[Federal Register Volume 85, Number 55 (Friday, March 20, 2020)]
[Notices]
[Pages 16172-16177]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2020-05849]


-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-88391; File No. SR-NYSEAMER-2020-18]


Self-Regulatory Organizations; NYSE American LLC; Notice of 
Filing and Immediate Effectiveness of Proposed Change To Amend the NYSE 
American Options Fee Schedule

March 16, 2020.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 
1934 (the ``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby 
given that, on March 12, 2020, NYSE American LLC (``NYSE American'' or 
the ``Exchange'') filed with the Securities and Exchange Commission 
(the ``Commission'') the proposed rule change as described in

[[Page 16173]]

Items I, II, and III below, which Items have been prepared by the self-
regulatory organization. The Commission is publishing this notice to 
solicit comments on the proposed rule change from interested persons.
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------

I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to amend the NYSE American Options Fee 
Schedule (``Fee Schedule'') regarding the Professional Step-Up 
Incentive program and rebates for initiating a Customer Best Execution 
(``CUBE'') Auction. The Exchange proposes to implement the fee change 
effective March 12, 2020. The proposed change is available on the 
Exchange's website 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 the 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The purpose of this filing is modify the Fee Schedule regarding the 
Professional Step-Up Incentive program and rebates for initiating a 
Customer Best Execution (``CUBE'') Auction.
    In brief, the proposed changes are designed to encourage ATP 
Holders to increase their Electronic volume in the ``Professional'' 
range as well as to submit initiating CUBE Orders.\4\ Specifically, the 
Exchange proposes to modify the Professional Step-Up Incentive, which 
offers discounted rates on monthly Professional volume, and to offer a 
new rebate on initiating CUBE volume for those ATP Holders that meet 
certain Professional volume requirements and increase their initiating 
CUBE volume by a specified amount, as described further below.
---------------------------------------------------------------------------

    \4\ For purposes of this filing, ``Professional'' Electronic 
volume includes: Professional Customer, Broker Dealer, Non-NYSE 
American Options Market Maker, and Firm (the ``Professional 
volume'').
---------------------------------------------------------------------------

    The Exchange proposes to implement the rule changes on March 12, 
2020.
Background
    The Commission has repeatedly expressed its preference for 
competition over regulatory intervention in determining prices, 
products, and services in the securities markets. In Regulation NMS, 
the Commission highlighted the importance of market forces in 
determining prices and SRO revenues and, also, recognized that current 
regulation of the market system ``has been remarkably successful in 
promoting market competition in its broader forms that are most 
important to investors and listed companies.'' \5\
---------------------------------------------------------------------------

    \5\ See Securities Exchange Act Release No. 51808 (June 9, 
2005), 70 FR 37496, 37499 (June 29, 2005) (S7-10-04) (``Reg NMS 
Adopting Release'').
---------------------------------------------------------------------------

    There are currently 16 registered options exchanges competing for 
order flow. Based on publicly-available information, and excluding 
index-based options, no single exchange has more than 16% of the market 
share of executed volume of multiply-listed equity and ETF options 
trades.\6\ Therefore, no exchange possesses significant pricing power 
in the execution of multiply-listed equity & ETF options order flow. 
More specifically, in the fourth quarter of 2019, the Exchange had less 
than 10% market share of executed volume of multiply-listed equity & 
ETF options trades.\7\
---------------------------------------------------------------------------

    \6\ The OCC publishes options and futures volume in a variety of 
formats, including daily and monthly volume by exchange, available 
here: https://www.theocc.com/market-data/volume/default.jsp.
    \7\ Based on OCC data, see id., the Exchange's market share in 
equity-based options declined from 9.82% for the month of January 
2019 to 8.08% for the month of January 2020.
---------------------------------------------------------------------------

