[Federal Register Volume 79, Number 238 (Thursday, December 11, 2014)]
[Notices]
[Pages 73676-73679]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2014-29006]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-73759; File No. SR-EDGA-2014-30]


Self-Regulatory Organizations; EDGA Exchange, Inc.; Notice of 
Filing and Immediate Effectiveness of a Proposed Rule Change To Amend 
the EdgeBook Cloud Service on EDGA Exchange, Inc.

December 5, 2014.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(the ``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given 
that on November 25, 2014, EDGA Exchange, Inc. (the ``Exchange'' or 
``EDGA'') filed with the Securities and Exchange Commission 
(``Commission'') the proposed rule change as described in Items I and 
II below, which Items have been prepared by the Exchange. The Exchange 
has designated this proposal as a ``non-controversial'' proposed rule 
change pursuant to Section 19(b)(3)(A) of the Act \3\ and Rule 19b-
4(f)(6)(iii) thereunder,\4\ which renders it effective upon filing with 
the Commission. 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.
    \3\ 15 U.S.C. 78s(b)(3)(A).
    \4\ 17 CFR 240.19b-4(f)(6)(iii).
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange filed a proposal to eliminate references to and fees 
for the Flex Download and Snapshot offerings available as part of the 
Exchange's EdgeBook Cloud service, which are optional services that are 
to be discontinued by the Exchange. The Exchange will continue to offer 
the Replay portion of the EdgeBook Cloud service, but proposes to 
rename it EDGA Historical Depth Data as well as amend its related fees.
    The text of the proposed rule change is available at the Exchange's 
Web site at http://www.directedge.com/, at the principal office of the 
Exchange, and at the Commission's Public Reference Room.

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

    In its filing with the Commission, the 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 parts of such 
statements.

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

1. Purpose
    The EdgeBook Cloud is a service that allows Members and non-Members 
of the Exchange to obtain and query historical trade and quote data 
(``historical data'') representing the real-time data feed previously 
disseminated by the Exchange.\5\ The EdgeBook Cloud currently includes 
the three separate offerings: Replay, FlexDownload, and Snapshot. The 
Exchange proposes to eliminate references to and fees for the Flex 
Download and Snapshot offerings available as part of the Exchange's 
EdgeBook Cloud service, which are optional services that are to be 
discontinued by the Exchange. The

[[Page 73677]]

