[Federal Register Volume 87, Number 41 (Wednesday, March 2, 2022)]
[Notices]
[Pages 11748-11755]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2022-04335]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-94310; File No. SR-CTA/CQ-2021-02]


Consolidated Tape Association; Order Instituting Proceedings To 
Determine Whether To Approve or Disapprove the Thirty-Seventh 
Substantive Amendment to the Second Restatement of the CTA Plan and 
Twenty-Eighth Substantive Amendment to the Restated CQ Plan

February 24, 2022.

I. Introduction

    On November 5, 2021,\1\ the Participants \2\ in the Second 
Restatement of the Consolidated Tape Association (``CTA'') Plan and 
Restated Consolidated Quotation (``CQ'') Plan (collectively ``CTA/CQ 
Plans'' or ``Plans'') \3\ filed with the Securities and Exchange 
Commission (``Commission''), pursuant to Section 11A of the Securities 
Exchange Act of 1934 (``Act'') \4\ and Rule 608 of Regulation National 
Market System (``NMS'') thereunder,\5\ a proposal (the ``Proposed 
Amendments'') to amend the Plans to implement the non-fee-related 
aspects of the Commission's Market Data Infrastructure Rules (``MDI 
Rules'').\6\ The Proposed Amendments were published for comment in the 
Federal Register on November 29, 2021.\7\
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    \1\ See Letter from Robert Books, Chair, CTA/CQ Operating 
Committee, to Vanessa Countryman, Secretary, Commission (Nov. 5, 
2021).
    \2\ The Participants are: Cboe BYX Exchange, Inc., Cboe BZX 
Exchange, Inc., Cboe EDGA Exchange, Inc., Cboe EDGX Exchange, Inc., 
Cboe Exchange, Inc., Financial Industry Regulatory Authority, Inc., 
The Investors' Exchange LLC, Long-Term Stock Exchange, Inc., MEMX 
LLC, MIAX PEARL, LLC, Nasdaq BX, Inc., Nasdaq ISE, LLC, Nasdaq PHLX, 
Inc., The Nasdaq Stock Market LLC, New York Stock Exchange LLC, NYSE 
American LLC, NYSE Arca, Inc., NYSE Chicago, Inc., and NYSE 
National, Inc. (collectively, the ``Participants'').
    \3\ The CTA Plan, pursuant to which markets collect and 
disseminate last-sale price information for non-Nasdaq-listed 
securities, is a ``transaction reporting plan'' under Rule 601 of 
Regulation NMS, 17 CFR 242.601, and a ``national market system 
plan'' under Rule 608 of Regulation NMS, 17 CFR 242.608. The CQ 
Plan, pursuant to which markets collect and disseminate bid/ask 
quotation information for non-Nasdaq-listed securities, is a 
``national market system plan'' under Rule 608 under the Act, 17 CFR 
242.608. See Securities Exchange Act Release Nos. 10787 (May 10, 
1974), 39 FR at 17799 (May 20, 1974) (declaring the CTA Plan 
effective); 15009 (July 28, 1978), 43 FR at 34851 (Aug. 7, 1978) 
(temporarily authorizing the CQ Plan); and 16518 (Jan. 22, 1980), 45 
FR at 6521 (Jan. 28, 1980) (permanently authorizing the CQ Plan). 
The most recent restatement of both Plans was in 1995.
    \4\ 15 U.S.C 78k-1(a)(3).
    \5\ 17 CFR 242.608.
    \6\ See Securities Exchange Act Release No. 90610, 86 FR 18596 
(Apr. 9, 2021) (File No. S7-03-20) (``MDI Rules Release'').
    \7\ See Securities Exchange Act Release No. 93615 (Nov. 19, 
2021), 86 FR 67800 (Nov. 29, 2021) (``Notice''). Comments received 
in response to the Notice are available at https://www.sec.gov/comments/sr-ctacq-2021-02/srctacq202102.htm.
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    This order institutes proceedings, under Rule 608(b)(2)(i) of 
Regulation NMS,\8\ to determine whether to disapprove the Proposed 
Amendments or to approve the Proposed Amendments with any changes or 
subject to any conditions the Commission deems necessary or appropriate 
after considering public comment.
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    \8\ 17 CFR 242.608(b)(2)(i).
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II. Summary of the Proposed Amendments 9
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    \9\ The full text of the Proposed Amendments appear as 
Attachments A and B to the Notice. See Notice, supra note 7, 86 FR 
at 67802-29.
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    The Participants propose to amend the Plans to comply with Rule 
614(e) of the MDI Rules. Rule 614(e) requires participants to the 
effective national market system plan(s) for NMS stocks to file by 
November 5, 2021, an amendment with the Commission that includes each 
of the requirements of Rule 614(e)(1)--(5).\10\
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    \10\ 17 CFR 242.614(e). The Participants have submitted separate 
amendments to implement the fee-related aspects of the MDI Rules. 
See Securities Exchange Act Release No. 93625 (Nov. 19, 2021), 86 FR 
67517 (Nov. 26, 2021) (File No. SR-CTA/CQ-2021-03).
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    Specifically, Rule 614(e)(1) requires the amendment to conform the 
effective national market system plan(s) for NMS stocks to reflect the 
provision of information with respect to quotations for and 
transactions in NMS stocks that is necessary to generate consolidated 
market data by the national securities exchange and national securities 
association participants to competing consolidators and self-
aggregators.
    Rule 614(e)(2) requires the amendment to include the application of 
timestamps by the national securities exchange and national securities 
association participants on all information with respect to quotations 
for and transactions in NMS stocks that is necessary to generate 
consolidated market data, including the time that such information was 
generated as applicable by the national securities exchange or national 
securities association and the time the national securities exchange or 
national securities association made such information available to 
competing consolidators and self-aggregators.
    Rule 614(e)(3) requires the amendment to include assessments of 
competing consolidator performance, including speed, reliability, and 
cost of data provision and the provision of an annual report of such 
assessment to the Commission.
    Rule 614(e)(4) requires the amendment to include the development, 
maintenance and publication of a list that identifies the primary 
listing exchange for each NMS stock.
    Rule 614(e)(5) requires the amendment to include the calculation 
and publication on a monthly basis of consolidated market data gross 
revenues for NMS stocks as specified by (i) listed on the NYSE; (ii) 
listed on Nasdaq; and (iii) listed on exchanges other than NYSE or 
Nasdaq.
    The following is a summary of the changes proposed to be made to 
the Plans by the Proposed Amendments.