    The Exchange believes that the ever-shifting market share among the 
exchanges from month to month demonstrates that market participants can 
shift order flow, or discontinue or reduce use of certain categories of 
products, in response to fee changes. Accordingly, competitive forces 
constrain options exchange transaction fees.
    In response to this competitive environment, the Exchange has 
established various pricing incentives designed to encourage increased 
Electronic volume executed on the Exchange, including (but not limited 
to) the American Customer Engagement (``ACE'') Program and the 
Professional Step-Up Program. The Exchange also offers an ACE 
Initiating Participant Rebate to participants in the ACE Program that 
initiate CUBE Auctions. The Exchange is proposing to modify the 
Professional Step-Up program to continue to encourage Professional 
volume and to introduce an alternative to the ACE Initiating 
Participant Rebate that would enable non-ACE Program participants to 
qualify for a rebate on certain initiating CUBE Orders provided they 
meet certain Professional volume requirements and increase their 
initiating CUBE volume. To the extent that these incentives succeed, 
the increased liquidity on the Exchange would result in enhanced market 
quality for all participants.
Proposed Rule Change
Professional Step-Up Incentive
    Section I.H. of the Fee Schedule sets forth the Professional Step-
Up Incentive program (the ``Professional Incentive''), which is 
comprised of Tiers A, B, and C, and offers discounted rates on monthly 
Professional volume for ATP Holders that increase their Professional 
volume by specified percentages of TCADV over their August 2019 
volume--or, for new ATP Holders that increase such volume by a 
specified percentages of TCADV above 10,000 contracts ADV) (the 
``Qualifying Volume'').\8\ Under the current Fee Schedule, ATP Holders 
that qualify for Tiers B and C of the Professional Incentive are also 
eligible to receive certain ACE Program, Tier 1 credits.\9\
---------------------------------------------------------------------------

    \8\ See Fee Schedule, Section I.H., Professional Step-Up 
Incentive, available here, https://www.nyse.com/publicdocs/nyse/markets/american-options/NYSE_American_Options_Fee_Schedule.pdf.
    \9\ See id. See also Fee Schedule, Section I.E. (describing the 
ACE Program and associated credits). The Exchange notes that under 
the current Fee Schedule participants that qualify for Tier B of the 
Professional Incentive do not receive all of the benefits that inure 
to ATP Holders that qualify for ACE Tier 1; they are solely entitled 
to the reduce rates on Customer Electronic Volume. See Fee Schedule, 
Section I.H., Professional Step-Up Incentive.
---------------------------------------------------------------------------

    The Exchange proposes to modify the Professional Incentive program 
as shown in the table below. (Proposed text is italicized, while text 
to be deleted is in brackets).\10\
---------------------------------------------------------------------------

    \10\ See proposed Fee Schedule, Section I.H., Professional Step-
Up Incentive.

[[Page 16174]]



                                         Professional Step-Up Incentive
----------------------------------------------------------------------------------------------------------------
                                       Qualifying     Per contract    Per contract
                                      volume as a %    Penny Pilot      non Penny            ACE benefits
                                        of TCADV          rate         Pilot rate
----------------------------------------------------------------------------------------------------------------
Tier A.............................     [0.04] 0.06    [$0.42] 0.45    [$0.65] 0.70  N/A.
Tier B.............................     [0.07] 0.08            0.35     [0.55] 0.60  [Tier 1 Customer Credits
                                                                                      only (per Section I.E.)] N/
                                                                                      A.
Tier C.............................     [0.09] 0.10            0.25            0.50  Tier 1 [Customer Credits
                                                                                      (per Section I.E.), plus
                                                                                      ACE Initiating Participant
                                                                                      Rebate--All issues (per
                                                                                      Section I.G.)].
----------------------------------------------------------------------------------------------------------------

    As shown in the table above, the Exchange proposes to increase the 
Qualifying Volume requirement for each of the Tiers A, B and C to 
0.06%, 0.08% and 0.10% (up from 0.04%, 0.07% and 0.09%), respectively. 
For Tier A, the Exchange also proposes to increase the rate per 
contract to $0.45 (up from $0.42) for Penny Pilot issues, which would 
still be a discounted rate, and $0.70 (up from $0.65) for non-Penny 
Pilot Issues, which would still be a discounted rate.\11\ For Tier B, 
the Exchange proposes to increase the rate per contract to $0.60 (up 
from $0.55) for non-Penny Pilot issues, which would still be a 
discounted rate, and to remove the ACE Program ``Tier 1 Customer only 
credits.'' \12\ The Exchange proposes to remove the ACE benefit from 
Tier B as it did not incent Professional Customer order flow as 
anticipated, likely because the ACE benefits were limited to Customer 
transactions and thus did not incent increased Professional volume. The 
Exchange believes that a better incentive is the Alternative Initiating 
Participant Rebate, as described below. Because the Exchange is 
removing the limited ACE Benefit for Tier B participants, it proposes 
to streamline the description of ACE Benefits available in the preamble 
of Section I.H. and regarding Tier C to simply read: ``Tier 1,'' which 
the Exchange believes would make the Fee Schedule easier to navigate 
and comprehend.\13\
---------------------------------------------------------------------------