Exchange will continue to offer the Replay portion of the EdgeBook 
Cloud service, but proposes to rename it EDGA Historical Depth Data as 
well as amend its related fees.
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    \5\ See Securities Exchange Act Release No. 66403 (February 15, 
2012), 77 FR 10593 (February 22, 2012) (SR-EDGA-2012-05) (Notice of 
Filing and Immediate Effectiveness of Proposed Rule Change Relating 
to an Offering of a New Historical Data Feed Service to Members and 
Non-Members).
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Termination of FlexDownload and Snapshot
    The Exchange proposes to delete reference to and fees for the 
FlexDownload and Snapshot offerings available as part of the Exchange's 
EdgeBook Cloud service because it intends to discontinue offering this 
products as of January 2, 2015. Therefore, reference to these products 
and their fees in the Exchange's fee schedule would no longer serve any 
legitimate purpose upon the product being retired by the Exchange. 
FlexDownload enables subscribers to submit customized queries of trade 
or quote information, specify the time and symbol parameters, as well 
as other attributes to be retrieved. Snapshot provided subscribers the 
ability to submit standard queries that can be accessed on-demand, or 
through an Application Programming Interface (``API'') \6\ that permits 
query results to be downloaded by the subscriber. Standard queries 
include various quote and trade requests, as well as a combined quote 
and trade view for a requested symbol. The Exchange has no subscribers 
to either the FlexDownload or Snapshot offerings and, therefore, 
intends to terminate these services.
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    \6\ An API facilitates information sharing by acting as a ``go-
between'' that enables a software program to interact with other 
software.
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Harmonization of EDGE Book Cloud Replay With BATS Historical Pitch Data
    The Exchange proposes to rename the Replay portion of the EdgeBook 
Cloud service as EDGA Historical Depth Data, which is similar to BATS 
Historical Pitch Data,\7\ an identical product offered by BATS 
Exchange, Inc. (``BATS''), an affiliate of the Exchange. The Exchange 
also proposes to amend the fees charged for EdgeBook Cloud Replay 
service to more closely align with those fees charged for BATS 
Historical Pitch Data.
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    \7\ See Securities Exchange Act Release No. 61885 (April 9, 
2010), 75 FR 20018 (April 16, 2010) (SR-BATS-2010-002) (Order 
Approving Proposed Rule Change, As Amended, To Offer Certain BATS 
Exchange Data Products).
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    Earlier this year, the Exchange and its affiliate EDGX Exchange, 
Inc. (``EDGX'') received approval to effect a merger (the ``Merger'') 
of the Exchange's parent company, Direct Edge Holdings LLC, with BATS 
Global Markets, Inc., the parent of BATS and the BATS Y-Exchange, Inc. 
(``BYX'' together with BATS, BYX, EDGA and EDGX, the ``BGM Affiliated 
Exchanges'').\8\ In the context of the Merger, the BGM Affiliated 
Exchanges are working to align certain rules and services, retaining 
only intended differences between the BGM Affiliated Exchanges. As part 
of this effort, the Exchange proposes to: (i) Rename the Replay portion 
of the EdgeBook Cloud service as EDGA Historical Depth Data, which is 
like BATS Historical Pitch Data, an identical product offered by BATS; 
and (ii) amend the fees charged for EdgeBook Cloud Replay service to 
more closely align with those fees charged for BATS Historical Pitch 
Data. Like the BATS Historical Pitch Data service, the Exchange also 
proposes to specify that the EdgeBook Cloud Replay service is offered 
to subscribers for internal use only.
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    \8\ See Securities Exchange Act Release No. 71449 (January 30, 
2014), 79 FR 6961 (February 5, 2014) (SR-EDGX-2013-43; SR-EDGA-2013-
34).
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    In sum, both EdgeBook Cloud Replay and BATS Historical Pitch Data 
allow subscribers to access a formatted replay of each trading day, 
including the exact messages that were disseminated via the EdgeBook 
Depth feed for EDGA \9\ and the BATS Exchange Pitch Feed \10\ 
respectively, including any orders, executions, cancellations and 
status messages. Therefore, renaming the Replay portion of the EdgeBook 
Cloud service as EDGA Historical Depth Data, similar to the BATS 
Historical Pitch Data, is designed to align the naming of identical 
services offered by the BGM Affiliated Exchanges.\11\
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    \9\ See Exchange Rule 13.8 for a description of the EDGA Book 
Feed.
    \10\ See BATS Rules 11.22(a) and (c) for a description of the 
BATS Exchange Pitch feeds.
    \11\ The Exchange understands that EDGX is to file a proposed 
rule change with the Commission to make similar changes.
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    While the fees for both the EdgeBook Cloud Replay and BATS 
Historical Pitch Data are similar, the Exchange does proposes amend the 
fees for the EdgeBook Cloud Replay service to more closely align with 
those fees charged for BATS Historical Pitch Data. Currently, 
subscribers to the EdgeBook Cloud Replay are charged a fee of $500/
month for a rolling thirty day replay. Subscribers may also request 
data for a calendar month for a fee of $500 for each month they 
request, capped at $2500 if less than or equal to 1TB of data is 
requested. If a subscriber requests more than 1TB of data, it will be 
charged an additional $2500 flat fee. Subscribers to the BATS 
Historical Pitch Data service are charged a fee of $500/month per user 
for access to 90 days of data available on a rolling basis. For data 
that BATS provides on an external hard drive to a subscriber, BATS 
charges 2,500 per TB drive generated by the Exchange. The Exchange 
proposes to adopt the identical fee structure as BATS. As proposed, the 
Exchange will charge subscribers a $500 monthly access fee per user for 
access to 90 days of data available on a rolling basis. The Exchange 
will no longer charge subscribers $500/per month for a rolling 30 day 
replay or $500 for each calendar month requested. Like BATS, and 
similar to existing EdgeBook Cloud fees, the Exchange will charge 
$2,500 per TB hard drive for data downloaded by the Exchange to an 
external hard drive.
2. Statutory Basis
    The Exchange believes the proposed rule change is consistent with 
the requirements of Section 6(b) of the Act,\12\ in general, and 
Section 6(b)(5) of the Act,\13\ in particular, in that it promotes just 
and equitable principles of trade, removes impediments to, and perfects 
the mechanism of, a free and open market and a national market system, 
and, in general, protects investors and the public interest. The 
Exchange also believes that its proposal is consistent with Section 
6(b)(4) of the Act,\14\ in that it provides for the equitable 
allocation of reasonable dues, fees and other charges among members and 
other persons using its facilities.
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    \12\ 15 U.S.C. 78f(b).
    \13\ 15 U.S.C. 78f(b)(5).
    \14\ 15 U.S.C. 78f(b)(4).
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Termination of FlexDownload and Snapshot
    The proposal is consistent with Section 6(b)(5) of the Act,\15\ in 
that it eliminates any investor confusion by deleting references to 
services, and their related fees, that are to be discontinued by the 
Exchange, thereby removing impediments to and perfecting the mechanism 
of a free and open market and a national market system, and, in 
general, protecting investors and the public interest. In addition, the 
Exchange has no subscribers to the FlexDownload and Snapshot offerings, 
neither of these offerings are core product offerings by the Exchange, 
nor is the Exchange required by the Act to offer such products. The 
proposed rule change will not permit unfair discrimination among 
customers, brokers, or dealers because the FlexDownload and Snapshot 
offerings will no longer be offered by the Exchange.
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    \15\ 15 U.S.C. 78f(b)(5).
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    In addition, the Exchange believes that the proposed removal of the 
fees for the FlexDownload and Snapshot

