proposed fees for the market data feeds are allocated fairly and equitably among the various categories of users of the data feeds, and any differences among categories of users are justified and appropriate. The Exchange believes that the proposed fees are equitably allocated because they will apply uniformly to all data recipients that choose to subscribe to the market data feeds. Any market participant that chooses to subscribe to the market data feeds is subject to the same Fee Schedule, regardless of what type of business they operate, and the decision to subscribe to one or more market data feeds is based on objective differences in usage of market data feeds among different Members, which are still ultimately in the control of any particular Member. The Exchange believes the proposed pricing of the market data feeds is equitably allocated because it is based, in part, upon the amount of information contained in each data feed, which may have additional value to market participants. Pro-Rata Distribution of Fees. The Exchange believes its proposal to no longer pro-rate mid-month changes to subscriptions is equitably allocated because the Exchange had no subscriber utilize pro-ration via a mid-month subscriptions or terminations over the past twelve (12) months, nor does it foresee a subscriber doing so in the near future. The Exchange believes it is Exchange Act Release No. 101370 (October 17, 2024), 89 FR 84638 (October 23, 2024) (SR–MEMX– 2024–40). 51 See MIAX Pearl Equities Fee Schedule, Section 3), Market Data Definitions, and Securities Exchange Act Release No. 100319 (June 12, 2024), 89 FR 51562 (June 19, 2024) (SR–PEARL–2024–25). PO 00000 Frm 00072 Fmt 4703 Sfmt 4703 equitable to no longer pro-rate fees for Distributors who subscribe mid-month because other options exchanges do not provide for the similar pro-ration of market data fees.52 Also, removing these provisions would harmonize the MIAX Emerald Fee Schedule with the MIAX Pearl Equities Fee Schedule, which does not provide for pro-ration of market data fees.53 User Fees. The Exchange believes that the proposed fee, fee levels, and structure that differentiate between Professional User fees from NonProfessional User fees for display use are equitable. This structure has long been used by other exchanges and OPRA to reduce the price of data to Non-Professional Users and make it more broadly available.54 Offering the market data feeds to Non-Professional Users at a lower cost than Professional Users results in greater equity among data recipients, as Professional Users are categorized as such based on their employment and participation in financial markets, and thus, are compensated to participate in the markets. While Non-Professional Users too can receive significant financial benefits through their participation in the markets, the Exchange believes it is reasonable to charge more to those Users who are more directly engaged in the markets. Non-Display Usage Fees. The Exchange believes the proposed NonDisplay Usage fees are equitably allocated because they would require Distributors to pay fees only for the uses 52 See Cboe BZX Options Fee Schedule, Market Data Fees section and Cboe EDGX Options Fee Schedule, Market Data Fees section, supra note 13. See also MEMX Options Fee Schedule, Market Data Fees section and Securities Exchange Act Release No. 101370 (October 17, 2024), 89 FR 84638 (October 23, 2024) (SR–MEMX–2024–40). 53 See MIAX Pearl Equities Fee Schedule, Section 3), Market Data Definitions, and Securities Exchange Act Release No. 100319 (June 12, 2024), 89 FR 51562 (June 19, 2024) (SR–PEARL–2024–25). 54 See, e.g., Securities Exchange Act Release No. 59544 (March 9, 2009), 74 FR 11162 (March 16, 2009) (SR–NYSE–2008–131) (establishing the $15 Non-Professional User Fee (Per User) for NYSE OpenBook); Securities Exchange Act Release No. 20002, File No. S7–433 (July 22, 1983), 48 FR 34552 (July 29, 1983) (establishing Non-Professional fees for CTA data); NASDAQ BX Equity 7 Pricing Schedule, Section 123. E:\FR\FM\28MYN1.SGM 28MYN1 Federal Register / Vol. 90, No. 101 / Wednesday, May 28, 2025 / Notices they actually make of the data. As noted above, non-display data can be used by data recipients for a wide variety of profit-generating purposes (including trading and order routing) as well as purposes that do not directly generate revenues (such as risk management and compliance) but nonetheless substantially reduce the recipient’s costs by automating certain functions. The Exchange believes that it is equitable to charge non-display data Distributors that use the market data feeds because all such Distributors would have the ability to use such data for as many nondisplay uses as they wish for one low fee. As noted above, this structure is comparable to that in place for the exchanges referenced above and several other exchanges charge multiple nondisplay fees to the same client to the extent they use a data feed in several different trading platforms or for several types of non-display use.55 For all of the foregoing reasons, the Exchange believes that the proposed fees for the market data feeds are equitably allocated. khammond on DSK9W7S144PROD with NOTICES The Proposed Fees Are Not Unfairly Discriminatory The Exchange believes the proposed fees are not unfairly discriminatory because any differences in the application of the fees are based on meaningful distinctions between customers, and those meaningful distinctions are not unfairly discriminatory between customers. Overall. The Exchange believes that the proposed fees are not unfairly discriminatory because they would apply to all data recipients that choose to subscribe to the same market data feed(s). Any market participant, including market data vendors, that chooses to subscribe to the market data feeds is subject to the same Fee Schedule, regardless of what type of business they operate. Market participants seeking lower cost options may instead choose to receive data from OPRA or another potentially lower cost option such as a market data vendor. The Exchange notes that market participants can also choose to 55 See Cboe BZX Options Fee Schedule, available at https://www.cboe.com/us/options/membership/ fee_schedule/bzx/ (providing fees of $2,000.00 to $3,000.00 for Distribution, which includes NonDisplay use); Cboe C2 Fee Schedule, available at https://www.cboe.com/us/options/membership/fee_ schedule/ctwo/ (providing a fee $2,500.00 for Distribution, which includes Non-Display use); Nasdaq Options Fee Schedule, available at, https:// www.nasdaqtrader.com/Trader.aspx?id=DPPrice ListOptions (providing a fee of $10,000.00 for NonDisplay Use); and the NYSE American fee schedule available at https://www.nyse.com/publicdocs/ nyse/data/NYSE_Market_Data_Pricing.pdf (providing a fee of $5,000.00 for Non-Display Use). VerDate Sep<11>2014 16:10 May 27, 2025 Jkt 265001 subscribe to a combination of data feeds for redundancy purposes or to use different feeds for different purposes. In sum, each market participant has the ability to choose the best business solution for itself. The Exchange does not believe it is unfairly discriminatory to base pricing upon the amount of information contained in each data feed and the importance of that information to market participants. As described above, the ToM data feed can be utilized to trade on the Exchange but contains less information than available on the MOR data feed. Thus, the Exchange believes it is not unfairly discriminatory for the products to be priced as proposed, with the same fees being proposed for each data feed coupled with the discounts and caps discussed above. Pro-Rata Distribution of Fees. The Exchange believes that the proposal to no longer pro-rate mid-month changes to market data subscriptions is not unfairly discriminatory because there were no mid-month subscriptions or terminations over the past twelve (12) months that would have required the monthly fee to be pro-rated. The Exchange notes that other options exchanges do not provide for the similar pro-ration of market data fees.56 Also, removing these provisions would harmonize the MIAX Emerald Fee Schedule with the MIAX Pearl Equities Fee Schedule, which does not provide for pro-ration.57 User Fees. The Exchange believes that the proposed fee, fee levels, and structure that differentiates between Professional User fees from NonProfessional User fees for display use are not unfairly discriminatory. This structure has long been used by other exchanges and OPRA to reduce the price of data to Non-Professional Users and make it more broadly available. Offering the market data feeds to NonProfessional Users with the same data as is available to Professional Users, albeit at a lower cost, results in greater equity among data recipients. These User fees would be charged uniformly to all individuals that have access to the market data feeds based on the category of User. The Exchange also believes the proposed User fees are not unfairly 56 See Cboe BZX Options Fee Schedule, Market Data Fees section and Cboe EDGX Options Fee Schedule, Market Data Fees section, supra note 13. See also MEMX Options Fee Schedule, Market Data Fees section and Securities Exchange Act Release No. 101370 (October 17, 2024), 89 FR 84638 (October 23, 2024) (SR–MEMX–2024–40). 57 See MIAX Pearl Equities Fee Schedule, Section 3), Market Data Definitions and Securities Exchange Act Release No. 100319 (June 12, 2024), 89 FR 51562 (June 19, 2024) (SR–PEARL–2024–25). PO 00000 Frm 00073 Fmt 4703 Sfmt 4703 22537 discriminatory, with higher fees for Professional Users than NonProfessional Users, because NonProfessional Users may have less ability to pay for such data than Professional Users as well as less opportunity to profit from their usage of such data. Non-Display Usage Fees. The Exchange believes that the proposed Non-Display Usage fees are not unfairly discriminatory because they would require Distributors for non-display use to pay fees depending on their use of the data. As noted above, non-display data can be used by data recipients for a wide variety of profit-generating purposes as well as purposes that do not directly generate revenues but nonetheless substantially reduce the recipient’s costs by automating certain functions. For all of the foregoing reasons, the Exchange believes that the proposed fees for the Exchange’s market data feeds are not unfairly discriminatory. B. Self-Regulatory Organization’s Statement on Burden on Competition In accordance with Section 6(b)(8) of the Act,58 the Exchange does not believe that the proposed rule change would impose any burden on competition that is not necessary or appropriate in furtherance of the purposes of the Act. Intra-Market Competition The Exchange does not believe that the proposed fees place certain market participants at a relative disadvantage to other market participants because, as noted above, the proposed fees are associated with usage of the data feed by each market participant, which are still ultimately in the control of any particular Member, and such fees do not impose a barrier to entry to smaller participants. Accordingly, the proposed fees do not favor certain categories of market participants in a manner that would impose a burden on competition; rather, the allocation of the proposed fees reflects the types of data consumed by various market participants and their usage thereof. The Exchange also believes that the proposed fees neither favor nor penalize one or more categories of market participants in a manner that would impose an undue burden on competition. The Exchange believes its proposal to no longer pro-rate mid-month changes to market data subscriptions does not place an undue burden on intra-market competition because all market participants will be subject to the same Fee Schedule, regardless of which point in the month they subscribe. As noted 58 15 E:\FR\FM\28MYN1.SGM U.S.C. 78f(b)(8). 28MYN1 22538 Federal Register / Vol. 90, No. 101 / Wednesday, May 28, 2025 / Notices above, there were no mid-month subscriptions or terminations over the past twelve (12) months that would have required the monthly fee to be prorated. The Exchange notes that other options exchanges do not provide for the similar pro-ration of market data fees.59 Also, removing these provisions would harmonize the MIAX Emerald Fee Schedule with the MIAX Pearl Equities Fee Schedule, which does not provide for pro-ration.60 Inter-Market Competition The Exchange does not believe the proposed fees place an undue burden on competition on other SROs that is not necessary or appropriate. In particular, market participants are not forced to subscribe to either data feed, as described above. An exchange that overprices its market data products stands a high risk that users may purchase another market’s market data product. These competitive pressures ensure that no one exchange’s market data fees can impose an unnecessary burden on competition, and the Exchange’s proposed fees do not do so here. Additionally, other exchanges have similar market data fees with comparable rates in place for their participants. Other options exchanges are free to adopt comparable fee structures subject to the Commission’s rule filing process. C. Self-Regulatory Organization’s Statement on Comments on the Proposed Rule Change Received From Members, Participants, or Others No written comments were either solicited or received. khammond on DSK9W7S144PROD with NOTICES III. Date of Effectiveness of the Proposed Rule Change and Timing for Commission Action The foregoing rule change has become effective pursuant to Section 19(b)(3)(A)(ii) of the Act,61 and Rule 19b–4(f)(2) 62 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 59 See Cboe BZX Options Fee Schedule, Market Data Fees section and Cboe EDGX Options Fee Schedule, Market Data Fees section. See also MEMX Options Fee Schedule, Market Data Fees section and Securities Exchange Act Release No. 101370 (October 17, 2024), 89 FR 84638 (October 23, 2024) (SR–MEMX–2024–40). 60 See MIAX Pearl Equities Fee Schedule, Section 3), Market Data Definitions and Securities Exchange Act Release No. 100319 (June 12, 2024), 89 FR 51562 (June 19, 2024) (SR–PEARL–2024–25). 61 15 U.S.C. 78s(b)(3)(A)(ii). 62 17 CFR 240.19b–4(f)(2). VerDate Sep<11>2014 16:10 May 27, 2025 Jkt 265001 SR–EMERALD–2025–11 and should be submitted on or before June 18, 2025. interest, for the protection of investors, or otherwise in furtherance of the purposes of the Act. If the Commission takes such action, the Commission shall institute proceedings to determine whether the proposed rule should be approved or disapproved. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.63 Sherry R. Haywood, Assistant Secretary. IV. Solicitation of Comments [FR Doc. 2025–09486 Filed 5–27–25; 8:45 am] 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: BILLING CODE 8011–01–P Electronic Comments Self-Regulatory Organizations; Fixed Income Clearing Corporation; Notice of Filing of Proposed Rule Change To Amend and Restate the CrossMargining Agreement Between FICC and CME • 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– EMERALD–2025–11 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–EMERALD–2025–11. 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 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 PO 00000 Frm 00074 Fmt 4703 Sfmt 4703 SECURITIES AND EXCHANGE COMMISSION [Release No. 34–103096; File No. SR–FICC– 2025–014] May 21, 2025. Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (‘‘Act’’) 1 and Rule 19b–4 thereunder,2 notice is hereby given that on May 9, 2025, Fixed Income Clearing Corporation (‘‘FICC’’) filed with the Securities and Exchange Commission (‘‘SEC’’ or ‘‘Commission’’) the proposed rule change as described in Items I, II and III below, which Items have been prepared by the clearing agency. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. I. Clearing Agency’s Statement of the Terms of Substance of the Proposed Rule Change The FICC is proposing a rule change related to its cross-margining arrangement (the ‘‘Cross-Margining Arrangement’’) with the Chicago Mercantile Exchange Inc. (‘‘CME’’). The proposed rule change consists of a proposed Second Amended and Restated Cross-Margining Agreement (the ‘‘Second A&R Agreement’’) between FICC and CME (CME, collectively FICC and CME are referred to herein as the ‘‘Clearing Organizations’’ or ‘‘Parties’’). The proposed Second A&R Agreement would replace the current Amended and Restated Cross-Margining Agreement between the Parties (the ‘‘Existing Agreement’’) 3 in its entirety and would be incorporated into the FICC Government Securities Division (‘‘GSD’’) Rulebook (‘‘GSD Rules’’). The 63 17 CFR 200.30–3(a)(12). U.S.C. 78s(b)(1). 2 17 CFR 240.19b–4. 3 See Securities Exchange Act Release No. 98327 (Sept. 8, 2023), 88 FR 63185 (Sept. 14, 2023) (SR– FICC–2023–010). 1 15 E:\FR\FM\28MYN1.SGM 28MYN1

