December 21, 2010

EXPLANATION OF FILE CONTENT

In support of the February 15-18, 2011, SAP meeting to consider the
report “Source-to-Outcome Modeling Physiologically-Based
Pharmacokinetic/Pharmacodynamic (PBPK/PD) Model linked to a Dietary
Exposure Model: Chlorpyrifos as a Case Study”, several electronic
documents and modeling-related files are being made available to the SAP
panel members as well as the general public.  The contents of the files
are generally described as attachments “A” to “H” in the report,
and these files appear on this CD within a series of folders marked as
“Attachment A” to “Attachment H”.  A listing of folder contents
for each attachment appears below, along with any explanatory notes on
extra material available to SAP members.

Attachment A: In vitro human metabolism summary (1 page) Note: Full copy
of draft manuscript for submission also being made available to panel
members in paper copy format.

Attachment B: Philpott, P. (2009) "June 24-25, 2009 EPA Human Studies
Review Board Meeting Report." Memo and final report (40 pages).

Attachment C: The LifeStage and Variation models: acslX programs and
associated m files.

Attachment D: Cleveland, C.B. (2010) "2010 Update of the Acute Dietary
Risk Assessment for Chlorpyrifos."  Dow AgroSciences Unpublished Report
101760 (140 pages).

Attachment E: Copies of inputs files used in dietary models (CARES,
DEEM, LIFELINE).

Attachment F: Copies of input files for PBPK/PD model runs.

Attachment G: Marty, M.S. and Andrus, A.K. (2010) "Comparison of
Cholinesterase (ChE) Inhibition in Young Adult and Preweanling CD Rats
after Acute and Repeated Chlorpyrifos or Chlorpyrifos-oxon Exposures."
Dow AgroSciences Unpublished Report 091107.  Public release summary (7
pages).

Attachment H: Reiss, R.; Neal, B.; Lamb, J. (2010) "Benchmark Dose
Modeling for Cholinesterase Inhibition from Exposure to Chlorpyrifos and
Chlorpyrifos-Oxon."  Dow AgroSciences Unpublished Report 0900956.000
B0T0 06010.  Public release summary (4 pages).


[Federal Register Volume 87, Number 92 (Thursday, May 12, 2022)]
[Notices]
[Pages 29197-29201]
[FR Doc No: 2022-10148]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-94863; File No. SR-MEMX-2022-11]

Self-Regulatory Organizations; MEMX LLC; Notice of Filing and
Immediate Effectiveness of a Proposed Rule Change To Amend the
Exchange's Fee Schedule

May 6, 2022.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(the ``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given
that on April 29, 2022, MEMX LLC (``MEMX'' or the ``Exchange'') filed
with the Securities and Exchange Commission (the ``Commission'') the
proposed rule change as described in Items I, II, and III below, which
Items have been prepared by the Exchange. The Commission is publishing
this notice to solicit comments on the proposed rule change from
interested persons.
---------------------------------------------------------------------------

    \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 is filing with the Commission a proposed rule change
to amend the Exchange's fee schedule applicable to Members \3\ (the
``Fee Schedule'') pursuant to Exchange Rules 15.1(a) and (c). The
Exchange proposes to implement the changes to the Fee Schedule pursuant
to this proposal on May 2, 2022. The text of the proposed rule change
is provided in Exhibit 5.
---------------------------------------------------------------------------

    \3\ See Exchange Rule 1.5(p).
---------------------------------------------------------------------------