[[Page 73678]]

offerings from its fee schedule are consistent with Section 6(b)(4) of 
the Act \16\ because it would delete fees for products that are to be 
discontinued by the Exchange, thereby eliminating investor confusion. 
Lastly, the Exchange also believes that the proposed amendment to its 
fee schedule is reasonable and non-discriminatory because it will apply 
uniformly to all members.
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    \16\ 15 U.S.C. 78f(b)(4).
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Harmonization of EDGE Book Cloud Replay With BATS Historical Pitch Data
    The proposal is consistent with Section 6(b)(5) of the Act,\17\ in 
that it eliminates any investor confusion because renaming the Replay 
portion of the EdgeBook Cloud service as EDGA Historical Depth Data, 
similar to the BATS Historical Pitch Data, an identical product offered 
by BATS, is designed to align the naming of identical services offered 
by the BGM Affiliated Exchanges. In addition, the Exchange believes 
that its proposal to harmonize the fees charged for EdgeBook Cloud 
Replay service with those fees charged for BATS Historical Pitch Data 
is consistent with Section 6(b)(4) of the Act \18\ because it is also 
designed to align the pricing of identical products offered across the 
BGM Affiliated Exchanges. The Exchange also believes the proposed fees 
for the EdgeBook Cloud Replay service are reasonable and equitable 
because they mirror the fees charged for BATS Historical Pitch Data, 
which have been previously approved by the Commission.\19\ The Exchange 
believes that its proposed fees are reasonable in light of the benefits 
to data recipients. This product is completely optional in that no 
subscriber is required to purchase it and only those subscribers that 
deem such product to be of sufficient overall value and usefulness will 
purchase it. Lastly, the Exchange also believes that the proposed 
amendment to its fee schedule is reasonable and non-discriminatory 
because it will apply uniformly to all members.
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    \17\ 15 U.S.C. 78f(b)(5).
    \18\ 15 U.S.C. 78f(b)(4).
    \19\ See supra note 7.
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B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange believes the proposal is consistent with Section 
6(b)(8) of the Act \20\ in that it does not impose any burden on 
competition that is not necessary or appropriate in furtherance of the 
purposes of the Act. The proposed rule change to remove references to 
data products and their related fees that are to be retired by the 
Exchange is not designed to have a competitive impact. Second, the 
proposal to rename an existing service and amend its fees to align with 
an identical service offered by BATS is also not designed to have a 
burden on competition as it is merely intended to provide greater 
harmonization among Exchange and BATS, alleviating investor confusion 
by providing a uniform product offering across the BGM Affiliated 
Exchanges. Therefore, the Exchange does not believe the proposed rule 
change will have any effect on competition that is not necessary or 
appropriate in furtherance of the purposes of the Act.
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    \20\ 15 U.S.C. 78f(b)(8).
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C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants, or Others

