[Federal Register Volume 89, Number 136 (Tuesday, July 16, 2024)]
[Notices]
[Pages 57950-57951]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2024-15504]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-100490; File No. SR-NYSEAMER-2024-43]


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

July 10, 2024.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 
1934 (``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby given 
that, on July 1, 2024, NYSE American LLC (``NYSE American'' or the 
``Exchange'') filed with the Securities and Exchange Commission (the 
``Commission'') the proposed rule change as described in Items I and II 
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.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to amend the NYSE American Options Fee 
Schedule (``Fee Schedule'') regarding the American Customer Engagement 
(``ACE'') Program. The Exchange proposes to implement the fee change 
effective July 1, 2024. The proposed rule 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 to modify Section I.E. of the Fee 
Schedule regarding the ACE Program. Specifically, the Exchange proposes 
to clarify the operation of the Program as relates to Customer volume 
executed via the BOLD Mechanism (``BOLD volume'') and to make other 
minor technical changes as described herein.\4\ This proposal would not 
alter how the ACE Program operates (or the credits applied on eligible 
BOLD volume) and is instead designed to clarify a potential ambiguity 
in the Fee Schedule.
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    \4\ See Rule 994NY (describing the operation of the Broadcast 
Order Liquidity Delivery (``BOLD'') Mechanism).
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    The ACE Programs, as described in Section I.E., offers Order Flow 
Providers (OFP) \5\ per contract credits based on, and applied to, 
certain Electronic Customer volume executed on the Exchange.\6\ The ACE 
Program has five tiers and offers increasing per contract credits to an 
OFP that meets or exceeds increasing volume thresholds. Regarding BOLD 
volume, Section I.E. provides that ``[t]he per contract credits in the 
table below apply to Electronic options transactions, including those 
executed via the BOLD Mechanism'' and that such volume ``will be 
included in an OFP's Electronic volume calculation for purposes of the 
ACE Program.''[sic]\7\
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    \5\ An OFP is an Order Flow provider means ``any ATP Holder that 
submits, as agent, orders to the Exchange.'' See Rule 900.2NY.
    \6\ See Fee Schedule, Section I.E. (American Customer Engagement 
(``ACE'') Program).
    \7\ Id.
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    Section I.M. of the Fee Schedule describes the fees and credits 
applied to BOLD volume.\8\ Specifically, the Exchange offers per 
contract credits on each ``BOLD Initiating Order'' executed on behalf 
of Customers that are the ``[b]etter of ($0.12) or, if eligible for a 
higher credit via the ACE Program, per Section I.E., ($0.13).'' \9\ 
Thus, although not specified in Section I.E., an OFP's potential per 
contract credit on eligible BOLD volume is capped at ($0.13)

[[Page 57951]]