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
    The purpose of the proposed rule change is to amend the Fee
Schedule to: (i) Adopt a new volume-based pricing incentive, referred
to by the Exchange as the Step-Up Additive Rebate, in which a
qualifying Member will receive an additive rebate for executions of
certain orders in securities priced at or above $1.00 per share that
add displayed liquidity to the Exchange; (ii) reduce the rebate
provided under Liquidity Provision Tier 1 for executions of orders in
securities priced at or above $1.00 per share that add displayed
liquidity to the Exchange; and (iii) reduce the rebate provided under
DLI Tier 2 for executions of orders in securities priced at or above
$1.00 per share that add displayed liquidity to the Exchange.
    The Exchange first notes that it operates in a highly competitive
market in which market participants can readily direct order flow to
competing venues if they deem fee levels at a particular venue to be
excessive or incentives to be insufficient. More specifically, the
Exchange is only one of 16 registered equities exchanges, as well as a
number of alternative trading systems and other off-exchange venues, to
which market participants may direct their order flow. Based on
publicly available information, no single registered equities exchange
currently has more than approximately 16% of the total market share of
executed volume of equities trading.\4\ Thus, in such a low-
concentrated and highly competitive market, no single equities

exchange possesses significant pricing power in the execution of order
flow, and the Exchange currently represents approximately 4% of the
overall market share.\5\ The Exchange in particular operates a ``Maker-
Taker'' model whereby it provides rebates to Members that add liquidity
to the Exchange and charges fees to Members that remove liquidity from
the Exchange. The Fee Schedule sets forth the standard rebates and fees
applied per share for orders that add and remove liquidity,
respectively. Additionally, in response to the competitive environment,
the Exchange also offers tiered pricing, which provides Members with
opportunities to qualify for higher rebates or lower fees where certain
volume criteria and thresholds are met. Tiered pricing provides an
incremental incentive for Members to strive for higher tier levels,
which provides increasingly higher benefits or discounts for satisfying
increasingly more stringent criteria.
---------------------------------------------------------------------------

    \4\ Market share percentage calculated as of April 27, 2022. The
Exchange receives and processes data made available through
consolidated data feeds (i.e., CTS and UTDF).
    \5\ Id.
---------------------------------------------------------------------------