Agencies

SECURITIES AND EXCHANGE COMMISSION

[Federal Register Volume 90, Number 101 (Wednesday, May 28, 2025)]
[Notices]
[Pages 22529-22538]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2025-09486]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-103097; File No. SR-EMERALD-2025-11]

Self-Regulatory Organizations; MIAX Emerald, LLC; Notice of
Filing and Immediate Effectiveness of a Proposed Rule Change To Adopt
New Fee Categories for the Exchange's Proprietary Market Data Feeds

May 21, 2025.
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act'' or ``Exchange Act''),\1\ and Rule 19b-4 thereunder,\2\ notice
is hereby given that on May 7, 2025, MIAX Emerald, LLC (``MIAX
Emerald'' or ``Exchange'') filed with the Securities and Exchange
Commission (``Commission'') a proposed rule change as described in
Items I, II, and III below, which Items have been prepared by the
Exchange. The Commission is publishing this notice to solicit comments
on the proposed rule change from interested persons.
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\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change

The Exchange proposes to amend the MIAX Emerald Options Exchange
Fee Schedule (the ``Fee Schedule'') to amend the MIAX Emerald Options
Exchange Fee Schedule (the ``Fee Schedule'') to, among other things,
adopt new fee categories for the Exchange's proprietary market data
feeds: (1) the Top of Market (``ToM'') feed, (2) the Complex Top of
Market feed (``cToM''), (3) the Administrative Information Subscriber
feed (``AIS''),

[[Page 22530]]

and (4) the MIAX Emerald Order Feed (``MOR'') (collectively, the
``market data feeds'').
The text of the proposed rule change is available on the Exchange's
website at https://www.miaxglobal.com/markets/us-options/miax-options/rule-filings, at the Exchange's principal office, and at the
Commission's Public Reference Room.

II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change

In its filing with the Commission, the Exchange included statements
concerning the purpose of and basis for the proposed rule change and
discussed any comments it received on the proposed rule change. The
text of these statements may be examined at the places specified in
Item IV below. The Exchange has prepared summaries, set forth in
sections A, B, and C below, of the most significant aspects of such
statements.

A. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change

1. Purpose
The Exchange offers four standard proprietary market data products,
ToM, cToM, AIS, and MOR. The ToM data feed is a data feed that contains
the Exchange's best bid and offer, with aggregate size, and last sale
information, based on order and quoting interest on the Exchange.\3\
The ToM data feed includes data that is identical to the data sent to
the processor for the Options Price Reporting Authority (``OPRA''). The
data for ToM and OPRA leave the System \4\ at the same time, as
required under Section 5.2(c)(iii)(B) of the Limited Liability Company
Agreement of the Options Price Reporting Authority LLC (the ``OPRA
Plan''), which prohibits the dissemination of proprietary information
on any more timely basis than the same information is furnished to the
OPRA system for inclusion in OPRA's consolidated dissemination of
options information. The cToM data feed includes the same types of
information as ToM, but for Complex Orders \5\ on the Exchange's
Strategy Book.\6\ This information includes the Exchange's best bid and
offer for a complex strategy,\7\ with aggregate size, based on
displayable orders in the complex strategy. The cToM data feed also
provides subscribers with the following information: (i) the
identification of the complex strategies currently trading on the
Exchange; (ii) complex strategy last sale information; and (iii) the
status of securities underlying the complex strategy (e.g., halted,
open, or resumed). The AIS data feed provides subscribers real-time
updates regarding products traded on MIAX Emerald, trading status for
MIAX Emerald and products traded on MIAX Emerald, and liquidity seeking
event notifications (``administrative information'').\8\ The MOR data
feed includes full order book data for orders on the Simple Order Book
\9\ and Strategy Book, and includes the following data: product ID,
order price, order original volume, remaining volume open, and origin
code.\10\
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\3\ See Securities Exchange Act Release No. 85207 (February 27,
2019), 84 FR 7963 (March 5, 2019) (SR-EMERALD-2019-09) (Notice of
Filing and Immediate Effectiveness of a Proposed Rule Change to
Establish MIAX Emerald Top of Market (``ToM'') Data Feed, MIAX
Emerald Complex Top of Market (``cToM'') Data Feed, MIAX Emerald
Administrative Information Subscriber (``AIS'') Data Feed, and MIAX
Emerald Order Feed (``MOR'')).
\4\ The term ``System'' means the automated trading system used
by the Exchange for the trading of securities. See Exchange Rule
100.
\5\ In sum, a ``Complex Order'' is ``any order involving the
concurrent purchase and/or sale of two or more different options in
the same underlying security (the `legs' or `components' of the
complex order), for the same account . . . .'' See Exchange Rule
518(a)(5).
\6\ The ``Strategy Book'' is the Exchange's electronic book of
complex orders and complex quotes. See Exchange Rule 518(a)(17).
\7\ The term ``complex strategy'' means a particular combination
of components and their ratios to one another. New complex
strategies can be created as the result of the receipt of a complex
order or by the Exchange for a complex strategy that is not
currently in the System. The Exchange may limit the number of new
complex strategies that may be in the System at a particular time
and will communicate this limitation to Members via Regulatory
Circular. See Exchange Rule 518(a)(6).
\8\ See supra note 3.
\9\ The ``Simple Order Book'' is the Exchange's regular
electronic book of orders and quotes. See Exchange Rule 518(a)(15).
\10\ See supra note 3.
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Section 6 of the Fee Schedule, Market Data Fees, provides fees for
the ToM, cToM, AIS and MOR data feeds. Currently, the Exchange only
charges monthly fees to both Internal and External Distributors
(proposed definitions below) of the ToM, cToM, AIS and MOR data feeds.
Specifically, the Exchange charges Internal Distributors a monthly fee
of $2,000.00 for the ToM and cToM data feeds, $1,250.00 for the AIS
data feed, and $3,000.00 for the MOR data feed. The Exchange also
charges External Distributors a monthly fee of $3,000.00 for the ToM
and cToM data feeds, $1,750.00 for the AIS data feed, and $3,500.00 for
the MOR data feed.
The Exchange now proposes to amend the Fee Schedule to, among other
things, adopt new fee categories for the Exchange's proprietary market
data feeds. The primary purpose of this proposal is to adopt per User
(defined below) fees as well as fees for Non-Display Usage (also
defined below). The Exchange also proposes to add a ``Market Data
Definitions'' section to Section 6 of the Fee Schedule as well as
modify how mid-month subscriptions for Distributors are to be handled.
The Exchange believes that adopting the same fee structure as its
affiliated exchanges would reduce administrative burdens on market data
subscribers that also currently subscribe to market data feeds from the
Exchange's affiliates. Each of these proposed changes are described
below.
* * * * *
The Exchange believes that exchanges, in setting fees of all types,
should meet very high standards of transparency to demonstrate why each
new fee or fee increase meets the requirements of the Act that fees be
reasonable, equitably allocated, not unfairly discriminatory, and not
create an undue burden on competition among Members \11\ and markets.
The Exchange believes this high standard is especially important when
an exchange imposes various fees for market participants to access an
exchange's market data.
---------------------------------------------------------------------------

\11\ The term ``Member'' means an individual or organization
approved to exercise the trading rights associated with a Trading
Permit. Members are deemed ``members'' under the Exchange Act. See
Exchange Rule 100.
---------------------------------------------------------------------------

Approximately 51% of Members subscribe to one or more market data
feeds from the Exchange. Of those Members, approximately 47% subscribe
to all four market data feeds, approximately 22% subscribe to three
market data feeds, approximately 5% subscribe to two market data feeds,
and approximately 26% subscribe to only one market data feed. The
Exchange notes that there is no requirement that any Member or market
participant subscribe to the ToM, cToM, AIS or MOR data feeds offered
by the Exchange. Instead, a Member may choose to maintain subscriptions
to the ToM, cToM, AIS or MOR data feeds based on their own business
needs and trading models.
Definitions
The Exchange proposes to include a Definitions section at the
beginning of Section 6, Market Data Fees, of the Fee Schedule. The
purpose of the Definitions section is to provide market participants
greater clarity and transparency regarding the applicability of fees by
defining certain terms used in

[[Page 22531]]

connection with market data feeds within the Fee Schedule in a single
location related to the Exchange's market data products. The Exchange
notes that it includes similar Definitions in its fee schedule
applicable to its own equity trading platform, MIAX Pearl Equities,\12\
and that each of the proposed definitions are based on the MIAX Pearl
Equities Fee Schedule and that of other exchanges. The Exchange
believes that including a Definitions section for market data products
makes the Fee Schedule more user-friendly and comprehensive.
---------------------------------------------------------------------------

\12\ See MIAX Pearl Equities Fee Schedule, Section 3), Market
Data Fees, and Securities Exchange Act Release No. 100319 (June 12,
2024), 89 FR 51562 (June 19, 2024) (SR-PEARL-2024-25). See also Cboe
BZX Exchange, Inc. (``Cboe BZX Options'') Fee Schedule, Market Data
Fees section, and Cboe EDGX Exchange, Inc. (``Cboe EDGX Options'')
Fee Schedule, Market Data Fees section. See also MEMX LLC (``MEMX
Options'') Fee Schedule, Market Data Fees section, and Securities
Exchange Act Release No. 101370 (October 17, 2024), 89 FR 84638
(October 23, 2024) (SR-MEMX-2024-40) (``MEMX Options Market Data Fee
Proposal'').
---------------------------------------------------------------------------

The Exchange proposes to define the following terms in Section 6 of
the Fee Schedule:
Distributor. Any entity that receives the Exchange data
product directly from the Exchange or indirectly through another entity
and then distributes it internally or externally to a third party.
External Distributor. A Distributor that receives the
Exchange data product and then distributes that data to a third party
or one or more Users outside the Distributor's own entity.
Internal Distributor. A Distributor that receives the
Exchange data product and then distributes that data to one or more
Users within the Distributor's own entity.
[cir] The Exchange notes that it proposes to use the phrase ``own
entity'' in the definition of Internal Distributor and External
Distributor because a Distributor would be permitted to share data
received from an exchange data product to other legal entities
affiliated with the Distributor's entity that have been disclosed to
the Exchange without such distribution being considered external to a
third party. For instance, if a company has multiple affiliated broker-
dealers under the same holding company, that company could have one of
the broker-dealers or a non-broker-dealer affiliate subscribe to an
exchange data product and then share the data with other affiliates
that have a need for the data. This sharing with affiliates would not
be considered external distribution to a third party but instead would
be considered internal distribution to data recipients within the
Distributor's own entity.
[cir] The Exchange also notes that the explanatory paragraphs under
the ToM, cToM, AIS and MOR data feed fee tables includes the following
language which defines the terms Distributor, Internal Distributors,
and External Distributors:

MIAX Emerald will assess Market Data Fees applicable to ToM
[cToM, AIS or MOR] on Internal and External Distributors in each
month the Distributor is credentialed to use ToM [cToM, AIS or MOR]
in the production environment. A Distributor of MIAX Emerald data is
any entity that receives a feed or file of data either directly from
MIAX Emerald or indirectly through another entity and then
distributes it either internally (within that entity) or externally
(outside that entity). All Distributors are required to execute a
MIAX Emerald Distributor Agreement.

The Exchange proposes to remove these provisions from the Fee
Schedule because they: (i) duplicate the proposed definitions of
Distributor, External Distributor, and External Distributor proposed
herein with no substantive difference; and (ii) provide details that
are included in the Exchange's market data policies that are also not
also provided for in the fee schedules of other options exchanges.\13\
Removing these provisions would also harmonize the definition and fee
descriptions with the fee schedule applicable to MIAX Pearl
Equities.\14\
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\13\ See Cboe BZX Options Fee Schedule, Market Data Fees section
and Cboe EDGX Options, Market Data Fees section, both available
athttps://www.cboe.com/us/options/membership/?_gl=1*19q7zz0*_up*MQ..*_ga*NjY5OTA0NzE4LjE3MzQ1MzQzODk.*_ga_5Q99WB9X71*MTczNDUzNzQ0Mi4yLjEuMTczNDUzNzQ5OC4wLjAuMA. See also MEMX Options
Fee Schedule and Securities Exchange Act Release No. 101370 (October
17, 2024), 89 FR 84638 (October 23, 2024) (SR-MEMX-2024-40).
\14\ See MIAX Pearl Equities Fee Schedule, Section 3), Market
Data Fees, and Securities Exchange Act Release No. 100319 (June 12,
2024), 89 FR 51562 (June 19, 2024) (SR-PEARL-2024-25).
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Non-Display Usage. Any method of accessing an Exchange
data product that involves access or use by a machine or automated
device without access or use of a display by a natural person or
persons.
Non-Professional User. A natural person or qualifying
trust that uses Exchange data only for personal purposes and not for
any commercial purpose and, for a natural person who works in the
United States, is not: (i) registered or qualified in any capacity with
the Securities and Exchange Commission, the Commodities Futures Trading
Commission, any state securities agency, any securities exchange or
association, or any commodities or futures contract market or
association; (ii) engaged as an ``investment adviser'' as that term is
defined in Section 202(a)(11) of the Investment Advisors Act of 1940
(whether or not registered or qualified under that Act); or (iii)
employed by a bank or other organization exempt from registration under
federal or state securities laws to perform functions that would
require registration or qualification if such functions were performed
for an organization not so exempt; or, for a natural person who works
outside of the United States, does not perform the same functions as
would disqualify such person as a Non-Professional User if he or she
worked in the United States.
Professional User. Any User other than a Non-Professional
User.
User. A Professional User or Non-Professional User.
Proposed Market Data Pricing
As described above, the Exchange currently only charges Internal
Distributors a monthly fee of $2,000.00 for the ToM and cToM data
feeds, $1,250.00 for the AIS data feed, and $3,000.00 for the MOR data
feed. The Exchange also only currently charges External Distributors a
monthly fee of $3,000.00 for the ToM and cToM data feeds, $1,750.00 for
the AIS data feed, and $3,500.00 for the MOR data feed. The Exchange
now proposes to charge the below per User fees as well as Non-Display
Usage fees for the ToM, cToM, AIS and MOR data feeds, which, the
Exchange believes are generally similar to or lower than market data
fees charged by other similarly situated options exchanges. The
Exchange does not propose to adopt any additional fee categories in
this proposal. Each of the below capitalized terms are defined above
and would be included under the proposed Definitions section under
Section 6, Market Data Fees, of the Fee Schedule.
1. User Fees. For the ToM, cToM, AIS and MOR data feeds, the
Exchange proposes to charge a monthly fee of $20.00 for each
Professional User and $1.00 for each Non-Professional User of each data
feed.\15\ The proposed User fees would apply to each person that has
access to the ToM, cToM, AIS or MOR data feeds that is provided by a
Distributor (either Internal or External) for displayed usage. Each
Distributor's User count would include every individual that accesses
the data regardless of the purpose for which the individual uses the
data. The above Professional or Non-Professional User fee would provide
the same Professional or Non-Professional User access to all