    \11\ See Fee Schedule, Section I. A., supra note 8 (setting 
forth options transactions rates for Electronic Professional volume 
of $0.50 and $0.75 for Penny and Non-Penny issues respectively; 
except that Firm execution in Penny issues are charged $0.47 per 
contract).
    \12\ See id.
    \13\ See proposed Fee Schedule, Section I. H, Professional Step-
up Incentive (citing only ACE ``Tier 1'' in the preamble to Section 
I.H. and Tier C, thus removing the now extraneous references to--and 
verbiage regarding--ACE ``Section I.E.'' Customer credits and 
``Section I.G.'' CUBE Initiating Participant Rebate.''
---------------------------------------------------------------------------

CUBE Auction Fees & Credits: Alternative Initiating Participant Rebate
    Section I.G. of the Fee Schedule sets forth the rates for per 
contract fees and credits for executions associated with a CUBE 
Auction. The Exchange currently offers ATP Holders that qualify for 
Tiers 1-5 of the ACE Program a ($0.12) per contract rebate for up to 
5,000 Customer contracts per CUBE Order executed in a CUBE Auction (the 
``ACE Initiating Participant Rebate.'') \14\ The Exchange proposes to 
offer an alternative to the ACE Initiating Participant Rebate, which 
would be a ($0.10) per contract rebate for all issues that would 
likewise apply to first 5,000 Customer contracts per CUBE Order 
executed in a CUBE Auction, provided the ATP Holder met certain volume 
requirements (the ``Alternative Initiating Participant Rebate'').\15\
---------------------------------------------------------------------------

    \14\ See Section I.G. of the Fee Schedule, CUBE Auction Fees & 
Credits, note 2, see supra note 8.
    \15\ See proposed Section I.G. of the Fee Schedule, CUBE Auction 
Fees & Credits, note 2.
---------------------------------------------------------------------------

    Specifically, to qualify for the Alternative Initiating Participant 
Rebate, an ATP would have to execute:
     A minimum of 10,000 contracts average daily volume 
(``ADV'') in the ``Professional range, as defined in Section I.H.'' of 
the Fee Schedule, (i.e., in the Professional Incentive program); and
     Increase their Initiating CUBE Orders by the greater of 
20% over their August 2019 volume or 10,000 contracts ADV.\16\
---------------------------------------------------------------------------

    \16\ See id.
---------------------------------------------------------------------------

    The proposed Alternative Initiating Participant Rebate would be 
payable in addition to the Initiating Participant Credit for both Penny 
and non-Penny Pilot issues, which provide per contract credits of 
($0.30) and ($0.70), respectively. However, an ATP Holder that 
qualifies for both the ACE Initiating Participant Rebate (which is 
($0.12)) and the Alternative Initiating Participant Rebate (which is 
($0.10)) would be entitled only to the greater of the two rebates 
(i.e., the ACE Initiating Participant Rebate).\17\
---------------------------------------------------------------------------

    \17\ See id.
---------------------------------------------------------------------------

    The Exchange's fees are constrained by intermarket competition, as 
ATP Holders may direct their order flow to any of the 16 options 
exchanges, including those with similar incentive programs.\18\ Thus, 
ATP Holders have a choice of where they direct their order flow. The 
proposed modification to the Professional Incentive program as well as 
the Alternative Initiating Participant Rebate are designed to encourage 
ATP Holders to increase the amount of Professional volume directed to 
and executed on the Exchange. In addition, the proposed Alternative 
Initiating Participant Rebate is designed to increase incentives for 
submission of CUBE Orders, which should maximize price improvement 
opportunities for Customers. The Exchange notes that all market 
participants stand to benefit from increased volume, as increased 
liquidity promotes market depth, facilitates tighter spreads and 
enhances price discovery, and may lead to a corresponding increase in 
order flow from other market participants.
---------------------------------------------------------------------------

    \18\ See e.g., MIAX Options fee schedule, Section 1.a.iv, 
Professional Rebate Program, available here, https://www.miaxoptions.com/sites/default/files/fee_schedule-files/MIAX_Options_Fee_Schedule_01142020.pdf (setting forth per contract 
credits on volume submitted for the account of Public Customers that 
are not Priority Customers, Non-MIAX Market Makers, Non-Member 
Broker Dealers, and Firms (collectively, Professional for purposes 
of MIAX program), provided the Member achieves certain Professional 
volume increase percentage thresholds (set forth in the schedule) in 
the month relative to the fourth quarter of 2015).
---------------------------------------------------------------------------