CTA Plan Proposed Amendments

Preface
    Under the Proposed Amendments, the CTA Plan would include the 
following new provision: ``Terms used in this plan have the same 
meaning as the terms are defined in Rule 600(b) under the Act.''
Section I.--Definitions
    The Proposed Amendments add a definition of ``Primary Listing 
Exchange,'' as new Section I.(x), which means ``the national securities 
exchange on which an Eligible Security is listed.'' The proposed 
definition further states, ``[i]f an Eligible Security is listed on

[[Page 11749]]

more than one national securities exchange, Primary Listing Exchange 
means the exchange on which the security has been listed the longest.''
Section IV.--Administration of the CTA Plan
    The Proposed Amendments add new Section IV.(e), Plan website 
Disclosures, requiring CTA to publish on the CTA Plan's website the 
Primary Listing Exchange for each Eligible Security, and, on a monthly 
basis, the consolidated market data gross revenues for Eligible 
Securities as specified by Tape A and Tape B securities. The 
Participants explain that this addition is intended to comply with Rule 
614(e)(4) and Rule 614(e)(5)(i) and (iii).\11\
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    \11\ See Notice, supra note 7, 86 FR at 67800.
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Section V.--The Processor and Competing Consolidators
    The Proposed Amendments amend the title of Section V. to include 
competing consolidators, such that it is now titled ``The Processor and 
Competing Consolidators'' and add new Section V.(f), Evaluation of 
Competing Consolidators, to require the Operating Committee to assess 
the performance of competing consolidators on an annual basis and to 
submit an annual report to the Commission containing the assessment. 
The Proposed Amendments require this annual report to include an 
analysis with respect to competing consolidators' speed, reliability, 
and cost of data provision. The Participants explain that these 
additions are intended to comply with the requirements of Rule 
614(e)(3).\12\
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    \12\ See id.
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    In addition, the Proposed Amendments require the Operating 
Committee, in conducting the analysis, to review the monthly 
performance metrics to be published by competing consolidators pursuant 
to Rule 614(d)(5).\13\ Rule 614(d)(5) requires competing consolidators 
to publish on their websites monthly performance metrics as defined by 
the effective national market system plan(s) for NMS stocks.\14\ The 
Proposed Amendments add the following monthly performance metrics to 
this section:
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    \13\ 17 CFR 242.614(d)(5).
    \14\ Id.
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    (i) Capacity statistics, including system tested capacity, system 
output capacity, total transaction capacity, and total transaction peak 
capacity;
    (ii) Message rate and total statistics, including peak output rates 
on the following bases: 1-millisecond, 10-millisecond, 100-millisecond, 
500-millisecond, 1-second, and 5-second;
    (iii) System availability statistics, including system up-time 
percentage and cumulative amount of outage time;
    (iv) Network delay statistics, including quote and trade zero 
window size events, quote and trade retransmit events, and quote and 
trade message total; and
    (v) Latency statistics, including distribution statistics up to the 
99.99th percentile, for the following:
    (A) When a Participant sends an inbound message to a competing 
consolidator and when the competing consolidator receives the inbound 
message;
    (B) When the competing consolidator receives the inbound message 
and when the competing consolidator sends the corresponding 
consolidated message to a customer of the competing consolidator; and
    (C) When a Participant sends an inbound message to a competing 
consolidator and when the competing consolidator sends the 
corresponding consolidated message to a customer of the competing 
consolidator.
    The Participants explain that they have proposed to amend Section 
V. to define the monthly performance metrics in accordance with Rule 
614(d)(5).\15\
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    \15\ See Notice, supra note 7, 86 FR at 67800.
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Section VI.--Consolidated Tape
    The Proposed Amendments amend Section VI.(c), Reporting Format and 
Technical Specifications, to include a reference to competing 
consolidators and self-aggregators such that last sale price 
information relating to a completed transaction in an Eligible Security 
reported to competing consolidators and self-aggregators by any 
Participant or other reporting party shall be in the format required in 
Section VI.(c).
    In addition, the Proposed Amendments amend Section VI.(c) to delete 
from the required format the time of the transaction (reported in 
microseconds) as identified in the Participant's matching engine 
publication timestamp, and replace it with the time the last sale price 
information was generated by the Participant (reported in 
microseconds). Furthermore, the Proposed Amendments amend Section 
VI.(c) to add to the required format, with respect to reports to 
competing consolidators and self-aggregators, the time the Participant 
made the last sale price information available to competing 
consolidators and self-aggregators (reported in microseconds). The 
Participants explain that the proposed references to competing 
consolidators and self-aggregators and the proposed requirement to 
report in microseconds the time that a Participant made the last sale 
price information available to competing consolidators and self-
aggregators are intended to comply with Rule 614(e)(1) and (2).\16\
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    \16\ See id.
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    With respect to FINRA, the Proposed Amendments amend a statement in 
Section VI.(c) that the time of the transaction shall be the time of 
execution that a FINRA member reports to a FINRA trade reporting 
facility in accordance with FINRA rules. The Proposed Amendments change 
this statement to state that the time the last sale price information 
was generated by a Participant shall be the time that a FINRA member 
reports to a FINRA trade reporting facility in accordance with FINRA 
rules. The Proposed Amendments also add references to competing 
consolidators and self-aggregators such that if FINRA's trade reporting 
facility provides a proprietary feed of trades reported by the trade 
reporting facility to the Processor, competing consolidators and self-
aggregators, then the FINRA trade reporting facility shall also furnish 
the Processor, competing consolidators, and self-aggregators with the 
time of the transmission as published on the facility's proprietary 
feed.
    The Proposed Amendments also delete Section VI.(g), ITS 
Transactions, which concerns last sale prices reflecting ITS 
transactions. The Participants explain that they are proposing to 
remove this provision because the ITS is obsolete.\17\
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    \17\ See id.
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Section VIII. Collection and Reporting of Last Sale Data
    The Proposed Amendments amend Section VIII.(a), Responsibility of 
Exchange Participants, to remove a list of exchange participants and 
the requirement that each collects and reports to the Processor all 
last sale price information to be reported to it relating to 
transactions in Eligible Securities taking place on its floor. The 
Proposed Amendments amend this statement to state that each Participant 
agrees to collect and report to the Processor all last sale price 
information to be reported by it relating to transactions in Eligible 
Securities.
    The Proposed Amendments also add a statement that each Participant 
further agrees to collect and report to competing consolidators and 
self-aggregators all last sale price information to be reported to it 
related to transactions in Eligible Securities in the same manner and 
using

