[Federal Register Volume 86, Number 87 (Friday, May 7, 2021)]
[Notices]
[Pages 24685-24689]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2021-09646]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-91744; File No. SR-NASDAQ-2021-025]


Self-Regulatory Organizations; The Nasdaq Stock Market LLC; 
Notice of Filing and Immediate Effectiveness of Proposed Rule Change 
Relating to Connectivity, Surveillance and Risk Management Services and 
Fees

May 3, 2021.
    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 April 20, 2021, The Nasdaq Stock Market LLC (``Nasdaq'' or 
``Exchange'') filed with the Securities and Exchange Commission 
(``SEC'' or ``Commission'') the proposed rule change as described in 
Items I and II 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 certain rules relating to 
connectivity, surveillance and risk management services fees. More 
specifically, the Exchange is proposing to amend Equity 7, Section 115 
and adopt Equity 7, Sections 116-A and 149-A to incorporate these new 
products into the Exchange's pricing schedule.
    While these amendments are effective upon filing, the Exchange has 
designated Equity 7, Section 116-A to be operative no later than Q3 
2021.\3\
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    \3\ As discussed in more detail throughout the filing, WorkX and 
Real-Time Stats launched on April 12, 2021 and Post-Trade Risk 
Management will launch no later than Q3 2021. Nasdaq will publish an 
Equity Trade Alert at least 10 days prior to launching Post-Trade 
Risk Management.
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    The text of the proposed rule change is set forth below. Proposed 
new language is italicized; deleted text is in brackets.
* * * * *

Section 115. Ports and Services [dagger]

    The charges under this section are assessed by Nasdaq for 
connectivity to services and the following systems operated by 
Nasdaq or FINRA: The Nasdaq Market Center, FINRA Trade Reporting and 
Compliance Engine (TRACE), the FINRA/Nasdaq Trade Reporting 
Facility, FINRA's OTCBB Service, and the FINRA OTC Reporting 
Facility (ORF). The following fees are not applicable to The Nasdaq 
Options Market LLC. For related options fees for Ports and other 
Services refer to Options 7, Section 3 of the Options Rules.

[[Page 24686]]

    (a)-(d) No change.
    (e) Specialized Services Related to FINRA/Nasdaq Trade Reporting 
Facility.

WebLink ACT or Nasdaq................  $525.00/month.
Workstation Post Trade...............  A subscription includes: The
                                        Trade Reporting File Upload
                                        service, which allows members to
                                        upload multiple trade reports in
                                        batches to ACT; and the ACT
                                        Reject Scan service, which
                                        provides a list of all of a
                                        member's rejected ACT trade
                                        entries and a copy of each
                                        rejected trade report form
                                        submitted to ACT.
                                       $225 per month for the ACT Trade
                                        History service which provides
                                        searchable access to a member's
                                        trades that are older than six
                                        months dating back to 2009.
ACT Workstation......................  $525/logon/month.
                                       $225 per month for the ACT Trade
                                        History service which provides
                                        searchable access to a member's
                                        trades that are older than six
                                        months dating back to 2009.
Nasdaq WorkX.........................  $525/logon/month.
                                       $225 per month for the ACT Trade
                                        History service which provides
                                        searchable access to a member's
                                        trades that are older than one
                                        year dating back five years. For
                                        customers using both Act
                                        Workstation and Nasdaq WorkX,
                                        fees for Nasdaq WorkX will be
                                        waived for the first month of
                                        service.
 

    (f)-(j) No change.
    [dagger] Fees are assessed in full month increments under this 
section, and thus are not prorated.
* * * * *

Section 116. Nasdaq Risk Management

    (a) Clearing brokers using the Nasdaq Risk Management Service 
will be assessed a charge of $0.030 per side per trade monitored by 
Nasdaq Risk Management and a charge of $17.25 per month per 
correspondent executing broker monitored by Nasdaq Risk Management, 
up to a maximum charge of $7,500 per month per correspondent 
executing broker. Clearing brokers with less than 17,000 trades per 
month per correspondent executing broker and that fall below 50 
total correspondents monitored during the month are assessed a 
monthly fee of $500 per correspondent executing broker monitored in 
lieu of the $0.030 per side per trade charge.
    (b)-(c) No change.