Adoption of Step-Up Additive Rebate
    The Exchange currently provides a standard rebate of $0.0020 per
share for executions of orders in securities priced at or above $1.00
per share that add displayed liquidity to the Exchange (such orders,
``Added Displayed Volume''). The Exchange also currently offers various
volume-based tiers and incentives in which a Member may receive an
enhanced or additive rebate for executions of Added Displayed Volume by
achieving the specified volume criteria that corresponds to a
particular tier/incentive. The Exchange now proposes to adopt a new
volume-based incentive, referred to by the Exchange as the Step-Up
Additive Rebate, in which the Exchange will provide an additive rebate
of $0.0002 per share for executions of certain orders that constitute
Added Displayed Volume for a Member that qualifies for the Step-Up
Additive Rebate by achieving a Step-Up ADAV (other than Retail Orders)
\6\ from April 2022 of at least 0.07% of the TCV.\7\ As proposed, a
Member that qualifies for the Step-Up Additive Rebate will receive the
additive rebate of $0.0002 per share \8\ in addition to the rebate that
is otherwise applicable (including a rebate provided under another
pricing tier/incentive) for each of such Member's executions of orders
that constitute Added Displayed Volume, except: (i) Orders that
establish the national best bid or offer (``NBBO'') if such Member
qualifies for the Exchange's NBBO Setter Tier; \9\ and (ii) and Retail
Orders.\10\ The Exchange notes that the Step-Up Additive Rebate will
not apply to executions of orders in securities priced below $1.00 per
share.
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    \6\ As set forth on the Fee Schedule, ``ADAV'' means the average
daily added volume calculated as the number of shares added per day,
which is calculated on a monthly basis, and ``Step-Up ADAV'' means
ADAV in the relevant baseline month subtracted from current ADAV. As
set forth in Exchange Rule 11.21(a), a ``Retail Order'' means an
agency or riskless principal order that meets the criteria of FINRA
Rule 5320.03 that originates from a natural person and is submitted
to the Exchange by a Retail Member Organization, provided that no
change is made to the terms of the order with respect to price or
side of market and the order does not originate from a trading
algorithm or any other computerized methodology. As proposed, Retail
Orders that add volume are not included in the calculations of ADAV
and Step-Up ADAV for purposes of determining whether a Member
qualifies for the Step-Up Additive Rebate.
    \7\ As set forth on the Fee Schedule, ``TCV'' means total
consolidated volume calculated as the volume reported by all
exchanges and trade reporting facilities to a consolidated
transaction reporting plan for the month for which the fees apply.
    \8\ The proposed pricing for the Step-Up Additive Rebate is
referred to by the Exchange on the Fee Schedule under the new
description ``Step-Up Additive Rebate'' with a Fee Code of ``X'' to
be appended to the otherwise applicable Fee Code assigned by the
Exchange on the monthly invoices for qualifying executions. The
Exchange notes that because the determination of whether a Member
qualifies for a certain pricing tier/incentive (including the Step-
Up Additive Rebate) for a particular month will not be made until
after the month-end, the Exchange will provide the Fee Codes
otherwise applicable to such transactions on the execution reports
provided to Members during the month and will only designate the Fee
Codes applicable to the achieved pricing tier/incentive on the
monthly invoices, which are provided after such determination has
been made, as the Exchange does for its tier/incentive pricing
today.
    \9\ The Exchange notes that a Member that qualifies for the
Exchange's NBBO Setter Tier currently receives an additive rebate of
$0.0003 per share for executions of Added Displayed Volume (other
than Retail Orders) that establish the NBBO (``Setter Volume''). See
the Exchange's Fee Schedule. Because executions of Setter Volume
already receive this relatively high additive rebate under the NBBO
Setter Tier, the Exchange proposes that the Step-Up Additive Rebate
would not apply to such transactions. Thus, as proposed, a Member
that qualifies for the NBBO Setter Tier would continue to receive
the additive rebate of $0.0003 per share for executions of Setter
Volume under the NBBO Setter Tier but would not also receive the
additive rebate of $0.0002 per share under the Step-Up Additive
Rebate even if the Member qualifies for the Step-Up Additive Rebate.
    \10\ The Exchange notes that it currently provides a rebate of
$0.0035 per share for executions of Retail Orders that constitute
Added Displayed Volume, which is the highest base rebate (i.e.,
excluding any enhanced and/or additive rebates resulting from
pricing tiers/incentives) that the Exchange currently provides with
respect to any type of transaction effected on the Exchange. Because
the base rebate for this type of transaction is already high
relative to other types of transactions, the Exchange proposes that
the Step-Up Additive Rebate would not apply to such transactions.
This is consistent with the Exchange's application of the $0.0003
per share additive rebate provided under NBBO Setter Tier, which
also does not apply to executions of Retail Orders. See the
Exchange's Fee Schedule.
---------------------------------------------------------------------------

    The Exchange believes that the proposed Step-Up Additive Rebate
provides an incremental incentive for Members to strive for higher ADAV
on the Exchange (above their ADAV in the month immediately preceding
the effectiveness of this proposal--i.e., April 2022) to receive the
proposed additive rebate for qualifying executions of Added Displayed
Volume. As such, the proposed Step-Up Additive Rebate is designed to
incentivize Members that provide liquidity on the Exchange to increase
their orders that add liquidity to the Exchange in order to qualify for
the $0.0002 per share additive rebate for qualifying executions of
Added Displayed Volume, which, in turn, the Exchange believes would
encourage the submission of additional Added Displayed Volume to the
Exchange, thereby promoting price discovery and contributing to a
deeper and more liquid market to the benefit of all market participants
and enhancing the attractiveness of the Exchange as a trading venue.
The Exchange notes that the proposed Step-Up Tier Additive Rebate is
comparable to other volume-based incentives and discounts, which have
been widely adopted by exchanges (including the Exchange), including
pricing incentives that provide an enhanced rebate for firms that
achieve a specified Step-Up ADAV threshold.\11\
---------------------------------------------------------------------------