[[Page 11750]]

the same methods, including all methods of access and the same format, 
as such Participant makes available any information with respect to 
quotations for and transactions in Eligible Securities to any 
person.\18\ In addition, the Proposed Amendments amend Section 
VIII.(b), FINRA Responsibility, to add references to competing 
consolidators and self-aggregators such that the provision states: 
``The FINRA shall develop and adopt rules governing the reporting of 
last sale price information to be reported by its members to both the 
Processor for inclusion on the consolidated tape and to Competing 
Consolidators and Self-Aggregators. Such rules shall . . . (ii) be 
designed to avoid duplicate reporting of transactions on the 
consolidated tape or to Competing Consolidators and Self Aggregator . . 
.'' The Participants explain that these additions are designed to 
comply with Rule 614(e)(1).\19\
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    \18\ The Proposed Amendments also delete the following statement 
from Section VIII.(a): ``CTA shall seek to reduce the time period 
for reporting last sale prices to the Processor as conditions 
warrant.''
    \19\ See Notice, supra note 7, 86 FR at 67801.
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    Finally, the Proposed Amendments delete Section VIII.(c), 
Description of Reporting Procedures, which states that each Participant 
and each other reporting party has prepared and submitted to CTA and 
the Commission a description of the procedures by which it collects and 
reports to the Processor last sale price information reported by it 
pursuant to the CTA Plan. The Participants explain that this provision 
is no longer relevant under the MDI Rules.\20\
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    \20\ See id.
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Section IX.--Receipt and Use of CTA Information
    In Sections IX.(a), Requirements for Receipt and Use of 
Information, (b), Approvals of Redisseminators and Terminations of 
Approvals, and (c), Subscriber Terminations, the Proposed Amendments 
replace several references to ``each CTA network's information,'' ``a 
CTA network's information,'' ``that CTA network's information,'' and 
``that CTA network's last sale price information'' with the term 
``consolidated market data''.
    The Proposed Amendments also amend Section IX.(a) to include 
references to competing consolidators and self-aggregators. Proposed 
Section IX.(a) states that, ``[p]ursuant to fair and reasonable terms 
and conditions, each CTA network's administrator shall provide for: (i) 
The dissemination of consolidated market data on terms that are not 
unreasonably discriminatory to Competing Consolidators, Self-
Aggregators, vendors, newspapers, Participants, Participant members and 
member organizations, and other persons over that network's ticker and 
over the high speed line; and (ii) the use of consolidated market data 
by Competing Consolidators, Self-Aggregators, vendors, subscribers, 
newspapers, Participants, Participant members and member organizations 
and other persons.'' Additionally, the section now states that each CTA 
network's Participants will determine the terms and conditions applying 
in respect of a particular manner of receipt or use of consolidated 
market data including whether the manner of receipt or use will require 
recipients or users to enter into agreements with the CTA network's 
administrator, and that these determinations will be made in a 
reasonably uniform manner to subject all parties that receive or use 
consolidated market data in a particular manner to terms and conditions 
that are substantially similar.
    In addition, the Proposed Amendments amend Section IX.(a) to state 
that the Participants expect their CTA network's administrator to 
require the following parties to enter into agreements with the CTA 
network administrator: (i) Any party that receives a CTA network's 
information by means of a direct computer-to-computer interface with 
the Processor or competing consolidator; (ii) any competing 
consolidator or self-aggregator that receives last sale transaction 
information directly from a Participant for the purpose of creating 
consolidated market data; (iii) vendors and other parties that 
redisseminate consolidated market data to others; and (iv) persons that 
use consolidated market data for such purposes as that CTA network's 
administrator may from time to time identify.
    The Participants explain that the proposed revisions to Section 
IX.(a) intend to make clear that the current market data contracts 
regarding the receipt of market data will be applicable to competing 
consolidators and self-aggregators.\21\ They believe that the change is 
consistent with Rule 614(e)(1) and is necessary, stating that competing 
consolidators and self-aggregators would be receiving and using 
consolidated market data and should be subject to the same contracts 
applicable to vendors and subscribers.\22\
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    \21\ See id.
    \22\ See id.
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    The Proposed Amendments amend Section XI.(b), Approvals of 
Redisseminators and Terminations of Approvals, to state that all 
vendors and other parties that redisseminate consolidated market data 
(``data redisseminators'') shall be required to be approved by a CTA 
network's administrator. Additionally, the Proposed Amendments amend 
Section XI.(c), Subscriber Terminations, to state that a CTA network's 
administrator may determine that circumstances warrant directing a data 
redisseminator to cease providing consolidated market data to a 
subscriber, and that the CTA network's Participants may direct the data 
redisseminator to cease providing consolidated market data to the 
subscriber if a majority of those Participants determine that (i) such 
action is necessary or appropriate in the public interest or for the 
protection of investors, or (ii) the subscriber has breached any 
agreement required by the CTA network's administrator pursuant to 
Section IX.
Section XI.--Operational Matters
    The Proposed Amendments delete from Section XI.(a), Regulatory and 
Operational Halts, the definition of ``Primary Listing Market'' in 
Section XI.(a)(i)(H) and the definition of ``Trading Center'' in 
Section XI.(a)(i)(N).
    The Proposed Amendments add a reference to competing consolidators 
and self-aggregators to Section XI.(a)(ii), Operational Halts, to state 
that a Participant shall notify competing consolidators and self-
aggregators if it has concerns about its ability to collect and 
transmit quotes, orders or last sale prices, or where the Participant 
has declared an Operational Halt or suspension of trading in one or 
more Eligible Securities, pursuant to the procedures adopted by the 
Operating Committee. In addition, the Proposed Amendments add a 
reference to competing consolidators and self-aggregators to Section 
XI.(a)(viii), Communications, to require a Primary Listing Exchange for 
an Eligible Security to notify competing consolidators and self-
aggregators if it determines to initiate a Regulatory Halt.
    The Proposed Amendments also replace references to ``Primary 
Listing Market'' with ``Primary Listing Exchange'' throughout Section 
XI.
    The Participants state that their revisions to Section XI to 
include references to notifying competing consolidators and self-
aggregators in connection with Regulatory and Operational Halts are 
consistent with Rule 614(e)(1) and would ensure that competing 
consolidators and self-aggregators are notified of information related 
to Regulatory and Operational