    The Exchange cannot predict with certainty whether any ATP Holders 
would avail themselves of this proposed fee change. Assuming historical 
behavior can be predictive of future behavior, however, the Exchange 
believes that at present participation rates, between two and four 
firms may be able to qualify for Professional Incentive program and 
between two and four firms may qualify for the Alternative Initiating 
Participant Rebate on initiating CUBE volume.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with Section 6(b) of the Act,\19\ in general, and furthers the 
objectives of Sections 6(b)(4) and (5) of the Act,\20\ 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

[[Page 16175]]

discriminate between customers, issuers, brokers or dealers.
---------------------------------------------------------------------------

    \19\ 15 U.S.C. 78f(b).
    \20\ 15 U.S.C. 78f(b)(4) and (5).
---------------------------------------------------------------------------

The Proposed Rule Change Is Reasonable
    The Exchange operates in a highly competitive market. The 
Commission has repeatedly expressed its preference for competition over 
regulatory intervention in determining prices, products, and services 
in the securities markets. In Regulation NMS, the Commission 
highlighted the importance of market forces in determining prices and 
SRO revenues and, also, recognized that current regulation of the 
market system ``has been remarkably successful in promoting market 
competition in its broader forms that are most important to investors 
and listed companies.'' \21\
---------------------------------------------------------------------------

    \21\ See Reg NMS Adopting Release, supra note 5, at 37499.
---------------------------------------------------------------------------

    There are currently 16 registered options exchanges competing for 
order flow. Based on publicly-available information, and excluding 
index-based options, no single exchange has more than 16% of the market 
share of executed volume of multiply-listed equity and ETF options 
trades.\22\ Therefore, no exchange possesses significant pricing power 
in the execution of multiply-listed equity & ETF options order flow. 
More specifically, in the fourth quarter of 2019, the Exchange had less 
than 10% market share of executed volume of multiply-listed equity & 
ETF options trades.\23\
---------------------------------------------------------------------------

    \22\ See supra note 6.
    \23\ Based on OCC data, see supra note 7, the Exchange's market 
share in equity-based options declined from 9.82% for the month of 
January 2019 to 8.08% for the month of January 2020.
---------------------------------------------------------------------------

    The Exchange believes that the ever-shifting market share among the 
exchanges from month to month demonstrates that market participants can 
shift order flow, or discontinue or reduce use of certain categories of 
products, in response to fee changes. Accordingly, competitive forces 
constrain options exchange transaction fees. Stated otherwise, changes 
to exchange transaction fees can have a direct effect on the ability of 
an exchange to compete for order flow.
    The Exchange believes that the proposed modifications to the 
existing Professional Incentive program are reasonable because, 
although the proposed volume requirements and associated fees would 
increase, the rates would still be discounted and the Program would 
continue to be designed to incent ATP Holders to increase the amount of 
Professional order flow directed to the Exchange. The Exchange also 
notes that with the Alternative Initiating Participant Rebate, it is 
offering participants another means of achieving a rebate based on 
Professional volume, which should provide additional incentive to 
direct such order flow to the Exchange. The Exchange proposes to remove 
the ACE benefit from Tier B of the Professional Incentive program 
because it did not increase Professional order flow as anticipated, 
likely because the ACE benefits were limited to Customer transactions 
and thus did not incent increased Professional volume. Instead, the 
Exchange believes that the Alternative Initiating Participant Rebate 
may better incent ATP Holder's to increase Professional volume.
    The Exchange also believes that the proposed Alternative Initiating 
Participant Rebate for initiating CUBE volume is reasonable because it 
may encourage ATP Holders that choose to participate in the CUBE to 
direct order flow, including initiating CUBE volume to the Exchange. 
The Exchange notes that all market participants stand to benefit from 
increased Electronic transaction volume, as such increase promotes 
market depth, facilitates tighter spreads and enhances price discovery, 
and may lead to a corresponding increase in order flow from other 
market participants that do not participant in (or qualify for) the 
Professional Incentive program or the Alternative Initiating 
Participant Rebate. The Exchange believes that the baseline of 10,000 
ADV Professional volumes for new ATP Holders is reasonable because 
these volumes are comparable to trading volumes in August 2019 for 
those firms that were active on the Exchange and eligible to increase 
their CUBE initiating volume by 20% to qualify for the Alternative 
Initiating Participant Rebate. Moreover, the proposed Alternative 
Initiating Participant Rebate provides another avenue (outside of the 
ACE Program) for participants to avail themselves of a rebate for 
initiating CUBE Auctions.
    The Exchange cannot predict with certainty whether any ATP Holders 
would avail themselves of this proposed fee change. Assuming historical 
behavior can be predictive of future behavior, however, the Exchange 
believes that at present participation rates, between two and four 
firms may be able to qualify for Professional Incentive program and 
between two and four additional firms may qualify for the Alternative 
Initiating Participant Rebate on initiating CUBE volume.
    Finally, to the extent the proposed pricing incentives continue to 
attract volume and liquidity, the Exchange believes the proposed 
changes would improve the Exchange's overall competitiveness and 
strengthen its market quality for all market participants. In the 
backdrop of the competitive environment in which the Exchange operates, 
the proposed rule changes are a reasonable attempt by the Exchange to 
increase the depth of its market and improve its market share relative 
to its competitors. The proposed rule changes are designed to continue 
to incent ATP Holders to direct liquidity to the Exchange in Electronic 
executions, similar to other exchange programs with competitive pricing 
programs, thereby promoting market depth, price discovery and 
improvement and enhancing order execution opportunities for market 
participants.\24\
---------------------------------------------------------------------------