    \11\ See, e.g., the Exchange's Fee Schedule, which reflects
enhanced rebates for executions of Added Displayed Volume for
Members that qualify for the Liquidity Provision Tiers by achieving
certain specified volume thresholds, including thresholds based on
Step-Up ADAV; see also the Cboe BZX Exchange, Inc. equities trading
fee schedule on its public website (available at https://www.cboe.com/us/equities/membership/fee_schedule/bzx/), which
reflects enhanced rebates for executions of added displayed volume
for firms that qualify for the ``Step-Up Tiers'' by achieving
certain specified volume thresholds, including thresholds based on
Step-Up ADAV.
---------------------------------------------------------------------------

Reduced Rebate Under Liquidity Provision Tier 1
    The Exchange also proposes to reduce the rebate provided under
Liquidity Provision Tier 1 for executions of Added Displayed Volume
from $0.00325 per share to $0.0032 per share.\12\ The Exchange believes
that the proposed rebate represents only a modest decrease from the
current rebate provided under Liquidity Provision Tier 1 for executions
of Added Displayed Volume. The purpose of reducing the enhanced rebate
for executions of Added Displayed Volume under Liquidity Provision Tier
1 is for business and competitive reasons, as the

Exchange believes the reduction of such rebate would decrease the
Exchange's expenditures with respect to its transaction pricing in a
manner that is still consistent with the Exchange's overall pricing
philosophy of encouraging added displayed liquidity. The Exchange does
not propose to change the required criteria for a Member to qualify for
Liquidity Provision Tier 1 or the rebate provided under Liquidity
Provision Tier 1 for executions of orders in securities priced below
$1.00 per share.
---------------------------------------------------------------------------

    \12\ The proposed pricing for Liquidity Provision Tier 1 is
referred to by the Exchange on the Fee Schedule under the existing
description ``Added displayed volume, Liquidity Provision Tier 1''
with a Fee Code of ``B1'', ``D1'' or ``J1'', as applicable, to be
provided by the Exchange on the monthly invoices provided to
Members.
---------------------------------------------------------------------------

Reduced Rebate Under DLI Tier 2
    Lastly, the Exchange proposes to reduce the rebate provided under
DLI Tier 2 for executions of Added Displayed Volume from $0.0031 per
share to $0.0030 per share.\13\ The Exchange believes that the proposed
rebate represents only a modest decrease from the current rebate
provided under DLI Tier 2 for executions of Added Displayed Volume. The
Exchange does not propose to change the required criteria for a Member
to qualify for DLI Tier 2 or the rebate provided under DLI Tier 2 for
executions of orders in securities priced below $1.00 per share.
---------------------------------------------------------------------------

    \13\ The proposed pricing for DLI Tier 2 is referred to by the
Exchange on the Fee Schedule under the existing description ``Added
displayed volume, DLI Tier 2'' with a Fee Code of ``Bq2'', ``Dq2''
or ``Jq2'', as applicable, to be provided by the Exchange on the
monthly invoices provided to Members.
---------------------------------------------------------------------------

    The DLI Tiers are designed to encourage Members to promote price
discovery and market quality by quoting at the NBBO for a significant
portion of each day in a large number of securities, generally, and in
a targeted group of securities (i.e., the DLI Target Securities), in
particular, thereby benefitting the Exchange and investors by providing
improved trading conditions for all market participants through
narrower bid-ask spreads and increased depth of liquidity available at
the NBBO in a broad base of securities, including the DLI Target
Securities specifically, and committing capital to support the
execution of orders.\14\ The purpose of reducing the enhanced rebate
for executions of Added Displayed Volume under DLI Tier 2 is for
business and competitive reasons, as the Exchange believes the
reduction of such rebate would decrease the Exchange's expenditures
with respect to its transaction pricing in a manner that is still
consistent with the Exchange's overall pricing philosophy of
encouraging added displayed liquidity and promoting the price discovery
and market quality objectives of the DLI Tiers described above.
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    \14\ See the Exchange's Fee Schedule for additional details
regarding the Exchange's DLI Tiers and DLI Target Securities. See
also Securities Exchange Act Release No. 92150 (June 10, 2021), 86
FR 32090 (June 16, 2021) (SR-MEMX-2021-07) (notice of filing and
immediate effectiveness of fee changes adopted by the Exchange,
including the adoption of DLI).
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2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent
with the provisions of Section 6 of the Act,\15\ in general, and with
Sections 6(b)(4) and 6(b)(5) of the Act,\16\ in particular, in that it
provides for the equitable allocation of reasonable dues, fees and
other charges among its Members and other persons using its facilities
and is not designed to permit unfair discrimination between customers,
issuers, brokers, or dealers.
---------------------------------------------------------------------------