[[Page 11751]]

Halts and that competing consolidators can disseminate this information 
to their customers.\23\
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    \23\ See id.
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CQ Plan Proposed Amendments

Preface
    Under the Proposed Amendments, the CQ Plan would include the 
following new provision: ``Terms used in this plan have the same 
meaning as the terms are defined in Rule 600(b) under the Act.''
Section I.--Definitions
    The Proposed Amendments add a definition of ``Primary Listing 
Exchange'' as new Section I.(v), which means ``the national securities 
exchange on which an Eligible Security is listed.'' The proposed 
definition further states, ``[i]f an Eligible Security is listed on 
more than one national securities exchange, Primary Listing Exchange 
means the exchange on which the security has been listed the longest.''
    The Proposed Amendments amend the definition of ``Quotation 
Information'' in Section I.(x) (formerly, Section I.(w)) to change a 
reference to ``consolidated BBO'' to ``NBBO,'' such that Quotation 
Information now means, among other things, ``(iii) each NBBO contained 
in the foregoing information and any identifier associated therewith . 
. . .''
Section IV.--Administration of This CQ Plan
    The Proposed Amendments add new Section IV.(d), Plan website 
Disclosures, requiring the Operating Committee to publish on the CQ 
Plan's website the Primary Listing Exchange for each Eligible Security, 
and, on a monthly basis, the consolidated market data gross revenues 
for Eligible Securities as specified by Tape A and Tape B securities. 
The Participants explain that this addition is intended to comply with 
Rule 614(e)(4) and Rule 614(e)(5)(i) and (iii).\24\
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    \24\ See id.
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Section V.--The Processor and Competing Consolidators
    The Proposed Amendments amend the title of Section V. to include 
competing consolidators, such that it is now titled ``The Processor and 
Competing Consolidators,'' and add new Section V.(f), Evaluation of 
Competing Consolidators, to require the Operating Committee to assess 
the performance of competing consolidators on an annual basis and to 
submit an annual report to the Commission containing the assessment. 
The Proposed Amendments require this annual report to include an 
analysis with respect to competing consolidators' speed, reliability, 
and cost of data provision. The Participants explain that these 
additions are intended to comply with the requirements of Rule 
614(e)(3).\25\
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    \25\ See Notice, supra note 7, 86 FR at 67801.
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    In addition, the Proposed Amendments require the Operating 
Committee, in conducting the analysis, to review the monthly 
performance metrics to be published by competing consolidators pursuant 
to Rule 614(d)(5).\26\ Rule 614(d)(5) requires competing consolidators 
to publish on their websites monthly performance metrics as defined by 
the effective national market system plan(s) for NMS stocks.\27\ The 
Proposed Amendments add the following monthly performance metrics to 
this section:
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    \26\ 17 CFR 242.614(d)(5).
    \27\ Id.
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    (i) Capacity statistics, including system tested capacity, system 
output capacity, total transaction capacity, and total transaction peak 
capacity;
    (ii) Message rate and total statistics, including peak output rates 
on the following bases: 1-millisecond, 10-millisecond, 100-millisecond, 
500-millisecond, 1-second, and 5-second;
    (iii) System availability statistics, including system up-time 
percentage and cumulative amount of outage time;
    (iv) Network delay statistics, including quote and trade zero 
window size events, quote and trade retransmit events, and quote and 
trade message total; and
    (v) Latency statistics, including distribution statistics up to the 
99.99th percentile, for the following:
    (A) When a Participant sends an inbound message to a competing 
consolidator and when the competing consolidator receives the inbound 
message;
    (B) When the competing consolidator receives the inbound message 
and when the competing consolidator sends the corresponding 
consolidated message to a customer of the competing consolidator; and
    (C) When a Participant sends an inbound message to a competing 
consolidator and when the competing consolidator sends the 
corresponding consolidated message to a customer of the competing 
consolidator.
Section VI.--Collection and Reporting of Quotation Information
    The Proposed Amendments amend Section VI.(a), Responsibilities of 
Participants, to state that ``[e]ach Participant agrees to collect, and 
furnish to the Processor in a format acceptable to the Operating 
Committee, all quotation information required to be made available by 
such Participant by Rules 602(b)(1) of Regulation NMS. Each Participant 
further agrees to collect and report to Competing Consolidators and 
Self Aggregators all quotation information required to be made 
available by such Participant by Rule 603(b) of Regulation NMS, 
including all data necessary to generated consolidated market data.''
    In addition, under the Proposed Amendments, Section VI.(a) states 
that each bid and offer with respect to an Eligible Security furnished 
to the Processor, competing consolidators and self-aggregators by any 
Participant pursuant to Plan would be accompanied by (i) the 
information required by Rules 602(b)(1) or 603(b) of Regulation NMS, as 
applicable, and (ii) the time of the bid or offer as identified by: (A) 
In the case of a national securities exchange, the reporting 
Participant's matching engine publication timestamp (reported in 
microseconds); or (B) in the case of a national securities association, 
the quotation publication timestamp that the association's bidding or 
offering member reports to the association's quotation facility in 
accordance with FINRA rules. Each bid and offer with respect to an 
Eligible Security furnished to competing consolidators and self-
aggregators by any Participant must be accompanied by the time 
(reported in microseconds) the Participant made the bid and offer 
available to competing consolidators and self-aggregators.
    With respect to national securities associations, under the 
Proposed Amendments, if a national securities association quotation 
facility provides a proprietary feed of its quotation information, then 
the quotation facility shall also furnish the Processor, competing 
consolidators, and self-aggregators with the time of the quotation as 
published on the quotation facility's proprietary feed, and the 
national securities association shall convert any quotation times 
reported to it in seconds or milliseconds to microseconds and shall 
furnish such times to the Processor, competing consolidators, and self-
aggregators in microseconds. Additionally, Section VI.(a), as proposed 
to be amended, states, ``Each bid and offer with respect to an Eligible 
Security made by a broker or dealer otherwise than on the floor of an 
exchange and furnished to the Processor, Competing Consolidators, and 
Self-Aggregators by any Participant which is a national securities 
association shall, at the time furnished, be accompanied by an 
appropriate symbol designated by the Operating

