[Federal Register Volume 80, Number 199 (Thursday, October 15, 2015)]
[Notices]
[Pages 62131-62132]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2015-26149]



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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-76114; File No. SR-NYSEArca-2015-89]


Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing 
and Immediate Effectiveness of Proposed Rule Change Amending the NYSE 
Arca Equities Schedule of Fees and Charges for Exchange Services

October 8, 2015.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act''),\1\ and Rule 19b-4 \2\ thereunder, notice is hereby given 
that, on October 1, 2015, NYSE Arca, Inc. (the ``Exchange'' or ``NYSE 
Arca'') 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 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 NYSE Arca Equities Schedule of 
Fees and Charges for Exchange Services (``Fee Schedule''). The Exchange 
proposes to implement the change on October 1, 2015. The text of the 
proposed rule change is available on the Exchange's Web site at 
www.nyse.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 self-regulatory organization 
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 those 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 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The Exchange proposes to amend the Routable Retail Order Tier 
(``Routable Retail'') applicable to Tape C Securities on the Fee 
Schedule. Currently, the Routable Retail pricing tier provides ETP 
Holders, including Market Makers, that (1) provide liquidity of 0.20% 
or more of the US consolidated average daily volume (``CADV'') during a 
billing month across all Tapes, (2) maintain a ratio during a billing 
month across all Tapes of executed provide liquidity that is eligible 
to route away from the Exchange (``Routable Orders'') \3\ to total 
executed provide liquidity of 55% or more, and (3) execute an ADV of 
Retail Orders \4\ that provide liquidity during the month that is 0.10% 
or more of the US CADV, with a credit of $0.0032 per share for Routable 
and non-Routable Orders in Tape C Securities that provide liquidity to 
the Book and a fee of $0.0030 per share in Tape C Securities that take 
liquidity from the Book.\5\
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    \3\ ETP Holders are able to include an instruction with their 
orders to determine whether the order will be eligible to route to 
an away exchange (e.g., to execute against trading interest with a 
better price than on the Exchange) or, for example, be cancelled if 
routing would otherwise occur.
    \4\ Retail Orders are defined in the Fee Schedule as orders 
designated as retail orders and that meet the requirements of Rule 
7.44(a)(3), but that are not executed in the Retail Liquidity 
Program. The Retail Liquidity Program is a pilot program designed to 
attract additional retail order flow to the Exchange for NYSE Arca-
listed securities and securities traded pursuant to unlisted trading 
privileges while also providing the potential for price improvement 
to such order flow. See Rule 7.44. See Securities Exchange Act 
Release No. 71176 (December 23, 2013), 78 FR 79524 (December 30, 
2013) (SR-NYSEArca-2013-107).
    \5\ See Basic Rate. Basic Rates are applicable when tier rates 
do not apply.
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    The Exchange proposes to lower the per share fee for Routable and 
non-Routable Orders in Tape C Securities that take liquidity from the 
Book to $0.0029 per share.\6\ The Exchange proposes to implement the 
change on October 1, 2015.
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    \6\ The Exchange recently submitted a proposed rule change to 
make a number of changes to the Fee Schedule to be implemented on 
October 1, 2015, including lowering the fee for orders in Tape C 
Securities tiers that take liquidity from the Book in certain 
pricing tiers. The Exchange intended to include the change proposed 
by this filing in the earlier filing but inadvertently failed to do 
so and is therefore submitting this proposed rule change separately. 
See SR-NYSEArca-2015-87.
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    The proposed changes are not otherwise intended to address any 
other issues, and the Exchange is not aware of any problems that ETP 
Holders would have in complying with the proposed changes.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with Section 6(b) of the Act,\7\ in general, and furthers the 
objectives of Sections 6(b)(4) and (5) of the Act,\8\ in particular, 
because it provides for the equitable allocation of reasonable dues, 
fees, and other charges among its members, issuers and other persons 
using its facilities and does not unfairly discriminate between 
customers, issuers, brokers or dealers.
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    \7\ 15 U.S.C. 78f(b).
    \8\ 15 U.S.C. 78f(b)(4) and (5).
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    The Exchange believes the proposed change to the Routable Retail 
Order Tier is reasonable and equitably allocated because it would apply 
to all Routable and non-Routable Orders sent by ETP Holders and Market 
Makers in Tape C Securities that take liquidity from the Book and the 
proposed lower fee would serve to incentivize these market participants 
to direct order flow to the Exchange rather than to a competing market. 
The Exchange believes that it is equitable and not unfairly 
discriminatory to charge a lower fee to ETP Holders, including Market 
Makers, because these market participants make significant 
contributions to market quality by providing higher volumes of 
liquidity, which benefits all market participants. The Exchange further 
believes that the proposed fee change is equitable and not unfairly 
discriminatory because the lowered fees would apply to all similarly 
situated ETP Holders, including Market Makers, equally.
    Additionally, the Exchange, in an earlier filing, proposed to lower 
the per share fee for orders in Tape C Securities that take liquidity 
from the Book in a number of pricing tiers and is extending that same 
fee to the Routable Retail Order Tier which it intended to do in the 
earlier filing.
    Finally, the Exchange believes that it is subject to significant 
competitive forces, as described below in the Exchange's statement 
regarding the burden on competition. For these reasons, the Exchange 
believes that the proposal is consistent with the Act.

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

    In accordance with Section 6(b)(8) of the Act,\9\ the Exchange 
believes that the proposed rule change would not impose any burden on 
competition that is not necessary or appropriate in furtherance of the 
purposes of the Act. Instead, the Exchange believes that the proposed 
fee change will encourage competition,

[[Page 62132]]

including by attracting additional liquidity to the Exchange, which 
will make the Exchange a more competitive venue for, among other 
things, order execution and price discovery. The Exchange notes that it 
operates in a highly competitive market in which market participants 
can readily favor competing venues. In such an environment, the 
Exchange must continually review, and consider adjusting, its fees and 
credits to remain competitive with other exchanges. For the reasons 
described above, the Exchange believes that the proposed rule change 
promotes a competitive environment.
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    \9\ 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

    No written comments were solicited or received with respect to the 
proposed rule change.

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

    The foregoing rule change is effective upon filing pursuant to 
Section 19(b)(3)(A) \10\ of the Act and subparagraph (f)(2) of Rule 
19b-4 \11\ thereunder, because it establishes a due, fee, or other 
charge imposed by the Exchange.
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    \10\ 15 U.S.C. 78s(b)(3)(A).
    \11\ 17 CFR 240.19b-4(f)(2).
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    At any time within 60 days of the filing of such 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 under 
Section 19(b)(2)(B) \12\ of the Act to determine whether the proposed 
rule change should be approved or disapproved.
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    \12\ 15 U.S.C. 78s(b)(2)(B).
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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-NYSEArca-2015-89 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-NYSEArca-2015-89. 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 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-NYSEArca-2015-89 and should 
be submitted on or before November 5, 2015.
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    \13\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\13\
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2015-26149 Filed 10-14-15; 8:45 am]
BILLING CODE 8011-01-P