Section 116-A. Nasdaq Post-Trade Risk Management

    (a) Clearing brokers using the Nasdaq Post-Trade Risk Management 
Service will be assessed a charge of $0.030 per side per trade 
monitored by Nasdaq Post-Trade Risk Management and a charge of 
$17.25 per month per correspondent executing broker monitored by 
Nasdaq Post-Trade Risk Management, up to a maximum charge of $7,500 
per month per correspondent executing broker. Clearing brokers with 
less than 17,000 trades per month per correspondent executing broker 
and that fall below 50 total correspondents monitored during the 
month are assessed a monthly fee of $500 per correspondent executing 
broker monitored in lieu of the $0.030 per side per trade charge. 
For customers using both Nasdaq Risk Management and Nasdaq Post-
Trade Risk Management, fees for Nasdaq Post-Trade Risk Management 
will be waived for the first month of service.
* * * * *

Section 149. Nasdaq InterACT

    Nasdaq InterACT is a surveillance tool that provides summaries 
of a subscribing member's trade activity for the FINRA/Nasdaq Trade 
Reporting Facility. Such summaries include the total number of 
trades that have been reported to the Facility, various statistics 
associated with those trades reported (including: declines, cancels, 
stepouts, as-ofs, etc), the total number of trades that must be 
reviewed for acceptance, and the total number of Regulation NMS 
trade throughs. ``FINRA/Nasdaq Trade Reporting Facility'' shall mean 
the FINRA/Nasdaq TRF Carteret and the FINRA/Nasdaq TRF Chicago.
    InterACT is available for a subscription fee of $400 per month, 
per user, with a maximum fee of $2,400 per month, per member firm.

Section 149-A. Nasdaq Real-Time Stats

    Nasdaq Real-Time Stats is a surveillance tool that provides 
summaries of a subscribing member's trade activity for the FINRA/
Nasdaq Trade Reporting Facility to support compliance with FINRA 
rules. Such summaries include the total number of trades that have 
been reported to the Facility, various statistics associated with 
those trades reported (including: Declines, cancels, stepouts, as-
ofs, etc), and the total number of trades that must be reviewed for 
acceptance. ``FINRA/Nasdaq Trade Reporting Facility'' shall mean the 
FINRA/Nasdaq TRF Carteret and the FINRA/Nasdaq TRF Chicago.
    Real-Time Stats is available for a subscription fee of $400 per 
month, per user, with a maximum fee of $2,400 per month, per member 
firm. For customers using both Nasdaq InterACT and Nasdaq Real-Time 
Stats, fees for Nasdaq Real-Time Stats will be waived for the first 
month of service.
* * * * *
    (b) Not applicable.
    (c) Not applicable.
* * * * *

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
    Nasdaq has re-platformed three of its products for trade reporting, 
surveillance and risk management services--(1) ACT Workstation 
(``Workstation''),\4\ (2) Nasdaq InterACT (``InterACT'') \5\ and (3) 
Nasdaq Risk Management (``Risk Management'').\6\ These products will be 
renamed (1) Nasdaq WorkX\TM\ (``WorkX''), (2) Nasdaq Real-Time Stats 
(``Real-Time Stats'') and (3) Nasdaq Post-Trade Risk Management 
(``Post-Trade Risk Management''), respectively.\7\ The Exchange is 
proposing to amend Equity 7, Section 115 and adopt Equity 7, Sections 
116-A and 149-A to incorporate these new products into the Exchange's 
pricing schedule.
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    \4\ Workstation is a web-based application that electronically 
facilitates trade reporting and clearing functions for trades 
reported to the FINRA/Nasdaq TRF. Workstation services include trade 
entry, trade scan, and uploads for bulk trade entry to support 
FINRA/Nasdaq TRF participant trade reporting in accordance with 
Financial Industry Regulatory Authority (``FINRA'') rules.
    \5\ InterACT is a real-time compliance tool that assists firms 
with regulatory supervision of trade activity reported to the FINRA/
Nasdaq TRF. InterACT summarizes and consolidates data for over the 
counter trade reports to help customers comply with FINRA rules.
    \6\ Risk Management is a Workstation add-on service which allows 
correspondent clearing firms to manage credit risk exposure by 
offering real-time monitoring against limit settings and activity 
trade controls.
    \7\ As discussed below, once all current participants have 
migrated to the re-platformed products, the Exchange will submit a 
future filing to retire the services and remove Workstation, 
InterACT and Risk Management products from its fee schedule.
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    Similar to the Workstation, WorkX is a web-based application that 
will facilitate trade reporting and clearing functions for the FINRA/
Nasdaq Trade Reporting Facility Carteret (the ``FINRA/Nasdaq TRF 
Carteret'') and the FINRA/Nasdaq Trade Reporting Facility