[[Page 11752]]

Committee identifying such broker or dealer as required by paragraph 
(b)(i) of the Rule.''
    The Proposed Amendments also amend Section VI.(b), Timeliness of 
Reporting, to add the following requirement: ``Each Participant further 
agrees to furnish quotation information, and changes in any such 
information, to the Competing Consolidator[s] and Self-Aggregators in 
the same manner and using the same methods, including all methods of 
access and the same format, as such Participant makes available any 
information with respect to quotations for and transactions in NMS 
stocks to any person.'' The Participants explain that this addition is 
designed to comply with the requirements of Rule 614(e)(1).\28\
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    \28\ See Notice, supra note 7, 86 FR at 67801. The Participants 
state that they amended Sections VIII.(a) and (b) of the CQ Plan to 
add the requirement that each Participant agrees to collect and 
report to competing consolidators and self-aggregators all quotation 
data in the same manner and using the same methods, including all 
methods of access and the same format, as such Participant makes 
available any information with respect to quotations for and 
transactions in Eligible Securities to any person. However, 
Commission staff believes they meant Section VI. instead of Section 
VIII. and such amendment is only present in proposed Section VI.(b) 
of the CQ Plan.
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    In addition, the Proposed Amendments amend Section VI.(c), High 
Speed Line and Market Identifiers, to remove a reference to an ``ITS/
CAES BBO'' as excepted from the requirement that each bid or offer with 
respect to an Eligible Security furnished to the processor by a 
Participant that is a national securities association shall be 
accompanied by the symbol identifying the broker or dealer who was 
reported to the Processor as having made such bid or offer otherwise 
than on the floor of an exchange. The Participants explain that they 
propose to remove this reference because references to ITS/CAES are 
outdated.\29\
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    \29\ See Notice, supra note 7, 86 FR at 67801.
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    The Proposed Amendments also amend Section VI.(e), Unusual Market 
Conditions, to include references to competing consolidators and self-
aggregators and to remove a reference to Rule 602(b)(1) \30\ and 
replace it with a reference to Rules 601(b)(1) and 603(b) of Regulation 
NMS. The Proposed Amendments also remove a reference to vendors in 
Section VI.(e).
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    \30\ Specifically, ``paragraph (b)(1) of the Rule.'' See id., 86 
FR at 67824.
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    Finally, the Proposed Amendments delete Section VI.(f), Description 
of Reporting Procedures, which requires each Participant and each other 
reporting party to prepare and submit to the Operating Committee and 
the Processor a description of the procedures by which it intends to 
comply with its obligations under the CQ Plan. The Participants explain 
that the provisions of Section VI.(f) are no longer relevant.\31\
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    \31\ See id., 86 FR at 67801.
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Section VII.--Receipt and Use of Quotation Information
    In Sections VII.(a), Requirements for Receipt and Use of 
Information, (b), Approvals of Redisseminators and Terminations of 
Approvals, and (c) Subscriber Terminations, the Proposed Amendments 
replace several references to a ``CQ network's quotation information'' 
with the term ``consolidated market data.''
    The Proposed Amendments also amend Section VII.(a) to include 
references to competing consolidators and self-aggregators, such that, 
pursuant to fair and reasonable terms and conditions, each network's 
administrator shall provide for: (i) The dissemination of each CQ 
network's quotation information on terms that are not unreasonably 
discriminatory to competing consolidators and self-aggregators, and 
(ii) the use of that CQ network's quotation information by competing 
consolidators and self-aggregators.
    In addition, the Proposed Amendments amend Section VII.(a) to state 
that the Participants in both CQ networks expect that their network's 
administrator will require the following parties to enter into 
agreements with the network's administrator: (i) Any party that 
receives consolidated market data by means of a direct computer-to-
computer interface with the Processor or competing consolidators; (ii) 
any competing consolidator or self-aggregator that receives quotation 
information directly from a Participant for the purpose of creating 
consolidated market data; (iii) vendors and other parties that 
redisseminate consolidated market data; and (iv) persons that use 
consolidated market data for such purposes as the CQ network's 
administrator may from time to time identify.
    The Participants explain that the proposed revisions intend to make 
clear that the current market data contracts regarding the receipt of 
market data will be applicable to competing consolidators and self-
aggregators.\32\ They believe that the change is consistent with Rule 
614(e)(1) and is necessary, stating that competing consolidators and 
self-aggregators would be receiving and using consolidated market data 
and should be subject to the same contracts applicable to vendors and 
subscribers.\33\
---------------------------------------------------------------------------

    \32\ See id.
    \33\ See id.
---------------------------------------------------------------------------

    The Proposed Amendments also amend Section VII.(b), Approvals of 
Redisseminators and Terminations of Approvals, to state that all 
vendors of and other parties that redisseminate consolidated market 
data (``data redisseminators'') shall be required to be approved by a 
CTA network's administrator. Additionally, the Proposed Amendments 
amend Section XI.(c), Subscriber Terminations, to state that a 
network's administrator may determine that circumstances warrant 
directing a data redisseminator to cease providing consolidated market 
data to a subscriber, and that the CQ network's Participants may direct 
the data redisseminator to cease providing consolidated market data to 
the subscriber if a majority of those Participants determine that (i) 
such action is necessary or appropriate in the public interest or for 
the protection of investors, or (ii) the subscriber has breached any 
agreement required by the CTA network's administrator pursuant to 
Section VII.