[[Page 22532]]

other MIAX Emerald Market Data feeds for no additional per User
charge.\16\ In other words, a User would receive access to the ToM,
cToM, AIS and MOR data feeds for the applicable single per User fee and
not have to pay separate per User fees for each data feed. As such,
Distributors should report the number of Users per the Exchange, and
not per individual data feed. This would be noted in Section 6 of the
Fee Schedule under footnote 1 following the fee tables for the ToM,
cToM, AIS and MOR data feeds. Distributors of the ToM, cToM, AIS or MOR
data feeds would be required to report all Professional and Non-
Professional Users in accordance with the following:
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\15\ The Exchange does not propose to adopt an Enterprise Fee at
this time and may do so in the future based on feedback from market
participants.
\16\ The Exchange notes that similar reporting is required by
the Nasdaq options markets, The Nasdaq Stock Market LLC (``Nasdaq
Options''), Nasdaq Phlx LLC (``Nasdaq Phlx''), and Nasdaq MRX, LLC
(``Nasdaq MRX''). See, e.g., https://www.nasdaqtrader.com/Trader.aspx?id=DPPriceListOptions (providing that ``[t]he monthly
user fee should be reported once for Nasdaq Options, not once per
datafeed'').
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In connection with a Distributor's distribution of the
ToM, cToM, AIS or MOR data feeds, the Distributor must count as one
User each unique User that the Distributor is entitled for access to
the ToM, cToM, AIS or MOR data feeds.
Distributors must report each unique individual person who
receives access through multiple devices or multiple methods (e.g., a
single User has multiple passwords and user identifications) as one
User.
If a Distributor entitles one or more individuals to use
the same device, the Distributor must include only the individuals, and
not the device, in the count. Thus, Distributors would not be required
to report User device counts associated with a User's display use of
the data feed.
2. Non-Display Usage Fees. The Exchange proposes to establish a
monthly Non-Display Usage \17\ fee of $1,500.00 for the ToM, cToM, AIS
and MOR data feeds.
---------------------------------------------------------------------------

\17\ Non-Display Usage would include trading uses such as high
frequency or algorithmic trading as well as any trading in any asset
class, automated order or quote generation and/or order pegging,
price referencing for smart order routing, operations control
programs, investment analysis, order verification, surveillance
programs, risk management, compliance, and portfolio management.
---------------------------------------------------------------------------

The Exchange proposes to provide a discount to those that
subscribe to two or more MIAX Emerald data feeds by capping the Non-
Display Usage fee for Subscribers of two or more MIAX Emerald data
feeds at $3,000.00. This would be noted in Section 6 of the Fee
Schedule under footnote 2 following the fee tables for the ToM, cToM,
AIS and MOR data feeds.
Lastly, the Exchange proposes to no longer pro-rate fees for
Distributors who subscribe or terminate mid-month. The Exchange notes
that there were no mid-month subscriptions or terminations over the
past twelve (12) months that would have required the monthly fee to be
pro-rated. The Exchange also notes that mid-month subscriptions and
terminations place an increased burden on Exchange staff and systems
that are in place to pro-rate the monthly fee that are not justified by
the little to no mid-month subscriptions and terminations that occurred
over the past year or that the Exchange anticipates going forward based
on its past experience. This portion of the proposal should also
encourage subscribers to either begin a new subscription or terminate
an existing subscription at the beginning or end of a month,
respectively. Lastly, removing these provisions would also harmonize
the MIAX Emerald Fee Schedule with the MIAX Pearl Equities fee
schedule, which also does not provide for pro-ration.\18\ Also, other
exchanges do not provide for the similar pro-ration of market data
fees.\19\ Therefore, the Exchange proposes to remove the following
language providing for pro-rated month fees for mid-month subscribers
from the explanatory paragraphs under the ToM, cToM, AIS and MOR data
feed fee tables:
---------------------------------------------------------------------------

\18\ See MIAX Pearl Equities Fee Schedule, Section 3), Market
Data Fees, and Securities Exchange Act Release No. 100319 (June 12,
2024), 89 FR 51562 (June 19, 2024) (SR-PEARL-2024-25).
\19\ See Cboe BZX Options Fee Schedule and Cboe EDGX Options Fee
Schedule, supra note 13. See also MEMX Options Fee Schedule and
Securities Exchange Act Release No. 101370 (October 17, 2024), 89 FR
84638 (October 23, 2024) (SR-MEMX-2024-40).

Market Data Fees for [ToM/cToM/AIS/MOR] will be reduced for new
Distributors for the first month during which they subscribe to
[ToM/cToM/AIS/MOR], based on the number of trading days that have
been held during the month prior to the date on which they have been
credentialed to use [ToM/cToM/AIS/MOR] in the production
environment. Such new Distributors will be assessed a pro-rata
percentage of the fees described above, which is the percentage of
the number of trading days remaining in the affected calendar month
as of the date on which they have been credentialed to use [ToM/
cToM/AIS/MOR] in the production environment, divided by the total
number of trading days in the affected calendar month.
Implementation
The Exchange issued alerts publicly announcing the proposed fees on
September 30, 2024 and December 17, 2024.\20\ The fees subject to this
proposal are immediately effective.
---------------------------------------------------------------------------

\20\ See Fee Change Alert, MIAX Exchange Group--January 1, 2025
and March 1, 2025 Market Data Fee Changes (dated September 30,
2024), available at https://www.miaxglobal.com/alert/2024/09/30/miax-exchange-group-options-markets-january-1-2025-and-march-1-2025-market-1?nav=all and Fee Change Alert, MIAX Exchange Group--Options
Markets--Reminder: January 1, 2025 and March 1, 2025 Market Data Fee
Changes (dated December 17, 2024), available at https://www.miaxglobal.com/alert/2024/12/17/miax-exchange-group-options-markets-reminder-january-1-2025-and-march-1-2?nav=all.
---------------------------------------------------------------------------

2. Statutory Basis
The Exchange believes that the proposed rule change is consistent
with the provisions of Section 6(b) \21\ of the Act in general, and
furthers the objectives of Section 6(b)(4) \22\ of the Act, in
particular, in that it is designed to provide for the equitable
allocation of reasonable dues, fees and other charges among its Members
and other persons using its facilities. Additionally, the Exchange
believes that the proposed fees are consistent with the objectives of
Section 6(b)(5) \23\ of the Act in that they are designed 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 a free and open market and
national market system, and, in general, to protect investors and the
public interest, and, particularly, are not designed to permit unfair
discrimination between customers, issuers, brokers, or dealers.
---------------------------------------------------------------------------

\21\ 15 U.S.C. 78f.
\22\ 15 U.S.C. 78f(b)(4).
\23\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

The Exchange notes that the ToM, cToM, AIS and MOR data feeds are
entirely optional. The Exchange is not required to make the ToM, cToM,
AIS and MOR data feeds available to any customers, nor is any customer
required to purchase the ToM, cToM, AIS and MOR data feeds.
The Proposed Fees Are Reasonable and Comparable to the Fees Charged by
Other Exchanges for Similar Data Products
Overall. The proposed fees are comparable to those of other options
exchanges. Based on publicly-available information, no single exchange
had more than 13.65% equity options market share for all of 2024,\24\
and the Exchange compared the fees proposed herein to the fees charged
by other

[[Page 22533]]

options exchanges with similar market share. A more detailed discussion
of the comparison follows.
---------------------------------------------------------------------------

\24\ See The OCC, Options Volume by Exchange--2024, available at
https://www.theocc.com/market-data/market-data-reports/volume-and-open-interest/volume-by-exchange (last visited May 5, 2025).
---------------------------------------------------------------------------

The Exchange assesses the market share for each of the below
referenced options markets utilizing total equity options contracts
traded in 2024, as set forth in the following charts:\25\
---------------------------------------------------------------------------

\25\ Market share is the percentage of volume on a particular
exchange relative to the total volume across all exchanges, and
indicates the amount of order flow directed to that exchange. High
levels of market share enhance the value of trading and ports. Total
contracts include both multi-list options and proprietary options
products. Proprietary options products are products with
intellectual property rights that are not multi-listed.
---------------------------------------------------------------------------

User Fees
The proposed per User fees for the Exchange's market data products
are comparable to or lower than those charged by Nasdaq Options, Nasdaq
MRX, Cboe BZX Options, and Cboe C2 Exchange, Inc. (``Cboe C2''), as
summarized in the table below.