    \15\ 15 U.S.C. 78f.
    \16\ 15 U.S.C. 78f(b)(4) and (5).
---------------------------------------------------------------------------

    As discussed above, the Exchange operates in a highly fragmented
and competitive market in which market participants can readily direct
order flow to competing venues if they deem fee levels at a particular
venue to be excessive or incentives to be insufficient, and the
Exchange represents only a small percentage of the overall market. The
Commission and the courts have repeatedly expressed their preference
for competition over regulatory intervention in determining prices,
products, and services in the securities markets. In Regulation NMS,
the Commission highlighted the importance of market forces in
determining prices and SRO revenues and also recognized that current
regulation of the market system ``has been remarkably successful in
promoting market competition in its broader forms that are most
important to investors and listed companies.'' \17\
---------------------------------------------------------------------------

    \17\ Securities Exchange Act Release No. 51808 (June 9, 2005),
70 FR 37496, 37499 (June 29, 2005).
---------------------------------------------------------------------------

    The Exchange believes that the ever-shifting market share among the
exchanges from month to month demonstrates that market participants can
shift order flow or discontinue to reduce use of certain categories of
products, in response to new or different pricing structures being
introduced into the market. Accordingly, competitive forces constrain
the Exchange's transaction fees and rebates, and market participants
can readily trade on competing venues if they deem pricing levels at
those other venues to be more favorable. The Exchange believes the
proposal reflects a reasonable and competitive pricing structure
designed to incentivize market participants to direct additional orders
that add liquidity to the Exchange, which the Exchange believes would
deepen liquidity and promote market quality on the Exchange to the
benefit of all market participants, as well as to decrease the
Exchange's expenditures with respect to its transaction pricing in a
manner that is still consistent with the Exchange's overall pricing
philosophy of encouraging added displayed liquidity.
    As noted above, volume-based incentives and discounts have been
widely adopted by exchanges (including the Exchange),\18\ and are
reasonable, equitable and not unfairly discriminatory because they are
open to all members on an equal basis and provide additional benefits
or discounts that are reasonably related to the value to an exchange's
market quality associated with higher levels of market activity, such
as higher levels of liquidity provision and/or growth patterns, and the
introduction of higher volumes of orders into the price and volume
discovery process. The Exchange believes that the proposed Step-Up
Additive Rebate is comparable to other incentives currently offered by
other exchanges, as well as the Exchange,\19\ and is reasonable,
equitable and not unfairly discriminatory for these same reasons, as it
provides Members with an additional incentive to achieve a certain
volume threshold on the Exchange, is available to all Members and, as
noted above, is designed to encourage Members to increase their orders
that add liquidity on the Exchange in order to qualify for an additive
rebate for qualifying executions of Added Displayed Volume, which, in
turn, the Exchange believes would encourage the submission of
additional Added Displayed Volume to the Exchange, thereby promoting
price discovery and contributing to a deeper and more liquid market to
the benefit of all market participants. As such, the Exchange believes
the proposed additive rebate for qualifying executions of Added
Displayed Volume provided under the Step-Up Additive Rebate for
qualifying Members is reasonably related to the market quality benefits
that such incentive is designed to promote.
---------------------------------------------------------------------------