III. Summary of Comments

    In response to the Notice, the Commission received two comments on 
the Proposed Amendments.\34\ Generally, both commenters oppose the 
Proposed Amendments and recommend that the Commission disapprove 
them.\35\
---------------------------------------------------------------------------

    \34\ See Letters to Vanessa Countryman, Secretary, Commission, 
from Ellen Greene, Managing Director, Equity and Options Market 
Structure, and William C. Thum, Managing Director and Associate 
General Counsel, Asset Management Group, Securities Industry and 
Financial Markets Association (Dec. 17, 2021) (``SIFMA Letter''); 
Patrick Flannery, Chief Executive Officer, MayStreet, to Vanessa 
Countryman, Secretary, Commission (Dec. 17, 2021) (``MayStreet 
Letter'').
    \35\ SIFMA Letter, supra note 34, at 1, 8; MayStreet Letter, 
supra note 34, at 1. The Commission notes that the comment letters 
submitted by these commenters address both the Proposed Amendments 
and similar proposed amendments to the Fifty-First Amendment to the 
Joint Self-Regulatory Organization Plan Governing the Collection, 
Consolidation and Dissemination of Quotation and Transaction 
Information for Nasdaq-Listed Securities Traded on Exchanges on an 
Unlisted Trading Privileges Basis. See Securities Exchange Act 
Release No. 93620 (Nov. 19, 2021), 86 FR 67541 (Nov. 26, 2021).
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    Both commenters argue that the Proposed Amendments contain 
provisions that would be irrelevant under the decentralized 
consolidation model. Specifically, one commenter states that the 
Proposed Amendments appear to continue to contain the concept of a 
single processor in contravention of the MDI Rules Release.\36\ The 
other commenter argues

[[Page 11753]]

that under the MDI Rule, only competing consolidators would sell 
consolidated market data to vendors and subscribers. Therefore, this 
commenter does not believe the sections of the Proposed Amendment that 
discuss vendors' and subscribers' contractual relationships with the 
Plan are relevant.\37\ The commenter recommends that these provisions 
be removed or altered to reflect that the Plans no longer have 
agreements with vendors and end users and instead will have agreements 
with competing consolidators and self-aggregators related specifically 
to the cost of content underlying the market data.\38\
---------------------------------------------------------------------------

    \36\ SIFMA Letter, supra note 34, at 8.
    \37\ MayStreet Letter, supra note 34, at 3.
    \38\ See id.
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    Both commenters also argue that the Proposed Amendments incorrectly 
treat competing consolidators in the same manner as market data 
vendors, despite Commission instruction to the contrary.\39\ One of the 
commenters believes that subjecting competing consolidators to the same 
contractual requirements as data vendors and subscribers that receive 
consolidated market data from the exclusive SIP fails to recognize that 
competing consolidators are SIPs and not similarly situated to today's 
data vendors.\40\ The commenter does not believe the contracts 
applicable to current data vendors will suffice for competing 
consolidators because the data that competing consolidators would 
receive from the Participants is content underlying consolidated data 
and different from the SIP data that data vendors receive.\41\ 
Additionally, the commenter states that not recognizing competing 
consolidators as SIPs would put competing consolidators at a 
competitive disadvantage to market data vendors given that they take on 
expenses and risks that data vendors do not--such as the costs to 
generate consolidated market data, disclosing operational and 
performance metrics, registering with the Commission, and complying 
with Rule 614 of Regulation NMS.\42\
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    \39\ SIFMA Letter, supra note 34, at 4-5, 8; MayStreet Letter, 
supra note 34, at 3-5.
    \40\ MayStreet Letter, supra note 34, at 3-4. This commenter 
states that the Act requires competing consolidators to receive the 
data under terms that are not ``unreasonably'' discriminatory. Id. 
at 4.
    \41\ See id. at 5.
    \42\ See id.
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    Separately, one commenter argues that validation procedures between 
competing consolidators and Participants should be similar to those 
between the current Processor and the Participants.\43\ While this 
commenter acknowledges that the validation process for competing 
consolidators and Participants may differ from the current Processor 
validation process, the commenter believes that establishing validation 
procedures with the new competing consolidators that would be 
consistent across SROs is a prudent measure for ensuring data 
quality.\44\ Finally, the commenter also believes that the 
Participants' description of services offered by the current plans for 
equity market data have confused the underlying content of consolidated 
market data and the consolidated market data itself.\45\
---------------------------------------------------------------------------

    \43\ See id. at 4.
    \44\ See id.
    \45\ MayStreet Letter, supra note 34, at 3.
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IV. Proceedings To Determine Whether To Approve or Disapprove the 
Proposed Amendments

    The Commission is instituting proceedings pursuant to Rule 
608(b)(2)(i) of Regulation NMS,\46\ and Rule 700 of the Commission's 
Rules of Practice,\47\ to determine whether to approve or disapprove 
the Proposed Amendments or to approve the Proposed Amendments with any 
changes or subject to any conditions the Commission deems necessary or 
appropriate after considering public comment. Institution of 
proceedings does not indicate that the Commission has reached any 
conclusions with respect to any of the issues involved. Rather, the 
Commission seeks and encourages interested persons to provide 
additional comment on the Proposed Amendments to inform the 
Commission's analysis.
---------------------------------------------------------------------------

    \46\ 17 CFR 242.608.
    \47\ 17 CFR 201.700.
---------------------------------------------------------------------------