----------------------------------------------------------------------------------------------------------------
Monthly Monthly non-
Exchange Market share * Market data product professional user professional user
(%) fee fee
----------------------------------------------------------------------------------------------------------------
MIAX Emerald..................... 4.16 All................ $20.00 (per $1.00 (per
Exchange). Exchange).
Nasdaq Options................... 5.45 NOM BONO, NOM ITTO. $42.10 (per $1.00 (per
exchange). exchange).
Nasdaq MRX....................... 2.71 MRX Top, MRX Depth, $25.25 (per $1.00 (per
MRX Spread. exchange). exchange).
Cboe BZX Options................. 3.99 BZX Depth.......... $30.00 (per feed).. $1.00 (per feed).
Cboe C2.......................... 3.00 C2 Depth........... $50.00 (per feed).. $50.00 (per feed).
.............. C2 Complex......... $25.00 (per feed).. $25.00 (per feed).
----------------------------------------------------------------------------------------------------------------
* See supra note 24.

A more detailed discussion of the comparison follows.
Nasdaq Options. Nasdaq Options, with a market share of
approximately 5.45% that is comparable to the Exchange, charges higher
or comparable Professional and Non-Professional User fees for its top
of book and depth of book feeds than proposed by the Exchange. Further,
like Nasdaq Options, the Exchange proposes to charge a single per User
fee that would provide access to all of its market data products for a
single fee.
The Nasdaq Options Best of Nasdaq Options (``BONO'') feed is an
options feed that provides Nasdaq Options' best bid and offer and last
sale information.\26\ The Nasdaq Options BONO feed is similar to the
Exchange's ToM feed. The Nasdaq Options ITCH to Trade Options
(``ITTO'') feed is an options feed that provides full order and quote
depth information for individual orders and quotes and last sale
information.\27\ ITTO also provides, among other things, product
(option series) available for trading on Nasdaq Options, the trading
status of such products (i.e., whether the series is available for
closing transactions only), and order imbalances on opening/reopenings.
The ITTO feed is similar to the Exchange's MOR and AIS feeds.\28\
---------------------------------------------------------------------------

\26\ See Nasdaq Options Rules, Options 3, Section 23(a)(2).
\27\ See Nasdaq Options Rules, Options 3, Section 23(a)(1).
\28\ The Exchange notes that no other exchange offers a market
data feed that provides the same scope of information as the AIS
feed. However, other exchanges, such as Nasdaq Options via the ITTO
feed, include similar information as the AIS feed. The Exchange
notes that some, but not all, of the messages included in the AIS
feed overlap with the Exchange's other data feeds. However, not all
of the Exchange's market data subscribers separately purchase the
AIS feed. In any event, subscribers would not necessarily pay more
for the AIS feed because the Exchange proposes to charge a single
per User fee to receive all of the Exchange's data feeds. Likewise,
Nasdaq Options also charges a single per exchange User fee for which
their subscribers may receive similar data as the AIS feed via
multiple market data feeds for a single per User price. The Exchange
is also not comparing its cToM feed to a comparable Nasdaq Options
feed because the Exchange understands Nasdaq Options does not offer
such a feed.
---------------------------------------------------------------------------

Nasdaq Options charges Professional Users $42.10 per month and Non-
Professional Users $1.00 per month for the BONO feed and ITTO feed.\29\
The Exchange proposes to charge less than Nasdaq Options for
Professional Users and the same as Nasdaq Options for Non-Professional
Users while also providing access to all of its market data feeds for a
single per User fee. Specifically, for both the ToM and MOR data feeds,
the Exchange proposes to charge Professional Users $20.00 per month and
Non-Professional Users $1.00 per month. The Exchange's proposed
Professional User fee is lower than Nasdaq Options and its Non-
Professional User fee is equal to Nasdaq Options. Despite having only
incrementally higher market share than the Exchange, Nasdaq Options
charges higher or comparable per User fees than proposed by the
Exchange herein.
---------------------------------------------------------------------------

\29\ See Price List--U.S. Derivatives Data, available at https://www.nasdaqtrader.com/Trader.aspx?id=DPPriceListOptions. See also
Securities Exchange Act Release No. 73823 (December 11, 2014), 79 FR
75207 (December 17, 2014) (SR-NASDAQ-2014-119).
---------------------------------------------------------------------------

Nasdaq MRX. Nasdaq MRX, with a market share of approximately 2.71%,
lower than the Exchange, charges higher Professional and Non-
Professional User fees for its top of book and depth of book feeds than
the fees proposed by the Exchange. Further, like Nasdaq MRX, the
Exchange proposes to charge a single per User fee that would provide
access to all of its market data products for a single fee.\30\
---------------------------------------------------------------------------

\30\ The Exchange notes that Nasdaq MRX also offers the Nasdaq
MRX Order Feed and Nasdaq MRX Trades Feed, which are included in the
Nasdaq MRX per User fees. See Nasdaq MRX Options Rules, Options 7,
Pricing Schedule, Section 7, Market Data.
---------------------------------------------------------------------------

The Nasdaq MRX Top of Market feed is an options feed that provides
Nasdaq MRX's best bid and offer and last sale information.\31\ The
Nasdaq MRX Top of Market feed is similar to the Exchange's ToM feed.
The Nasdaq MRX Depth of Market feed is an options feed that provides
full order and quote depth information for individual orders and quotes
and last sale information.\32\ The Nasdaq MRX Depth of Market feed is
similar to the Exchange's MOR feed. The Nasdaq MRX Spread feed is an
options feed that provides information for both simple and complex
orders.\33\ The Nasdaq MRX Spread feed is similar to the Exchange's
cToM data feed.
---------------------------------------------------------------------------

\31\ See Nasdaq MRX Options Rules, Options 3, Section 23(a)(3).
\32\ See Nasdaq MRX Options Rules, Options 3, Section 23(a)(1).
\33\ See Nasdaq MRX Options Rules, Options 3, Section 23(a)(2).
---------------------------------------------------------------------------

Nasdaq MRX charges Professional Users $25.25 per month and Non-
Professional Users $1.00 per month for the Nasdaq MRX Top of Market
feed, the Nasdaq MRX Depth of Market Feed, and the Nasdaq MRX Spread
Feed.\34\ The Exchange proposes to charge less than Nasdaq MRX for
Professional Users and the same as Nasdaq MRX for Non-Professional
Users while also providing access to all of its market data fees for
single per User fee. Specifically, for the ToM, cToM, and MOR data
feeds, the

[[Page 22534]]

Exchange proposes to charge Professional Users $20.00 per month and
Non-Professional Users $1.00 per month. The Exchange's proposed
Professional User fee is lower than Nasdaq MRX and its Non-Professional
User fee is equal to Nasdaq MRX. Despite having lower market share than
the Exchange, Nasdaq MRX charges higher or comparable per User fees
than the fees proposed by the Exchange herein.
---------------------------------------------------------------------------

\34\ See Price List--U.S. Derivatives Data, available at https://www.nasdaqtrader.com/Trader.aspx?id=DPPriceListOptions.
---------------------------------------------------------------------------

Cboe BZX Options. Cboe BZX Options, with a market share of
approximately 3.99%, which is lower than the Exchange's market share,
charges higher Professional and Non-Professional User fees for its
depth of book feed than the fees proposed by the Exchange. Further,
Cboe BZX Options also charges separate per User fees per data product,
whereas the Exchange proposes to charge a single lower per User fee
that would provide access to all of its market data products for a
single fee.
The Cboe BZX Options Top feed is an options feed that provides top
of book quotations and execution information. The Cboe BZX Options Top
feed is similar to the Exchange's ToM feed.\35\ The Cboe BZX Options
Depth feed is an options feed that provides depth of book quotations
and execution information. The Cboe BZX Options Depth feed is similar
to the Exchange's MOR feed.
---------------------------------------------------------------------------

\35\ For the Cboe BZX Options Top feed, Cboe BZX Option charges
Professional Users $5.00 per month and Non-Professional Users $0.10
per month. For ToM, cToM, AIS and MOR data feeds, the Exchange
proposes to charge Professional Users $20.00 per month and Non-
Professional Users $1.00 per month. Although higher, the Exchange's
proposed Professional and Non-Professional User fees are not
necessarily comparable to Cboe BZX Options Top fees because a User
may receive access to each of the Exchange's four data feeds for a
single per User fee and, unlike Cboe BZX Options, not be required to
pay a separate per User fee for each data product and Cboe BZX
Options only provides two data feeds that provide only Cboe BZX
Options data. Cboe BZX Options also offers the Cboe One Options
Feed, which provides information for not only Cboe BZX Options, but
also its three affiliated options markets, Cboe EDGX Options, Cboe,
and Cboe C2. See Cboe BZX Options Rule 21.15(b)(6).
---------------------------------------------------------------------------

Cboe BZX Options charges Professional Users $30.00 per month and
Non-Professional Users $1.00 per month for the Cboe BZX Options Depth
feed. The Exchange proposes to charge less than Cboe BZX Options and
provide access to all of its market data fees for single, and still
lower, per User fee. Specifically, for ToM, cToM, AIS and MOR data
feeds, the Exchange proposes to charge Professional Users $20.00 per
month and Non-Professional Users $1.00 per month. The Exchange's
proposed Professional User fee is lower than Cboe BZX Options and its
Non-Professional User fee is equal to Cboe BZX Options. However, both
of the Exchange's proposed fees can be lower than Cboe BZX Options
because a User may receive access to each of the Exchange's data feeds
for a single per User fee and, unlike Cboe BZX Options, not be required
to pay a separate per User fee for each data product.\36\
---------------------------------------------------------------------------