    The Exchange has neither solicited nor received written comments on 
the proposed rule change.

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

    Because the foregoing proposed rule change does not: (1) 
Significantly affect the protection of investors or the public 
interest; (2) impose any significant burden on competition; and (3) by 
its terms does not become operative for 30 days after the date of this 
filing, or such shorter time as the Commission may designate if 
consistent with the protection of investors and the public interest, 
the proposed rule change has become effective pursuant to Section 
19(b)(3)(A) of the Act \21\ and Rule 19b-4(f)(6) thereunder.\22\
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    \21\ 15 U.S.C. 78s(b)(3)(A).
    \22\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)(iii) 
requires a self-regulatory organization to provide the Commission 
with written notice of its intent to file the proposed rule change, 
along with a brief description and text of the proposed rule change, 
at least five business days prior to the date of filing of the 
proposed rule change, or such shorter time as designated by the 
Commission. The Exchange has met this requirement.
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    A proposed rule change filed under Rule 19b-4(f)(6) normally does 
not become operative for 30 days after the date of filing. However, 
Rule 19b-4(f)(6)(iii) permits the Commission to designate a shorter 
time if such action is consistent with the protection of investors and 
the public interest. The Exchange has asked the Commission to waive the 
30-day operative delay so that the proposal may become operative 
immediately upon filing. The Commission believes that waiving the 30-
day operative delay is consistent with the protection of investors and 
the public interest so that the Exchange can align the names and fees 
for identical services offered by the Exchange and BATS, and delete 
references to data products and their fees that are to be discontinued 
by the Exchange in a timely manner. In addition, the Exchange has no 
subscribers to the FlexDownload and Snapshot offerings; therefore, 
exchange participants will not be affected by the immediate 
discontinuation of these products.\23\ Accordingly, the Commission 
hereby grants the Exchange's request and designates the proposal 
operative upon filing.
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    \23\ For purposes only of waiving the 30-day operative delay, 
the Commission has also considered the proposed rule's impact on 
efficiency, competition, and capital formation. See 15 U.S.C. 
78c(f).
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    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.

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 (http://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include 
File Number SR-EDGA-2014-30 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-EDGA-2014-30. 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 Web site (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments, all 
written statements with respect to the proposed rule change that are 
filed with the Commission, and all written communications relating to 
the

[[Page 73679]]

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 Web site viewing and 
printing in the Commission's Public Reference Room, 100 F Street NE., 
Washington, DC 20549, on official business days between the hours of 
10:00 a.m. and 3:00 p.m. Copies of the filing also will be available 
for inspection and copying at the principal office of the Exchange. All 
comments received will be posted without change; the Commission does 
not edit personal identifying information from submissions. You should 
submit only information that you wish to make available publicly. All 
submissions should refer to File Number SR-EDGA-2014-30, and should be 
submitted on or before January 2, 2015.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\24\
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    \24\ 17 CFR 200.30-3(a)(12).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2014-29006 Filed 12-10-14; 8:45 am]
BILLING CODE 8011-01-P