[[Page 24687]]

Chicago (the ``FINRA/Nasdaq TRF Chicago'') (collectively, the ``FINRA/
Nasdaq TRF''). WorkX's infrastructure is designed to be more user-
friendly than the current Workstation. For example, WorkX trade scan 
provides holistic search capabilities for all trade input fields, 
across one date or date ranges for successful and rejected trades with 
up to 10,000 results generated in the front end and 50,000 exportable 
results. Currently, Workstation offers multiple scan types with limited 
search criteria and generates up to 2,000 results per scan. 
Additionally, WorkX revamps the user interface with a more modern 
design, upgraded data visualization and improved user experience. More 
specifically, WorkX improves trade entry by limiting manual customer 
entries, which eliminates data entry errors and replaces manual entries 
with automated processing. However, unlike Workstation, which currently 
provides searchable access to a member's trades that are older than six 
months dating back to 2009, WorkX will provide query access to a 
member's trades that are older than one year and dating back to no more 
than five years. The Exchange reduced the length of its historical data 
to improve WorkX system processing while maintaining compliance with 
record-keeping rules for accessible transaction data pursuant to the 
Act.\8\ Other than reducing the length of historical data, the new 
platform will not have any significant effect on the user's usage of 
WorkX relative to Workstation.
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    \8\ See 17 CFR 240.17a-1(b) (requiring every national securities 
exchange, national securities association, registered clearing 
agency and the Municipal Securities Rulemaking Board to keep and 
preserve at least one copy of all documents, including all 
correspondence, memoranda, papers, books, notices, accounts, and 
other such records as shall be made or received by it in the course 
of its business as such and in the conduct of its self-regulatory 
activity, for a period of not less than five years).
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    InterACT, a surveillance tool that provides summaries of a 
subscribing member's trade activity for the FINRA/Nasdaq TRF, has been 
re-platformed and enhanced to become Nasdaq Real-Time Stats, which 
includes enriched data visualization and drill through capabilities to 
scan trade activity details. Similar to InterACT, which is an add-on 
service available on Workstation, Real-Time Stats is an add-on service 
that is available on WorkX. Currently, the InterACT add-on service is 
utilized by members who are responsible for the accuracy and timeliness 
of trade reporting and compliance with FINRA rules. Because Real-Time 
Stats is intended for FINRA trade reporting compliance, this enhanced 
surveillance tool does not include trade-through summary counts.\9\ 
However, the Exchange will continue to provide trade-through summaries 
through its Nasdaq Regulation Reconnaissance Service (``Reg Recon''), 
which provides participating subscribers with real-time surveillance 
alerts and market data to assist with their Regulation National Market 
System (``NMS'') compliance.\10\ Approximately 94% of firms with 
InterACT either also subscribe to Reg Recon or are not impacted by the 
elimination of trade-through summaries.
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    \9\ InterACT, unlike Real-Time Stats, currently provides 
Regulation NMS trade-through summaries.
    \10\ See Equity 7, Section 141 (providing for Nasdaq Regulation 
Reconnaissance Service and setting forth the subscription fee).
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    Additionally, Post-Trade Risk Management, an add-on service to 
Workstation [sic], will be used by clearing firms in a similar fashion 
as Risk Management--as an add-on service to WorkX to monitor and 
control correspondent trading access on the Nasdaq Exchange and the 
FINRA/Nasdaq TRF. The re-platformed product will not take away from 
user functionality and will improve the user's experience by allowing 
the user to create more customizations to manage risk exposure.
    The Exchange is proposing to amend Equity 7, Section 115 to add 
WorkX to the services related to the FINRA/Nasdaq TRF. Currently, the 
Exchange assesses a fee of $525 per logon per month for the Workstation 
and $225 per month for the ACT Trade History service, which provides 
searchable access to a member's trades that are older than six months 
dating back to 2009. However, WorkX will provide query access to a 
member's trades older than one year and dating back to no more than 
five years. The Exchange reduced the length of the searchable 
historical data to improve WorkX system processing while maintaining 
compliance with record-keeping rules for accessible transaction data 
pursuant to the Act. Nasdaq is proposing the same pricing structure for 
WorkX as it currently has for Workstation.\11\
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    \11\ Similar to the Workstation, WorkX customers will be subject 
to query charges pursuant to FINRA Rule 7620A (Other Fees (Not 
Applicable to Retail Participants)).
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    The Exchange is also proposing to adopt Equity 7, Sections 116-A 
and 149-A to incorporate Post-Trade Risk Management and Real-Time 
Stats, respectively, into the Exchange's pricing schedule. Clearing 
brokers using Post-Trade Risk Management will be assessed a charge of 
$0.030 per side per trade that is monitored by Post-Trade Risk 
Management and a charge of $17.25 per month per correspondent executing 
broker monitored by Post-Trade Risk Management, up to a maximum charge 
of $7,500 per month per correspondent executing broker. Clearing 
brokers with less than 17,000 trades per month per correspondent 
executing broker and that fall below 50 total correspondents monitored 
during the month are assessed a monthly fee of $500 per correspondent 
executing broker monitored in lieu of the $0.030 per side per trade 
charge. These fees are the same as the fees currently assessed for Risk 
Management. Currently, InterACT is available for a subscription fee of 
$400 per month, per user, with a maximum fee of $2,400 per month, per 
member firm. Nasdaq Real-Time Stats, which will not include summaries 
of the total number of Regulation NMS trade-throughs, will be assessed 
the same fees as InterACT. Other than reducing the length of historical 
data, the new platform will not take away from user functionality.
    As Nasdaq rolls out these enhanced products,\12\ users will have 
the option of using both the current products and the re-platformed 
products for the first month of accessing the re-platformed products. 
Fees for the re-platformed products will be waived for the first month 
of usage. After the first month of service on each of the re-platformed 
products, a member firm will be expected to fully migrate to the new 
product and will be charged for any fees incurred for using the new 
products thereafter. Firms will have at least one year before the 
existing products are retired. Once all current participants have 
migrated to the new products, the Exchange will submit a future filing 
to retire the services and remove the Workstation, InterACT and Risk 
Management products from its fee schedule.
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    \12\ WorkX and Real-Time Stats launched on April 12, 2021 and 
Post-Trade Risk Management will launch no later than Q3 2021. Nasdaq 
will publish an Equity Trade Alert at least 10 days prior to 
launching Post-Trade Risk Management.
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2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section 
6(b) of the Act,\13\ in general, and furthers the objectives of 
Sections 6(b)(4) and 6(b)(5) of the Act,\14\ in particular, in that it 
provides for the equitable allocation of reasonable dues, fees and 
other charges among members and issuers and other persons using any 
facility, and is not designed to permit unfair discrimination between 
customers,