regardless of what ACE Program tier an OFP achieves.
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    \8\ See Fee Schedule, Section I.M. (BOLD Mechanism Fees & 
Credits).
    \9\ See id. A ``BOLD Initiating Order'' is ``an order submitted 
to be executed via the BOLD Mechanism.'' See Fee Schedule, KEY TERMS 
and DEFINITIONS.
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    To address this potential ambiguity, the Exchange proposes to amend 
Section I.E. as relates to BOLD volume. First, the Exchange proposes to 
reorganize current rule text to make clear that, like volume executed 
via the Customer Best Execution (``CUBE'') Auction, Customer volume 
``executed via the BOLD Mechanism'' will be ``included in an OFP's 
Electronic volume calculation for purposes of the ACE Program tiers.'' 
\10\ Second, the Exchange proposes to modify the first sentence of 
Section I.E., regarding the application of ACE Program credits, to 
remove reference to BOLD volume.\11\ Instead, the Exchange proposes to 
add a cross-reference to Section I.M., which specifies the per contract 
credits available for eligible BOLD volume.\12\ Finally, the Exchange 
proposes a technical change to clarify that ACE Program credits are not 
``payable'' or ``paid'' to OFPs but are instead ``available'' to OFPs 
and are ``applied'' to an OFPs fees, if earned.\13\
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    \10\ See proposed Fee Schedule, Section I.E. (American Customer 
Engagement (``ACE'') Program). The Exchange proposes to make clear 
that, for purposes of determining whether an OFP qualifies for any 
of the ``ACE Program tiers``, the Exchange includes Customer volume 
resulting from CUBE Auctions and executions via the BOLD Mechanism. 
See id. (emphasis added).
    \11\ See id. (``The per contract credits in the table below 
apply to Electronic options transactions.'').
    \12\ See id. The Exchange also proposes minor technical changes 
to specify that credits applicable to certain CUBE Auction volume 
are ``as set forth in Section I.G.'' (emphasis added).
    \13\ See id. (specifying, for example, that the ACE Program 
credits are ``available'' to OFPs; and ``applied solely to Customer 
volume''; and ``applied'' based on an OFP's eligible Customer 
volume).
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2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with Section 6(b) of the Act,\14\ in general, and furthers the 
objectives of Sections 6(b)(4) and (5) of the Act,\15\ in particular, 
because it provides for the equitable allocation of reasonable dues, 
fees, and other charges among its members, issuers and other persons 
using its facilities and does not unfairly discriminate between 
customers, issuers, brokers or dealers.
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    \14\ 15 U.S.C. 78f(b).
    \15\ 15 U.S.C. 78f(b)(4) and (5).
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    The Exchange believes the proposed change to specify the per 
contract credit available on eligible BOLD volume is reasonable, 
equitable and not unfairly discriminatory because the change would add 
clarity, transparency, and internal consistency, to the Fee Schedule. 
Likewise, the proposed technical change would add clarity and 
transparency to the Fee Schedule. Taken together, the proposed changes 
would benefit investors because such changes should improve the 
accuracy and comprehensibility of the Fee Schedule.

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. This proposal is not a competitive change. 
Instead, the changes proposed herein would add clarity, transparency, 
and internal consistency to the Fee Schedule thereby improving its 
accuracy and comprehensibility to the benefit of investors.

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) \16\ of the Act and subparagraph (f)(2) of Rule 
19b-4 \17\ thereunder, because it establishes a due, fee, or other 
charge imposed by the Exchange.
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    \16\ 15 U.S.C. 78s(b)(3)(A).
    \17\ 17 CFR 240.19b-4(f)(2).
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    At any time within 60 days of the filing of such proposed rule 
change, the Commission summarily may temporarily suspend such rule 
change if it appears to the Commission that such action is necessary or 
appropriate in the public interest, for the protection of investors, or 
otherwise in furtherance of the purposes of the Act. If the Commission 
takes such action, the Commission shall institute proceedings under 
Section 19(b)(2)(B) \18\ of the Act to determine whether the proposed 
rule change should be approved or disapproved.
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    \18\ 15 U.S.C. 78s(b)(2)(B).
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IV. Solicitation of Comments

    Interested persons are invited to submit written data, views and 
arguments concerning the foregoing, including whether the proposed rule 
change is consistent with the Act. Comments may be submitted by any of 
the following methods:

Electronic Comments

     Use the Commission's internet comment form (https://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include 
file number SR-NYSEAMER-2024-43 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-NYSEAMER-2024-43. 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 (https://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 
a.m. and 3 p.m. Copies of the filing also will be available for 
inspection and copying at the principal office of the Exchange. Do not 
include personal identifiable information in submissions; you should 
submit only information that you wish to make available publicly. We 
may redact in part or withhold entirely from publication submitted 
material that is obscene or subject to copyrightprotection. All 
submissions should refer to file number SR-NYSEAMER-2024-43 and should 
be submitted on or before August 6, 2024.

    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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Vanessa A. Countryman,
Secretary.
[FR Doc. 2024-15504 Filed 7-15-24; 8:45 am]
BILLING CODE 8011-01-P