    \18\ See supra note 11.
    \19\ Id.
---------------------------------------------------------------------------

    The Exchange also believes it is reasonable, equitable and not
unfairly discriminatory for the $0.0002 additive rebate provided under
the Step-Up Additive Rebate to not apply to executions of Setter Volume
or Retail Orders that constitute Added Displayed Volume, as such orders
already receive

a relatively high additive rebate and base rebate, respectively.\20\
However, the Exchange notes that the proposed Step-Up Additive Rebate
will not adversely impact any Member's ability to qualify for reduced
fees or enhanced rebates offered under other pricing tiers/incentives;
should a Member not meet the required criteria, the Member will merely
not receive the corresponding additive rebate.
---------------------------------------------------------------------------

    \20\ See supra notes 9 and 10.
---------------------------------------------------------------------------

    The Exchange also believes that the proposed reduced rebates for
executions of Added Displayed Volume provided under Liquidity Provision
Tier 1 and DLI Tier 2 are reasonable and consistent with an equitable
allocation of fees and rebates, in that the Exchange believes that each
such reduced rebate represents only a modest decrease from the current
rebate provided under the respective tier for executions of Added
Displayed Volume (i.e., from $0.00325 per share to $0.0032 per share
under Liquidity Provision Tier 1 and from $0.0031 per share to $0.0030
per share under DLI Tier 2), and such changes are designed to decrease
the Exchange's expenditures with respect to its transaction pricing in
a manner that is still consistent with the Exchange's overall pricing
philosophy of encouraging added displayed liquidity. The Exchange
further believes that such proposed reduced rebates are equitably
allocated and not unfairly discriminatory because they will continue to
apply equally to all Members, in that all Members will continue to have
the opportunity to achieve the required criteria under such tiers,
which the Exchange is not proposing to modify with this proposal, and,
in turn, qualify for an enhanced rebate for executions of Added
Displayed Volume, and the more stringent criteria under the Liquidity
Provision Tiers and the DLI Tiers would continue to correlate to, and
remain commensurate with, the corresponding tier's higher rebate.
    For the reasons discussed above, the Exchange submits that the
proposal satisfies the requirements of Sections 6(b)(4) and 6(b)(5) of
the Act \21\ in that it provides for the equitable allocation of
reasonable dues, fees and other charges among its Members and other
persons using its facilities and is not designed to unfairly
discriminate between customers, issuers, brokers, or dealers. As
described more fully below in the Exchange's statement regarding the
burden on competition, the Exchange believes that its transaction
pricing is subject to significant competitive forces, and that the
proposed fees and rebates described herein are appropriate to address
such forces.
---------------------------------------------------------------------------

    \21\ 15 U.S.C. 78f(b)(4) and (5).
---------------------------------------------------------------------------

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

    The Exchange does not believe that the proposal will result in any
burden on competition that is not necessary or appropriate in
furtherance of the purposes of the Act. Instead, as discussed above,
the proposal is intended to incentivize market participants to direct
additional orders that add liquidity to the Exchange, thereby deepening
liquidity and promoting market quality on the Exchange to the benefit
of all market participants, as well as to decrease the Exchange's
expenditures with respect to its transaction pricing in a manner that
is still consistent with the Exchange's overall pricing philosophy of
encouraging added displayed liquidity. As a result, the Exchange
believes the proposal would enhance its competitiveness as a market
that attracts actionable orders, thereby making it a more desirable
destination venue for its customers. For these reasons, the Exchange
believes that the proposal furthers the Commission's goal in adopting
Regulation NMS of fostering competition among orders, which promotes
``more efficient pricing of individual stocks for all types of orders,
large and small.'' \22\
---------------------------------------------------------------------------

    \22\ See supra note 17.
---------------------------------------------------------------------------