[[Page 24688]]

issuers, brokers, or dealers. The proposal is also designed to promote 
just and equitable principles of trade, to remove impediments to and 
perfect the mechanism of a free and open market and a national market 
system, and, in general to protect investors and the public interest. 
Additionally, the proposal is consistent with Section 11A of the Act 
relating to the establishment of the national market system for 
securities.
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    \13\ 15 U.S.C. 78f(b).
    \14\ 15 U.S.C. 78f(b)(4) and (5).
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    In particular, the Exchange believes that the proposal to rename, 
enhance, and in some instances, alter the scope of the current 
products, through the new re-platformed products and charge fees to 
users of these new products is reasonable and not unfairly 
discriminatory because the fees will remain the same as the current 
Workstation, InterACT and Risk Management products as users migrate to 
using the re-platformed products. For the same reason, the Exchange 
believes that the proposed changes remove impediments to and perfect 
the mechanism of a free and open market and a national market system, 
constitute an equitable allocation of fees, and protect investors and 
the public interest because under each individually proposed rule, a 
member firm who would migrate to the new products will receive enhanced 
services that will improve the user's experience using the products, 
but will be charged the same fee amount as the firm currently pays for 
the respective current products. Although the Exchange has changed the 
time period for query access to members' trades through WorkX and has 
removed summaries for the total number of Regulation NMS trade-throughs 
on Real-Time Stats, the Exchange believes that the proposed changes are 
both equitably allocated, reasonable and protects investors and the 
public interest because WorkX provides the enhanced functionalities to 
FINRA/Nasdaq TRF Participants for trade reporting while maintaining 
compliance with record-keeping rules for accessible transaction data 
pursuant to the Act,\15\ and the change to Real-Time Stats does not 
take away from the user's ability to monitor and maintain compliance 
with FINRA rules. Moreover, these changes are balanced by the 
enhancements that users will receive from the re-platformed WorkX and 
Real-Time Stats products.
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    \15\ See 17 CFR 240.17a-1(b).
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    The Exchange believes that the proposal is not unfairly 
discriminatory. All member firms will be notified about the product 
availability, have access to the re-platformed products and will be 
required to fully migrate once the Exchange discontinues the current 
products. If a firm is not satisfied with product differences, the firm 
will have at least a year before the existing product is retired to 
find an alternate service offered by a third party or allow time for 
Nasdaq to enhance the product. Moreover, the fees for the re-platformed 
products will apply to all member firms in the same manner as the 
current products.