    Rule 608(b)(2) of Regulation NMS provides that the Commission 
``shall approve a . . . proposed amendment to a national market system 
plan, with such changes or subject to such conditions as the Commission 
may deem necessary or appropriate, if it finds that such . . . 
amendment is necessary or appropriate in the public interest, for the 
protection of investors and the maintenance of fair and orderly 
markets, to remove impediments to, and perfect the mechanisms of, a 
national market system, or otherwise in furtherance of the purposes of 
the Act.'' \48\ Rule 608(b)(2) further provides that the Commission 
shall disapprove a proposed amendment if it does not make such a 
finding.\49\ Pursuant to Rule 608(b)(2)(i) of Regulation NMS,\50\ the 
Commission is providing notice of the grounds for disapproval under 
consideration:
---------------------------------------------------------------------------

    \48\ See 17 CFR 242.608(b)(2).
    \49\ See 17 CFR 242.608(b)(2).
    \50\ 17 CFR 242.608(b)(2)(i). See also Commission Rule of 
Practice 700(b)(2), 17 CFR 201.700(b)(2).
---------------------------------------------------------------------------

     Whether the Proposed Amendments are consistent with the 
Commission's MDI Rules as outlined in Rule 614(e); \51\
---------------------------------------------------------------------------

    \51\ See MDI Rules Release, supra note 6.
---------------------------------------------------------------------------

     Whether, consistent with Rule 608 of Regulation NMS, the 
Proposed Amendments are necessary or appropriate in the public 
interest, for the protection of investors and the maintenance of fair 
and orderly markets, to remove impediments to, and perfect the 
mechanisms of, a national market system, or otherwise in furtherance of 
the purposes of the Act; \52\
---------------------------------------------------------------------------

    \52\ See 17 CFR 242.608(b)(2).
---------------------------------------------------------------------------

     Whether consistent with Rule 603(a) of Regulation NMS, the 
Proposed Amendments provide for the distribution of information with 
respect to quotations for and transactions in NMS stocks on terms that 
are fair and reasonable and not unreasonably discriminatory;
     Whether modifications to the Proposed Amendments, or 
conditions to their approval, would be required to make the Proposed 
Amendments necessary or appropriate in the public interest, for the 
protection of investors and the maintenance of fair and orderly 
markets, to remove impediments to, and perfect the mechanisms of, a 
national market system, or otherwise in furtherance of the purposes of 
the Act; \53\
---------------------------------------------------------------------------

    \53\ See id.
---------------------------------------------------------------------------

     Whether the Proposed Amendments are consistent with 
Congress's finding, in Section 11A(1)(C)(iii) of the Act, that it is in 
the public interest and appropriate for the protection of investors and 
the maintenance of fair and orderly markets to ensure ``the 
availability to brokers, dealers, and investors of information with 
respect to quotations for and transactions in securities''; \54\ and
---------------------------------------------------------------------------

    \54\ 15 U.S.C. 78k-1(a)(1)(C)(iii).
---------------------------------------------------------------------------

     Whether, consistent with the purposes of Section 
11A(c)(1)(B) of the Act,\55\ the Proposed Amendments' provisions are 
drafted, to support the prompt, accurate, reliable, and fair 
collection, processing, distribution, and publication of information 
with respect to quotations for and transactions in NMS securities, and 
the fairness and usefulness of the form and content of such 
information.
---------------------------------------------------------------------------

    \55\ See 15 U.S.C. 78k-1(c)(1)(B).
---------------------------------------------------------------------------

    Under the Commission's Rules of Practice, the ``burden to 
demonstrate that a NMS plan filing is consistent with the Exchange Act 
and the rules and regulations issued thereunder . . . is on the plan 
participants that filed the NMS

[[Page 11754]]

plan filing.'' \56\ The description of the NMS plan filing, its purpose 
and operation, its effect, and a legal analysis of its consistency with 
applicable requirements must all be sufficiently detailed and specific 
to support an affirmative Commission finding.\57\ Any failure of the 
plan participants that filed the NMS plan filing to provide such detail 
and specificity may result in the Commission not having a sufficient 
basis to make an affirmative finding that the NMS plan filing is 
consistent with the Act and the applicable rules and regulations 
thereunder.\58\
---------------------------------------------------------------------------

    \56\ 17 CFR 201.700(b)(3)(ii).
    \57\ Id.
    \58\ Id.
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V. Commission's Solicitation of Comments

    The Commission requests that interested persons provide written 
submissions of their views, data, and arguments with respect to the 
issues identified above, as well as any other concerns they may have 
with the proposal. In particular, the Commission invites the written 
views of interested persons concerning whether the proposal is 
consistent with Section 11A or any other provision of the Act, or the 
rules and regulations thereunder. Although there do not appear to be 
any issues relevant to approval or disapproval that would be 
facilitated by an oral presentation of views, data, and arguments, the 
Commission will consider, pursuant to Rule 608(b)(2)(i) of Regulation 
NMS,\59\ any request for an opportunity to make an oral 
presentation.\60\ The Commission asks that commenters address the 
sufficiency and merit of the Participants' statements in support of the 
Proposed Amendments,\61\ in addition to any other comments they may 
wish to submit about the Proposed Amendments. In particular, the 
Commission seeks comment on the following:
---------------------------------------------------------------------------

    \59\ 17 CFR 242.608(b)(2)(i).
    \60\ Rule 700(c)(ii) of the Commission's Rules of Practice 
provides that ``[t]he Commission, in its sole discretion, may 
determine whether any issues relevant to approval or disapproval 
would be facilitated by the opportunity for an oral presentation of 
views.'' 17 CFR 201.700(c)(ii).
    \61\ See Notice, supra note 7.
---------------------------------------------------------------------------