\36\ Id.
---------------------------------------------------------------------------

Cboe C2. Cboe C2, with a market share of approximately 3.00% that
is lower than the Exchange, charges higher Professional and Non-
Professional User fees for its C2 Options Depth and C2 COB feed than
proposed by the Exchange. Unlike Cboe C2, the Exchange proposes to
charge a single per User fee that would provide access to all of its
market data products for a single fee.
The Cboe C2 Options Depth feed is an options feed that provides
depth of book quotations and execution information. The Cboe C2 Options
Depth feed is similar to the Exchange's MOR feed. The Cboe C2 COB feed
is an options data feed that provides information for complex
strategies (multi-leg trades, such as spreads, straddles and buy-
writes).\37\ The Cboe C2 COB feed is similar to the Exchange's cToM
feed.\38\ Cboe C2 charges all Users, both Professional Users and Non-
Professional Users, $25.00 per month for the Cboe C2 COB feed and
$50.00 for the Depth feed.\39\ The Exchange proposes to charge less
than Cboe C2 for Professional Users and Non-Professional Users while
also providing access to all of its market data feeds for a single per
User fee. Specifically, for the cToM data feed, the Exchange proposes
to charge Professional Users $20.00 per month and Non-Professional
Users $1.00 per month. The Exchange's proposed Professional User and
Non-Professional User fees are lower than the fees for the Cboe C2 COB
feed. Despite having lower market share than the Exchange, Cboe C2
charges higher or comparable per User fees than proposed by the
Exchange herein.
---------------------------------------------------------------------------

\37\ See https://www.cboe.com/market_data_services/us/options/.
\38\ Cboe C2 also provides the Cboe C2 Top feed, which provides
top of book quotations and execution information. Cboe C2 Top is
similar to the Exchange's ToM feed. Cboe C2 charges Professional
Users $5.00 per month and Non-Professional Users $0.10 per month.
For ToM, cToM, AIS and MOR data feeds, the Exchange proposes to
charge Professional Users $20.00 per month and Non-Professional
Users $1.00 per month. Although higher, the Exchange's proposed
Professional and Non-Professional User fees are not necessarily
comparable to Cboe C2 Top fees because a User may receive access to
each of the Exchange's four data feeds for a single per User fee
and, unlike Cboe C2, not be required to pay a separate per User fee
for each data product and Cboe C2 only provides three data feeds
that provide only Cboe C2 data. It is reasonable, however, to
compare the Exchange's data feeds to Cboe C2 data feeds with higher
per User fees because they charge the higher fee for a single data
product whereas the Exchange includes each of its data products for
a single fee. Cboe C2 also offers the Cboe One Options Feed, which
provides information for not only Cboe C2, but also its three
affiliated options markets, Cboe EDGX Options, Cboe, and Cboe BZX
Options.
\39\ See Cboe C2 Fee Schedule, available at https://www.cboe.com/us/options/membership/fee_schedule/ctwo/.
---------------------------------------------------------------------------

* * * * *
Each of the above examples of other exchanges' market data fees
support the proposition that the Exchange's proposed User fees are
comparable to those of other exchanges and therefore reasonable.
Non-Display Usage Fee
The proposed Non-Display Usage fee for the Exchange's market data
products is comparable to those charged by Nasdaq Options and Nasdaq
MRX, as summarized in below table.

----------------------------------------------------------------------------------------------------------------
Market share Monthly non-display usage
Exchange [dagger] (%) Market data products fee
----------------------------------------------------------------------------------------------------------------
MIAX Emerald............................ 4.13 All....................... $1,500.00 (per feed)
(capped at $3,000.00).
Nasdaq Options.......................... 5.45 NOM BONO, NOM ITTO........ $10,530.00 (per exchange).
Nasdaq MRX.............................. 2.71 MRX Top, MRX Depth, MRX $7,575.00 (per exchange).
Spread.
----------------------------------------------------------------------------------------------------------------
[dagger] See supra note 24.

A more detailed discussion of the comparison follows.
Nasdaq Options. Nasdaq Options, with a market share of
approximately 5.45%, which is comparable to the Exchange's market
share, charges higher Non-Display Usage fees for its top of book and
depth of book feeds than

[[Page 22535]]

proposed by the Exchange. Further, Nasdaq Options also charges the full
Non-Display Usage fees to receive all of its data products, whereas the
Exchange proposes to cap the Non-Display Usage fee at $3.000.00, which
would provide a discount to subscribers that choose to subscribe to
multiple Exchange data feeds for Non-Display Usage.\40\
---------------------------------------------------------------------------

\40\ The Exchange notes that not all options exchanges charge
non-display fees for options data. For example, Cboe, Cboe C2, Cboe
EDGX Options, Cboe BZX Options, BOX, and MEMX Options do not charge
non-display fees. Therefore, the Exchange compared its fees to two
comparable exchanges, Nasdaq Options and Nasdaq MRX, which charge
non-display fees.
---------------------------------------------------------------------------

As discussed above, the Nasdaq Options BONO feed is an options feed
that provides Nasdaq Options' best bid and offer and last sale
information.\41\ The Nasdaq Options BONO feed is similar to the
Exchange's ToM feed. The Nasdaq Options ITTO feed is an options feed
that provides full order and quote depth information for individual
orders and quotes and last sale information.\42\ Nasdaq Options ITTO
also provides, among other things, product (option series) available
for trading on Nasdaq Options, the trading status of such products
(i.e., whether the series is available for closing transactions only),
and order imbalances on opening/reopenings. The Nasdaq Options ITTO
feed is similar to the Exchange's MOR and AIS feeds.\43\
---------------------------------------------------------------------------

\41\ See Nasdaq Options Rules, Options 3, Section 23(a)(2).
\42\ See Nasdaq Options Rules, Options 3, Section 23(a)(1).
\43\ See supra note 29. The Exchange proposes to cap the amount
of Non-Display Usage fees for those that subscribe to multiple
Exchange data feeds. Accordingly, even though some market data
included in the AIS feed is included in the Exchange's other data
feeds, the Non-Display Usage fee is capped so subscribers would not
necessarily pay a higher rate on the Exchange than elsewhere.
---------------------------------------------------------------------------

Nasdaq Options charges a monthly fee of $10,530.00 for Non-Display
Usage of the Nasdaq Options BONO feed and Nasdaq Options ITTO feed.\44\
The Exchange proposes to charge less than Nasdaq Options while also
proposing to cap the Non-Display Usage fee at $3,000.00, which would
provide a discount to subscribers that choose to subscribe to multiple
Exchange data feeds for Non-Display Usage. Specifically, for the ToM,
cToM, AIS and MOR data feeds, the Exchange proposes to charge a monthly
fee of $1,500.00 for Non-Display Usage and to cap the Non-Display Usage
fee at $3,000.00 for those that wish to receive two or more of the
Exchange's data feeds for Non-Display Usage. This cap would be in lieu
of paying the full Non-Display Usage Fee for each data product, which
would total $6,000.00 per month. Despite having incrementally higher
market share than the Exchange, Nasdaq Options charges higher Non-
Display Usage fees than the fees proposed by the Exchange herein.
---------------------------------------------------------------------------

\44\ See Price List--U.S. Derivatives Data, available at https://www.nasdaqtrader.com/Trader.aspx?id=DPPriceListOptions. See also
Securities Exchange Act Release No. 73823 (December 11, 2014), 79 FR
75207 (December 17, 2014) (SR-NASDAQ-2014-119).
---------------------------------------------------------------------------

Nasdaq MRX. Nasdaq MRX, with a market share of approximately 2.71%,
which is lower than the Exchange's market share, charges higher Non-
Display Usage fees for its top of book, depth of book, and order feeds
than the fees proposed by the Exchange. Like the Exchange proposes
herein, Nasdaq MRX charges the full single Non-Display Usage fee for
access to all of its market data feeds. The Exchange proposes to cap
the Non-Display Usage fee at $3,000.00, which would provide a discount
to subscribers that choose to subscribe to multiple Exchange data feeds
for Non-Display Usage, similar to Nasdaq MRX.
The Nasdaq MRX Top of Market feed is an options feed that provides
Nasdaq MRX's best bid and offer and last sale information.\45\ The
Nasdaq MRX Top of Market feed is similar to the Exchange's ToM feed.
The Nasdaq MRX Depth of Market feed is an options feed that provides
full order and quote depth information for individual orders and quotes
and last sale information.\46\ The Nasdaq MRX Depth of Market feed is
similar to the Exchange's MOR feed. The Nasdaq MRX Spread feed is an
options feed that provides information for both simple and complex
orders.\47\ The Nasdaq MRX Spread feed is similar to the Exchange's
cToM data feed.
---------------------------------------------------------------------------

\45\ See Nasdaq MRX Options Rules, Options 3, Section 23(a)(3).
\46\ See Nasdaq MRX Options Rules, Options 3, Section 23(a)(1).
\47\ See Nasdaq MRX Options Rules, Options 3, Section 23(a)(2).
---------------------------------------------------------------------------