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

    The Exchange does not believe that the proposed rule change will 
result in any burden on competition that is not necessary or 
appropriate in furtherance of the purposes of the Act.
Intramarket Competition
    The Exchange does not believe that its proposals will place any 
category of Exchange participant at a competitive disadvantage. To the 
contrary, the proposed changes will provide opportunities for members 
to receive enhanced features of their current Workstation, InterACT and 
Risk Management products. Moreover, these enhanced products, which are 
available to any participant, will provide a more user-friendly and 
efficient product experience for the same fees as the current products. 
Although Real-Time Stats does not provide the total number of 
Regulation NMS trade-throughs, this will not place any category of 
Exchange participants at a competitive disadvantage because 
historically, participants have utilized this surveillance tool to 
maintain compliance with FINRA trading rules. Real-Time Stats offers an 
enhancement of the FINRA surveillance tool. Moreover, participants who 
want to surveil for SEC rules may obtain the Reg Recon surveillance 
tool, which includes summaries of the total number of Regulation NMS 
trade-throughs. Additionally, the Exchange is reducing the length of 
its historical data to improve WorkX system processing while 
maintaining compliance with record-keeping rules pursuant to the 
Act.\16\ Although WorkX does not [sic] provide query access to a 
member's trades older than one year and dating back to no more than 
five years, this change will not take away from user functionality.
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    \16\ See supra n. 8.
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Intermarket Competition
    The Exchange believes that its proposed modifications to its fee 
schedule will not impose any burden on competition because the launch 
of the Exchange's enhanced connectivity, surveillance and risk 
management services are reflective of the need for the Exchange to 
ensure that it provides the best products and the benefit member firms 
receive from these enhancements. The Exchange notes that it operates in 
a highly competitive market in which market participants can readily 
favor competing providers of third-party services if they deem the re-
platformed products and services to be insufficient, or products 
available by other vendors to be more favorable. The proposed fees for 
the re-platformed products are reflective of this competition. As 
discussed above, the Exchange has proposed the fees to be the same as 
the current products.

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

    Because the foregoing proposed rule change does not: (i) 
Significantly affect the protection of investors or the public 
interest; (ii) impose any significant burden on competition; and (iii) 
become operative for 30 days from the date on which it was filed, or 
such shorter time as the Commission may designate, it has become 
effective pursuant to Section 19(b)(3)(A) of the Act \17\ and Rule 19b-
4(f)(6) thereunder.\18\
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    \17\ 15 U.S.C. 78s(b)(3)(A).
    \18\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)(iii) 
requires a self-regulatory organization to give the Commission 
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 satisfied this requirement.
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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. If the Commission 
takes such action, the Commission shall institute proceedings to 
determine whether the proposed rule change should be approved or 
disapproved.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and

[[Page 24689]]

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-NASDAQ-2021-025 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-NASDAQ-2021-025. 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 Number SR-NASDAQ-2021-025 and should be submitted 
on or before May 28, 2021.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\19\
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    \19\ 17 CFR 200.30-3(a)(12).
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J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021-09646 Filed 5-6-21; 8:45 am]
BILLING CODE 8011-01-P