Intramarket Competition
    As discussed above, the Exchange believes that the proposal would
incentivize Members to submit additional orders that add liquidity to
the Exchange, thereby contributing to a deeper and more liquid market
and promoting price discovery and market quality on the Exchange to the
benefit of all market participants and enhancing the attractiveness of
the Exchange as a trading venue, which the Exchange believes, in turn,
would continue to encourage market participants to direct additional
order flow to the Exchange. Greater liquidity benefits all Members by
providing more trading opportunities and encourages Members to send
additional orders to the Exchange, thereby contributing to robust
levels of liquidity, which benefits all market participants. As
described above, the opportunity to qualify for the proposed new Step-
Up Additive Rebate, and thus receive the proposed additive rebate for
qualifying executions of Added Displayed Volume, would be available to
all Members that meet the associated volume requirement, and the
Exchange believes the proposed additive rebate provided under such
incentive is reasonably related to the enhanced market quality that it
is designed to promote. Additionally, as noted above, the proposed
reduced rebates for executions of Added Displayed Volume under
Liquidity Provision Tier 1 and DLI Tier 2 would continue to apply
equally to all Members in the same manner that the rebates provided
under such tiers currently do today, and the Exchange believes that
each such reduced rebate represents only a modest decrease from the
current rebate provided under the respective tier for executions of
Added Displayed Volume. For the foregoing reasons, the Exchange
believes the proposed changes would not impose any burden on
intramarket competition that is not necessary or appropriate in
furtherance of the purposes of the Act.
Intermarket Competition
    As noted above, the Exchange operates in a highly competitive
market in which market participants can readily direct order flow to
competing venues if they deem fee levels at a particular venue to be
excessive or incentives to be insufficient. Members have numerous
alternative venues that they may participate on and direct their order
flow to, including 15 other equities exchanges and numerous alternative
trading systems and other off-exchange venues. As noted above, no
single registered equities exchange currently has more than
approximately 16% of the total market share of executed volume of
equities trading. Thus, in such a low-concentrated and highly
competitive market, no single equities exchange possesses significant
pricing power in the execution of order flow. Moreover, the Exchange
believes that the ever-shifting market share among the exchanges from
month to month demonstrates that market participants can shift order
flow or discontinue to reduce use of certain categories of products, in
response to new or different pricing structures being introduced into
the market. Accordingly, competitive forces constrain the Exchange's
transaction fees and rebates, including with respect to executions of
Added Displayed Volume, and market participants can readily choose to
send their orders to other exchange and off-exchange venues if they
deem fee levels at those other venues to be more favorable. As
described above, the proposed changes represent a competitive proposal
through which the Exchange is seeking to decrease the Exchange's
expenditures with respect to its transaction pricing

and to encourage additional order flow to the Exchange through a
volume-based incentive that is comparable to volume-based incentives
adopted by other exchanges and the Exchange.\23\ Accordingly, the
Exchange believes the proposal would not burden, but rather promote,
intermarket competition by enabling it to better compete with other
exchanges that offer similar pricing incentives to market participants
that achieve certain volume criteria and thresholds.
---------------------------------------------------------------------------

    \23\ See supra note 11.
---------------------------------------------------------------------------

    Additionally, the Commission has repeatedly expressed its
preference for competition over regulatory intervention in determining
prices, products, and services in the securities markets. Specifically,
in Regulation NMS, the Commission highlighted the importance of market
forces in determining prices and SRO revenues and, also, recognized
that current regulation of the market system ``has been remarkably
successful in promoting market competition in its broader forms that
are most important to investors and listed companies.'' \24\ The fact
that this market is competitive has also long been recognized by the
courts. In NetCoalition v. SEC, the D.C. Circuit stated as follows:
``[n]o one disputes that competition for order flow is `fierce.' . . .
As the SEC explained, `[i]n the U.S. national market system, buyers and
sellers of securities, and the broker-dealers that act as their order-
routing agents, have a wide range of choices of where to route orders
for execution'; [and] `no exchange can afford to take its market share
percentages for granted' because `no exchange possesses a monopoly,
regulatory or otherwise, in the execution of order flow from broker
dealers' . . . .''.\25\ Accordingly, the Exchange does not believe its
proposed pricing changes impose any burden on competition that is not
necessary or appropriate in furtherance of the purposes of the Act.
---------------------------------------------------------------------------