    1. What are commenters' views on whether the Proposed Amendments 
reflect the provision of information with respect to quotations for and 
transactions in NMS stocks that is necessary to generate consolidated 
market data by the national securities exchange and national securities 
association participants to competing consolidators and self-
aggregators. For example, do commenters believe that Section I of the 
CTA Plan and Section I of the CQ Plan (both titled Definitions) 
appropriately define terms to accurately reflect the decentralized 
consolidation model consistent with the MDI Rules Release? If not, 
what, if any, modifications should be made to these definitions in the 
Proposed Amendments? Additionally, do commenters believe that the 
Proposed Amendments should be modified to explicitly incorporate 
certain terms such as Consolidated Market Data, as defined in Rule 
600(b)(19) into the Plan? Similarly, Section V of the CTA Plan and 
Section V of the CQ Plan (both titled The Processor and Competing 
Consolidators) describe the evaluation and functions of the Processor, 
respectively. Do commenters believe that modifying the Proposed 
Amendments to remove the role of the Processor is necessary for the 
decentralized consolidation model consistent with the MDI Rules 
Release?
    2. What are commenters' views on whether the Proposed Amendments 
include the application of timestamps by the national securities 
exchange and national securities association participants on all 
information with respect to quotations for and transactions in NMS 
stocks that is necessary to generate consolidated market data, 
including the time that such information was generated as applicable by 
the national securities exchange or national securities association and 
the time the national securities exchange or national securities 
association made such information available to competing consolidators 
and self-aggregators. Specifically, do commenters believe that the 
Proposed Amendments require the Participants to timestamp all of the 
data underlying Consolidated Market Data, as defined in Rule 
600(b)(19), upon generation and upon provision to competing 
consolidators and self-aggregators? If not, should the Proposed 
Amendments be modified to include a requirement for such timestamping?
    3. What are commenters' views on the absence of a microsecond 
timestamp requirement applicable to FINRA in Section VI.(c) 
(Consolidated Tape, Reporting Format and Technical Specifications) of 
the CTA Plan?
    4. What are commenters' views on the proposed deletion of language 
in Section VIII.(a) (Collection and Reporting of Last Sale Data, 
Responsibility of Exchange Participants) of the CTA Plan stating, ``CTA 
shall seek to reduce the time period for reporting last sale prices to 
the Processor as conditions warrant.'' Specifically, do commenters 
believe that this Proposed Amendment should be modified to retain the 
language but replace the term ``Processor'' with ``Competing 
Consolidators and Self-Aggregators''?
    5. What are commenters' views on the following sections of the 
Proposed Amendments in light of the decentralized consolidation model 
under the MDI Rules: Section IX. (Receipt and Use of CTA Information) 
of the CTA Plan and Section VII. (Receipt and Use of Quotation 
Information) of the CQ Plan. Do commenters believe that the Proposed 
Amendments should be modified with respect to any of these sections to 
implement the decentralized consolidation model? If so, how? What are 
commenters' views on the use of the term ``consolidated market data'' 
in Section IX. of the CTA Plan? Do commenters agree with the statement 
by the Participants that the current market data contracts regarding 
the receipt of market data applicable to vendors and subscribers should 
be applicable to competing consolidators and self-aggregators? \62\ Do 
commenters interpret these provisions to mean that a network's 
administrator must approve a competing consolidator or self-aggregator 
before the competing consolidator or self-aggregator can receive data 
and can terminate such approval of a competing consolidator or self-
aggregator?
---------------------------------------------------------------------------

    \62\ See id., 86 FR at 67801.
---------------------------------------------------------------------------

    6. What are commenters' views on whether the Proposed Amendments 
sufficiently describe how the Plans will operate under the Initial 
Parallel Operation Period when ``the decentralized consolidation model 
will run in parallel to the existing exclusive SIP model.'' \63\ 
Specifically, Section D of the Proposed Amendments states that Proposed 
Amendments will be implemented to coincide with the phased 
implementation of the MDI Rules as required by the Commission. Do 
commenters believe that the Proposed Amendments should specify how the 
Participants will transition from the current Plan to the initial 
parallel operation period and the process after the initial parallel 
operation period?
---------------------------------------------------------------------------

    \63\ See MDI Rules Release, supra note 6, at Section III.H.2., 
86 FR at 18698-701.
---------------------------------------------------------------------------

    7. What are commenters' views on the Proposed Amendments in light 
of the decentralized consolidation model with respect to (i) references 
to the Processor, High speed line, and Subscribers; (ii) the 
dissemination of Regulatory Halts; (iii) the authority of the Operating 
Committee under Section IV.(d) of the CTA Plan and Section IV.(b) of 
the CQ Plan, respectively, with respect to

[[Page 11755]]

operation of the Consolidated Tape System and Consolidated Quotation 
System; and (iv) references to contracts with Vendors and Subscribers. 
Do commenters believe that the Proposed Amendments should be modified 
with respect to any of these provisions in light of the decentralized 
consolidation model required by the MDI Rules?
    8. What are commenters' views on the following sections of the 
Proposed Amendments in light of the decentralized consolidation model: 
(i) CTA Plan: Parties, Administration of the CTA Plan, Potential 
Conflicts of Interest, The Processor and Competing Consolidators, 
Consolidated Tape, Collection and Reporting of Last Sale Data, Receipt 
and Use of CTA Information, Operational Matters, Financial Matters, 
Concurrent Use of Facilities, (ii) CQ Plan: Administration of this CQ 
Plan, The Processor and Competing Consolidators, Collection and 
Reporting of Quotation Information, Receipt and Use of Quotation 
Information, Operational Matters, Financial Matters, Concurrent Use of 
Facilities. Do commenters believe that the Proposed Amendments should 
be modified with respect to any of these sections, or any other 
section, in light of the decentralized consolidation model required by 
the MDI Rules? If so, please describe how the Proposed Amendments 
should be modified in light of the decentralized consolidation model 
required by the MDI Rules.
    9. Do commenters have views about any other aspect of the Proposed 
Amendments? Do commenters believe that the Proposed Amendments should 
be modified in any other way to be consistent with the MDI Rules or the 
MDI Rules Release?
    Interested persons are invited to submit written data, views, and 
arguments regarding whether the proposal should be approved or 
disapproved by March 23, 2022. Any person who wishes to file a rebuttal 
to any other person's submission must file that rebuttal by April 6, 
2022. 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-CTA/CQ-2021-02 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-CTA/CQ-2021-02. 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 Participants' principal offices. 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 File No. SR-CTA/CQ-2021-02 and should be 
submitted on or before March 23, 2022.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\64\
---------------------------------------------------------------------------

    \64\ 17 CFR 200.30-3(a)(85).
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Jill M. Peterson,
Assistant Secretary.
[FR Doc. 2022-04335 Filed 3-1-22; 8:45 am]
BILLING CODE 8011-01-P