Nasdaq MRX charges a monthly fee of $7,575.00 for Non-Display Usage
of the Nasdaq MRX Top of Market feed, Nasdaq MRX Depth of Market feed,
and Nasdaq MRX Spread feed.\48\ The Exchange proposes to charge less
than Nasdaq MRX while also proposing to cap the Non-Display Usage fee
at $3,000.00, which would provide a discount to subscribers that choose
to subscribe to multiple Exchange data feeds for Non-Display Usage.
Specifically, for all of the Exchange's data feeds, the Exchange
proposes to charge a monthly fee of $1,500.00 and to cap the Non-
Display Usage fee at $3,000.00 for those that wish to receive two or
more of the Exchange's data feeds for Non-Display Usage. This cap would
be in lieu of paying the full Non-Display Usage Fee for each data
product, which would total $6,000.00 per month. Despite having lower
market share than the Exchange, Nasdaq MRX charges higher Non-Display
Usage fees than the fees proposed by the Exchange herein.
---------------------------------------------------------------------------

\48\ See Price List--U.S. Derivatives Data, available at https://www.nasdaqtrader.com/Trader.aspx?id=DPPriceListOptions.
---------------------------------------------------------------------------

Each of the above examples of other exchanges' market data fees
support the proposition that the Exchange's proposed Non-Display Usage
fees are lower than those of other exchanges and therefore reasonable.
The below table sets forth each exchanges' distributor fees for
each data feed that the Exchange includes in its above comparisons. The
below table also includes applicable per User and Non-Display Usage
fees that are discussed above.\49\
---------------------------------------------------------------------------

\49\ The Exchange notes that other exchanges offer an enterprise
license fee that provides access to an unlimited number of users for
a single price. This fee covers all of the applicable exchange's
market data feeds for a single enterprise license fee. The Exchange
does not propose to offer an enterprise license fee at this time
because customers have not requested it and, at this time, no
individual subscriber distributes Exchange market data to a
population of individual users that would necessitate purchasing an
enterprise license.

--------------------------------------------------------------------------------------------------------------------------------------------------------
Market
share Market data Internal External
Exchange [Dagger] product distributors distributors Pro-user Non-pro user Non-display fee
(%)
--------------------------------------------------------------------------------------------------------------------------------------------------------
MIAX Emerald............... 4.16 ToM............... $2,000.00 $3,000.00 $20.00 (per $1.00 (per $1,500.00 (per feed
cToM.............. 2,000.00 3,000.00 Exchange). Exchange). capped at
MOR............... 3,000.00 3,500.00 $3,000.00).
AIS............... 1,250.00 1,750.00
Nasdaq Options............. 5.45 NOM BONO.......... 1,566.00 2,089.00 $42.10 (per $1.00 (per $10,530.00 (per
NOM ITTO.......... 1,566.00 2,089.00 exchange). exchange). exchange, no cap).

[[Page 22536]]

Nasdaq MRX................. 2.71 MRX Top........... 1,515.00 2,020.00 $25.25 (per $1.00 (per $7,575.00 (per
MRX Depth......... 1,515.00 2,020.00 exchange). exchange). exchange, no cap).
MRX Spread........ 1,010.00 1,515.00
Cboe BZX Options........... 3.99 BZX Depth......... 3,000.00 2,000.00 $30.00 (per feed).. $1.00 (per feed)... N/A.
Cboe C2.................... 3.00 C2 Complex........ 1,000.00 1,000.00 $25.00 (per feed).. $25.00 (per feed).. N/A.
C2 Depth.......... 2,500.00 2,500.00 $50.00 (per feed).. $50.00 (per feed).. N/A.
--------------------------------------------------------------------------------------------------------------------------------------------------------
[Dagger] See supra note 24.

As illustrated by the above table, while distributor fees may vary
across exchanges, and in some instances are higher on the Exchange, the
per User fees of other exchanges are generally higher than that
proposed by the Exchange and can quickly make up for any difference in
distributor fees due to an increased number of Users permissioned for
other exchanges' data feeds when compared to the Users permissioned to
view data from the Exchange. In addition, Nasdaq Options and Nasdaq MRX
charge materially higher fees for Non-Display Usage. Meanwhile, Cboe
BZX Options and Cboe C2 would charge non-display users their applicable
distribution fee, which are not capped and are either higher than, or
comparable to, the fees proposed by the Exchange. Furthermore, the
Exchange proposes to only charge fees to Internal and External
Distributors for the ToM, cToM, MOR, and AIS feeds, which, when
combined with the above proposed fees, result in fee packages that are
generally comparable to the fee packages charged by Nasdaq Options,
Nasdaq MRX, Cboe BZX Options, and Cboe C2 due to those exchanges
charging higher or similar User and Non-Display Usage fees, as set
forth above.
Lastly, the proposed discount to charge per User fees at the
Exchange level, and not per data feed, as well as capping the monthly
Non-Display Usage fee for use of multiple data feeds, is reasonable and
cause the Exchange's proposed fees to be even lower for subscribers to
multiple Exchange data products.
Pro-Rata Distribution of Fees. The Exchange believes its proposal
to no longer pro-rate mid-month changes to subscriptions is reasonable
because the Exchange had no mid-month subscriptions or terminations
over the past twelve (12) months that would have required the monthly
fee to be pro-rated and no other options exchanges provides for the
similar pro-ration of market data fees.\50\ Also, removing these
provisions would harmonize the MIAX Emerald Fee Schedule with the MIAX
Pearl Equities Fee Schedule, which does not provide for pro-ration of
market data fees.\51\
---------------------------------------------------------------------------

\50\ See Cboe BZX Fee Schedule, Market Data Fees section and
Cboe EDGX Options Fee Schedule, supra note 13. See also MEMX Options
Fee Schedule, Market Data Fees section and Securities Exchange Act
Release No. 101370 (October 17, 2024), 89 FR 84638 (October 23,
2024) (SR-MEMX-2024-40).
\51\ See MIAX Pearl Equities Fee Schedule, Section 3), Market
Data Definitions, and Securities Exchange Act Release No. 100319
(June 12, 2024), 89 FR 51562 (June 19, 2024) (SR-PEARL-2024-25).
---------------------------------------------------------------------------

The Proposed Fees Are Equitably Allocated
Overall. The Exchange believes that its proposed fees are
reasonable, equitable, and not unfairly discriminatory because they are
designed to align fees with services provided. The Exchange believes
that the proposed fees for the market data feeds are allocated fairly
and equitably among the various categories of users of the data feeds,
and any differences among categories of users are justified and
appropriate.
The Exchange believes that the proposed fees are equitably
allocated because they will apply uniformly to all data recipients that
choose to subscribe to the market data feeds. Any market participant
that chooses to subscribe to the market data feeds is subject to the
same Fee Schedule, regardless of what type of business they operate,
and the decision to subscribe to one or more market data feeds is based
on objective differences in usage of market data feeds among different
Members, which are still ultimately in the control of any particular
Member. The Exchange believes the proposed pricing of the market data
feeds is equitably allocated because it is based, in part, upon the
amount of information contained in each data feed, which may have
additional value to market participants.
Pro-Rata Distribution of Fees. The Exchange believes its proposal
to no longer pro-rate mid-month changes to subscriptions is equitably
allocated because the Exchange had no subscriber utilize pro-ration via
a mid-month subscriptions or terminations over the past twelve (12)
months, nor does it foresee a subscriber doing so in the near future.
The Exchange believes it is equitable to no longer pro-rate fees for
Distributors who subscribe mid-month because other options exchanges do
not provide for the similar pro-ration of market data fees.\52\ Also,
removing these provisions would harmonize the MIAX Emerald Fee Schedule
with the MIAX Pearl Equities Fee Schedule, which does not provide for
pro-ration of market data fees.\53\
---------------------------------------------------------------------------

\52\ See Cboe BZX Options Fee Schedule, Market Data Fees section
and Cboe EDGX Options Fee Schedule, Market Data Fees section, supra
note 13. See also MEMX Options Fee Schedule, Market Data Fees
section and Securities Exchange Act Release No. 101370 (October 17,
2024), 89 FR 84638 (October 23, 2024) (SR-MEMX-2024-40).
\53\ See MIAX Pearl Equities Fee Schedule, Section 3), Market
Data Definitions, and Securities Exchange Act Release No. 100319
(June 12, 2024), 89 FR 51562 (June 19, 2024) (SR-PEARL-2024-25).
---------------------------------------------------------------------------

User Fees. The Exchange believes that the proposed fee, fee levels,
and structure that differentiate between Professional User fees from
Non-Professional User fees for display use are equitable. This
structure has long been used by other exchanges and OPRA to reduce the
price of data to Non-Professional Users and make it more broadly
available.\54\ Offering the market data feeds to Non-Professional Users
at a lower cost than Professional Users results in greater equity among
data recipients, as Professional Users are categorized as such based on
their employment and participation in financial markets, and thus, are
compensated to participate in the markets. While Non-Professional Users
too can receive significant financial benefits through their
participation in the markets, the Exchange believes it is reasonable to
charge more to those Users who are more directly engaged in the
markets.
---------------------------------------------------------------------------

\54\ See, e.g., Securities Exchange Act Release No. 59544 (March
9, 2009), 74 FR 11162 (March 16, 2009) (SR-NYSE-2008-131)
(establishing the $15 Non-Professional User Fee (Per User) for NYSE
OpenBook); Securities Exchange Act Release No. 20002, File No. S7-
433 (July 22, 1983), 48 FR 34552 (July 29, 1983) (establishing Non-
Professional fees for CTA data); NASDAQ BX Equity 7 Pricing
Schedule, Section 123.
---------------------------------------------------------------------------

Non-Display Usage Fees. The Exchange believes the proposed Non-
Display Usage fees are equitably allocated because they would require
Distributors to pay fees only for the uses