    \24\ See, e.g., supra note 18 (regarding MIAX Professional 
Rebate Program).
---------------------------------------------------------------------------

    On the backdrop of the competitive environment in which the 
Exchange operates, the proposed rule change is a reasonable attempt by 
the Exchange to increase the depth of its market and improve its market 
share relative to its competitors.
The Proposed Rule Change Is an Equitable Allocation of Credits and Fees
    The Exchange believes the proposed rule change is an equitable 
allocation of its fees and credits. The proposal is based on the amount 
and type of business transacted on the Exchange and ATP Holders can opt 
to avail themselves of these incentives or not. Moreover, the proposals 
are designed to encourage ATP Holders to aggregate their executions at 
the Exchange as a primary execution venue. To the extent that the 
proposed changes attract more Professional and Customer volume to the 
Exchange, this increased order flow would continue to make the Exchange 
a more competitive venue for, among other things, order execution. 
Thus, the Exchange believes the proposed rule changes would improve 
market quality for all market participants on the Exchange and, as a 
consequence, attract more order flow to the Exchange thereby improving 
market-wide quality and price discovery.
The Proposed Rule Change Is Not Unfairly Discriminatory
    The Exchange believes that the proposal is not unfairly 
discriminatory because the proposed modifications would be available to 
all similarly-situated market participants on an equal and non-
discriminatory basis. ATP Holders would continue to have the option of 
availing themselves of the still-reduced rates available under the 
Professional Incentive program and

[[Page 16176]]

would have increased opportunity to qualify for rebates based on their 
Professional volume with the Alternative Initiating Participant Rebate. 
The Alternative Initiating Participant Rebate also offers participants 
that choose to participate in the CUBE, but do not qualify for the ACE 
Initiating Participant Program to be eligible to receive a rebate on 
initiating CUBE volume. The Exchange believes that this proposal should 
incent ATP Holders to direct volume to the Exchange, which would 
increase liquidity on the Exchange to the benefit of all market 
participants.
    The proposals are based on the amount and type of business 
transacted on the Exchange and ATP Holders are not obligated to try to 
achieve either of the incentive pricing options. Rather, the proposals 
are designed to encourage participants to utilize the Exchange as a 
primary trading venue (if they have not done so previously) or increase 
Electronic volume sent to the Exchange. To the extent that the proposed 
changes attract more executions to the Exchange, this increased order 
flow would continue to make the Exchange a more competitive venue for 
order execution. Thus, the Exchange believes the proposed rule changes 
would improve market quality for all market participants on the 
Exchange and, as a consequence, attract more order flow to the Exchange 
thereby improving market-wide quality and price discovery. The 
resulting increased volume and liquidity would provide more trading 
opportunities and tighter spreads to all market participants and thus 
would promote just and equitable principles of trade, remove 
impediments to and perfect the mechanism of a free and open market and 
a national market system and, in general, to protect investors and the 
public interest.
    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.