    \24\ See supra note 17.
    \25\ NetCoalition v. SEC, 615 F.3d 525, 539 (D.C. Cir. 2010)
(quoting Securities Exchange Act Release No. 59039 (December 2,
2008), 73 FR 74770, 74782-83 (December 9, 2008) (SR-NYSE-2006-21)).
---------------------------------------------------------------------------

C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others

    The Exchange neither solicited nor received comments on the
proposed rule change.

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

    The foregoing rule change has become effective pursuant to Section
19(b)(3)(A)(ii) of the Act \26\ and Rule 19b-4(f)(2) \27\ thereunder.
---------------------------------------------------------------------------

    \26\ 15 U.S.C. 78s(b)(3)(A)(ii).
    \27\ 17 CFR 240.19b-4(f)(2).
---------------------------------------------------------------------------

    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
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-MEMX-2022-11 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-MEMX-2022-11. 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-MEMX-2022-11 and should be submitted on
or before June 2, 2022.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\28\
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    \28\ 17 CFR 200.30-3(a)(12).
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J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2022-10148 Filed 5-11-22; 8:45 am]
BILLING CODE 8011-01-P


[Federal Register Volume 86, Number 137 (Wednesday, July 21, 2021)]
[Notices]
[Pages 38472-38473]
[FR Doc No: 2021-15510]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

Combined Notice of Filings

    Take notice that the Commission has received the following Natural
Gas Pipeline Rate and Refund Report filings:

    Docket Numbers: RP21-832-001.
    Applicants: Tapstone Energy, LLC, FP Wheeler Midstream, LLC.
    Description: Petition to Amend Temporary Waiver of Capacity Release
Regulations, et al. of Tapstone Energy, LLC et al.
    Filed Date: 7/13/21.
    Accession Number: 20210713-5135.
    Comments Due: 5 p.m. ET 7/26/21.

    Docket Numbers: RP21-964-000.
    Applicants: Saltville Gas Storage Company L.L.C.
    Description: Sec.  4(d) Rate Filing: ROFR Agreement Definition
Modification to be effective 8/13/2021.
    Filed Date: 7/14/21.
    Accession Number: 20210714-5121.
    Comments Due: 5 p.m. ET 7/26/21.

    Docket Numbers: RP21-965-000.
    Applicants: East Tennessee Natural Gas, LLC.
    Description: Sec.  4(d) Rate Filing: ROFR Agreement Definition
Modification to be effective 8/13/2021.
    Filed Date: 7/14/21.
    Accession Number: 20210714-5124.
    Comments Due: 5 p.m. ET 7/26/21.

    The filings are accessible in the Commission's eLibrary system
(https://elibrary.ferc.gov/idmws/search/fercgensearch.asp) by querying
the docket number.
    Any person desiring to intervene or protest in any of the above
proceedings must file in accordance with Rules 211 and 214 of the
Commission's Regulations (18 CFR 385.211 and 385.214) on or before 5:00
p.m. Eastern time on the specified comment date. Protests may be
considered, but intervention is necessary to become a party to the
proceeding.
    eFiling is encouraged. More detailed information relating to filing
requirements, interventions, protests,

service, and qualifying facilities filings can be found at: http://www.ferc.gov/docs-filing/efiling/filing-req.pdf. For other information,
call<PHONE_NUMBER> (toll free). For TTY, call<PHONE_NUMBER>.

    Dated: July 15, 2021.
Debbie-Anne A. Reese,
Deputy Secretary.
[FR Doc. 2021-15510 Filed 7-20-21; 8:45 am]
BILLING CODE 6717-01-P