[[Page 22537]]

they actually make of the data. As noted above, non-display data can be
used by data recipients for a wide variety of profit-generating
purposes (including trading and order routing) as well as purposes that
do not directly generate revenues (such as risk management and
compliance) but nonetheless substantially reduce the recipient's costs
by automating certain functions. The Exchange believes that it is
equitable to charge non-display data Distributors that use the market
data feeds because all such Distributors would have the ability to use
such data for as many non-display uses as they wish for one low fee. As
noted above, this structure is comparable to that in place for the
exchanges referenced above and several other exchanges charge multiple
non-display fees to the same client to the extent they use a data feed
in several different trading platforms or for several types of non-
display use.\55\
---------------------------------------------------------------------------

\55\ See Cboe BZX Options Fee Schedule, available at https://www.cboe.com/us/options/membership/fee_schedule/bzx/ (providing fees
of $2,000.00 to $3,000.00 for Distribution, which includes Non-
Display use); Cboe C2 Fee Schedule, available at https://www.cboe.com/us/options/membership/fee_schedule/ctwo/ (providing a
fee $2,500.00 for Distribution, which includes Non-Display use);
Nasdaq Options Fee Schedule, available at, https://www.nasdaqtrader.com/Trader.aspx?id=DPPriceListOptions (providing a
fee of $10,000.00 for Non-Display Use); and the NYSE American fee
schedule available at https://www.nyse.com/publicdocs/nyse/data/NYSE_Market_Data_Pricing.pdf (providing a fee of $5,000.00 for Non-
Display Use).
---------------------------------------------------------------------------

For all of the foregoing reasons, the Exchange believes that the
proposed fees for the market data feeds are equitably allocated.
The Proposed Fees Are Not Unfairly Discriminatory
The Exchange believes the proposed fees are not unfairly
discriminatory because any differences in the application of the fees
are based on meaningful distinctions between customers, and those
meaningful distinctions are not unfairly discriminatory between
customers.
Overall. The Exchange believes that the proposed fees are not
unfairly discriminatory because they would apply to all data recipients
that choose to subscribe to the same market data feed(s). Any market
participant, including market data vendors, that chooses to subscribe
to the market data feeds is subject to the same Fee Schedule,
regardless of what type of business they operate. Market participants
seeking lower cost options may instead choose to receive data from OPRA
or another potentially lower cost option such as a market data vendor.
The Exchange notes that market participants can also choose to
subscribe to a combination of data feeds for redundancy purposes or to
use different feeds for different purposes. In sum, each market
participant has the ability to choose the best business solution for
itself. The Exchange does not believe it is unfairly discriminatory to
base pricing upon the amount of information contained in each data feed
and the importance of that information to market participants. As
described above, the ToM data feed can be utilized to trade on the
Exchange but contains less information than available on the MOR data
feed. Thus, the Exchange believes it is not unfairly discriminatory for
the products to be priced as proposed, with the same fees being
proposed for each data feed coupled with the discounts and caps
discussed above.
Pro-Rata Distribution of Fees. The Exchange believes that the
proposal to no longer pro-rate mid-month changes to market data
subscriptions is not unfairly discriminatory because there were no mid-
month subscriptions or terminations over the past twelve (12) months
that would have required the monthly fee to be pro-rated. The Exchange
notes that other options exchanges do not provide for the similar pro-
ration of market data fees.\56\ Also, removing these provisions would
harmonize the MIAX Emerald Fee Schedule with the MIAX Pearl Equities
Fee Schedule, which does not provide for pro-ration.\57\
---------------------------------------------------------------------------

\56\ See Cboe BZX Options Fee Schedule, Market Data Fees section
and Cboe EDGX Options Fee Schedule, Market Data Fees section, supra
note 13. See also MEMX Options Fee Schedule, Market Data Fees
section and Securities Exchange Act Release No. 101370 (October 17,
2024), 89 FR 84638 (October 23, 2024) (SR-MEMX-2024-40).
\57\ See MIAX Pearl Equities Fee Schedule, Section 3), Market
Data Definitions and Securities Exchange Act Release No. 100319
(June 12, 2024), 89 FR 51562 (June 19, 2024) (SR-PEARL-2024-25).
---------------------------------------------------------------------------

User Fees. The Exchange believes that the proposed fee, fee levels,
and structure that differentiates between Professional User fees from
Non-Professional User fees for display use are not unfairly
discriminatory. This structure has long been used by other exchanges
and OPRA to reduce the price of data to Non-Professional Users and make
it more broadly available. Offering the market data feeds to Non-
Professional Users with the same data as is available to Professional
Users, albeit at a lower cost, results in greater equity among data
recipients. These User fees would be charged uniformly to all
individuals that have access to the market data feeds based on the
category of User.
The Exchange also believes the proposed User fees are not unfairly
discriminatory, with higher fees for Professional Users than Non-
Professional Users, because Non-Professional Users may have less
ability to pay for such data than Professional Users as well as less
opportunity to profit from their usage of such data.
Non-Display Usage Fees. The Exchange believes that the proposed
Non-Display Usage fees are not unfairly discriminatory because they
would require Distributors for non-display use to pay fees depending on
their use of the data. As noted above, non-display data can be used by
data recipients for a wide variety of profit-generating purposes as
well as purposes that do not directly generate revenues but nonetheless
substantially reduce the recipient's costs by automating certain
functions.
For all of the foregoing reasons, the Exchange believes that the
proposed fees for the Exchange's market data feeds are not unfairly
discriminatory.

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

In accordance with Section 6(b)(8) of the Act,\58\ the Exchange
does not believe that the proposed rule change would impose any burden
on competition that is not necessary or appropriate in furtherance of
the purposes of the Act.
---------------------------------------------------------------------------

\58\ 15 U.S.C. 78f(b)(8).
---------------------------------------------------------------------------

Intra-Market Competition
The Exchange does not believe that the proposed fees place certain
market participants at a relative disadvantage to other market
participants because, as noted above, the proposed fees are associated
with usage of the data feed by each market participant, which are still
ultimately in the control of any particular Member, and such fees do
not impose a barrier to entry to smaller participants. Accordingly, the
proposed fees do not favor certain categories of market participants in
a manner that would impose a burden on competition; rather, the
allocation of the proposed fees reflects the types of data consumed by
various market participants and their usage thereof. The Exchange also
believes that the proposed fees neither favor nor penalize one or more
categories of market participants in a manner that would impose an
undue burden on competition.
The Exchange believes its proposal to no longer pro-rate mid-month
changes to market data subscriptions does not place an undue burden on
intra-market competition because all market participants will be
subject to the same Fee Schedule, regardless of which point in the
month they subscribe. As noted

[[Page 22538]]

above, there were no mid-month subscriptions or terminations over the
past twelve (12) months that would have required the monthly fee to be
pro-rated. The Exchange notes that other options exchanges do not
provide for the similar pro-ration of market data fees.\59\ Also,
removing these provisions would harmonize the MIAX Emerald Fee Schedule
with the MIAX Pearl Equities Fee Schedule, which does not provide for
pro-ration.\60\
---------------------------------------------------------------------------

\59\ See Cboe BZX Options Fee Schedule, Market Data Fees section
and Cboe EDGX Options Fee Schedule, Market Data Fees section. See
also MEMX Options Fee Schedule, Market Data Fees section and
Securities Exchange Act Release No. 101370 (October 17, 2024), 89 FR
84638 (October 23, 2024) (SR-MEMX-2024-40).
\60\ See MIAX Pearl Equities Fee Schedule, Section 3), Market
Data Definitions and Securities Exchange Act Release No. 100319
(June 12, 2024), 89 FR 51562 (June 19, 2024) (SR-PEARL-2024-25).
---------------------------------------------------------------------------

Inter-Market Competition
The Exchange does not believe the proposed fees place an undue
burden on competition on other SROs that is not necessary or
appropriate. In particular, market participants are not forced to
subscribe to either data feed, as described above. An exchange that
overprices its market data products stands a high risk that users may
purchase another market's market data product. These competitive
pressures ensure that no one exchange's market data fees can impose an
unnecessary burden on competition, and the Exchange's proposed fees do
not do so here. Additionally, other exchanges have similar market data
fees with comparable rates in place for their participants. Other
options exchanges are free to adopt comparable fee structures subject
to the Commission's rule filing process.

C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others

No written comments were either solicited or received.

III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action

The foregoing rule change has become effective pursuant to Section
19(b)(3)(A)(ii) of the Act,\61\ and Rule 19b-4(f)(2) \62\ thereunder.
At any time within 60 days of the filing of the proposed rule change,
the Commission summarily may temporarily suspend such rule change if it
appears to the Commission that such action is necessary or appropriate
in the public interest, for the protection of investors, or otherwise
in furtherance of the purposes of the Act. If the Commission takes such
action, the Commission shall institute proceedings to determine whether
the proposed rule should be approved or disapproved.
---------------------------------------------------------------------------

\61\ 15 U.S.C. 78s(b)(3)(A)(ii).
\62\ 17 CFR 240.19b-4(f)(2).
---------------------------------------------------------------------------

IV. Solicitation of Comments

Interested persons are invited to submit written data, views and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act. Comments may be submitted by any of
the following methods:

Electronic Comments

Use the Commission's internet comment form (https://www.sec.gov/rules/sro.shtml); or
Send an email to [email protected]. Please include
file number SR-EMERALD-2025-11 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-EMERALD-2025-11. 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 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-EMERALD-2025-11 and should
be submitted on or before June 18, 2025.

For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\63\
---------------------------------------------------------------------------

\63\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2025-09486 Filed 5-27-25; 8:45 am]
BILLING CODE 8011-01-P

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