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

    In accordance with Section 6(b)(8) of the Act, 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. Instead, as discussed above, the Exchange believes 
that the proposed changes would encourage the submission of additional 
liquidity to a public exchange, thereby promoting market depth, price 
discovery and transparency and enhancing order execution opportunities 
for all market participants. As a result, the Exchange believes that 
the proposed change furthers the Commission's goal in adopting 
Regulation NMS of fostering integrated competition among orders, which 
promotes ``more efficient pricing of individual stocks for all types of 
orders, large and small.'' \25\
---------------------------------------------------------------------------

    \25\ See Reg NMS Adopting Release, supra note 5, at 37499.
---------------------------------------------------------------------------

    Intramarket Competition. The proposed change is designed to 
continue to attract order flow to the Exchange by offering competitive 
rates and credits (via the Professional Incentive program and the 
Alternative Initiating Participant Rebate) based on increased volumes 
on the Exchange, which would enhance the quality of quoting and may 
increase the volumes of contracts trade on the Exchange. To the extent 
that this purpose is achieved, all of the Exchange's market 
participants should benefit from the improved market liquidity. 
Enhanced market quality and increased transaction volume that results 
from the anticipated increase in order flow directed to the Exchange 
will benefit all market participants and improve competition on the 
Exchange.
    Intermarket Competition. The Exchange operates in a highly 
competitive market in which market participants can readily favor one 
of the 16 competing option exchanges if they deem fee levels at a 
particular venue to be excessive. In such an environment, the Exchange 
must continually adjust its fees to remain competitive with other 
exchanges and to attract order flow to the Exchange. Based on publicly-
available information, and excluding index-based options, no single 
exchange has more than 16% of the market share of executed volume of 
multiply-listed equity and ETF options trades.\26\ Therefore, no 
exchange possesses significant pricing power in the execution of 
multiply-listed equity & ETF options order flow. More specifically, in 
the fourth quarter of 2019, the Exchange had less than 10% market share 
of executed volume of multiply-listed equity & ETF options trades.\27\
---------------------------------------------------------------------------

    \26\ See supra note 6.
    \27\ Based on OCC data, supra note 7, the Exchange's market 
share in equity-based options declined from 9.82% for the month of 
January 2019 to 8.08% for the month of January 2020.
---------------------------------------------------------------------------

    The Exchange believes that the proposed rule change reflects this 
competitive environment because it modifies the Exchange's fees in a 
manner designed to continue to encourage ATP Holders to direct trading 
interest to the Exchange, to provide liquidity and to attract order 
flow. To the extent that this purpose is achieved, all the Exchange's 
market participants should benefit from the improved market quality and 
increased opportunities for price improvement.
    The Exchange believes that the proposed change could promote 
competition between the Exchange and other execution venues, including 
those that currently offer similar pricing incentives, by encouraging 
additional orders to be sent to the Exchange for execution.\28\
---------------------------------------------------------------------------

    \28\ See, e.g., supra note 18 (regarding MIAX Professional 
Rebate Program).
---------------------------------------------------------------------------

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) \29\ of the Act and subparagraph (f)(2) of Rule 
19b-4 \30\ thereunder, because it establishes a due, fee, or other 
charge imposed by the Exchange.
---------------------------------------------------------------------------

    \29\ 15 U.S.C. 78s(b)(3)(A).
    \30\ 17 CFR 240.19b-4(f)(2).
---------------------------------------------------------------------------

    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) \31\ of the Act to determine whether the proposed 
rule change should be approved or disapproved.
---------------------------------------------------------------------------

    \31\ 15 U.S.C. 78s(b)(2)(B).
---------------------------------------------------------------------------

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 No. SR-

[[Page 16177]]

NYSEAMER-2020-18 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 No. SR-NYSEAMER-2020-18. 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 (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 website viewing and printing in 
the Commission's Public Reference Room, 100 F Street NE, Washington, DC 
20549, on official business days between the hours of 10:00 a.m. and 
3:00 p.m. Copies of the filing also will be available for inspection 
and copying at the principal office of the Exchange. All comments 
received will be posted without change. Persons submitting comments are 
cautioned that we do not redact or edit personal identifying 
information from comment submissions. You should submit only 
information that you wish to make available publicly. All submissions 
should refer to File No. SR-NYSEAMER-2020-18, and should be submitted 
on or before April 10, 2020.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\32\
---------------------------------------------------------------------------

    \32\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2020-05849 Filed 3-19-20; 8:45 am]
 BILLING CODE 8011-01-P