[Federal Register: March 11, 2009 (Volume 74, Number 46)]
[Notices]
[Page 10625-10626]
[DOCID:fr11mr09-149]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-59516; File No. SR-BATS-2009-007]

Self-Regulatory Organizations; BATS Exchange, Inc.; Notice of
Filing and Immediate Effectiveness of Proposed Rule Change Related to
Fees for Use of BATS Exchange, Inc.

March 5, 2009.
    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 March 2, 2009, BATS Exchange, Inc. (``BATS'' or the
``Exchange'') filed with the Securities and Exchange Commission
(``Commission'') the proposed rule change as described in Items I, II
and III below, which Items have been prepared by the Exchange. BATS has
designated the proposed rule change as one establishing or changing a
member due, fee, or other charge imposed by the Exchange under Section
19(b)(3)(A)(ii) of the Act \3\ and Rule 19b-4(f)(2) thereunder,\4\
which renders the proposed rule change effective upon filing with the
Commission. The Commission is publishing this notice to solicit
comments on the proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ 15 U.S.C. 78s(b)(3)(A)(ii).
    \4\ 17 CFR 240.19b-4(f)(2).
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change

    The Exchange proposes to modify its fee schedule applicable to use
of the Exchange effective March 2, 2009.
    The text of the proposed rule change is available at the Exchange's
Web site at http://www.batstrading.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 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 parts of such
statements.

(A) Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The Exchange proposes to modify its fee schedule applicable to use
of the Exchange effective March 2, 2009, in order to: (i) Reduce the
rebate provided to Members who add liquidity to the Exchange in Tape B
securities from $0.0030 per share to $0.0028 per share; (ii) simplify
the pricing for adding and removing non-displayed liquidity, as
described in further detail below, by imposing standard fees and
providing standard rebates rather than variable pricing based on trade
size; and (iii) making modifications to certain of the Exchange's non-
standard routing charges.
(i) Reduction of Tape B Rebate
    The Exchange proposes to reduce the rebate provided to Members who
add liquidity to the Exchange in Tape B securities from $0.0030 per
share to $0.0028 per share. The Exchange believes that this proposed
fee change is consistent with its long-term goal of providing access to
the Exchange at competitive rates that do not expose the Exchange to
significant losses or capital outlays. In addition, a $0.0028 per share
rebate is consistent with the rebate for adding liquidity in Tape A and
Tape C securities currently provided by the NASDAQ Stock Market LLC
(``NASDAQ'') to NASDAQ members who are in the top volume tier for
purposes of the NASDAQ fee schedule.\5\ The Exchange also proposes to
add to its fee schedule a descriptive chart that depicts the standard
fees charged and rebates provided for executions on the Exchange in
Tape A, B, and C securities.
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    \5\ See NASDAQ Rule 7018(a)(1) and (2).
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(ii) Pricing for Non-Displayed Order Types
    The Exchange currently charges fees for removing non-displayed
liquidity and provides rebates for adding non-displayed liquidity \6\
based on a pricing chart that varies depending on the size of the
transaction (this pricing is referred to by the Exchange as ``Dark
Match'' pricing on the current fee schedule). The Exchange proposes to
simplify this pricing structure by: (i) Imposing a fee of $0.0025 per
share for all orders that remove non-displayed liquidity, thus
establishing a single rate for removal of any liquidity, and (ii)
providing a rebate of $0.0020 per share for all orders that add non-
displayed liquidity. These are the same rates as the Exchange charges
and rebates today for trades with a size between 1 and 500 shares. The
Exchange believes that standardizing the Dark Match pricing structure
will benefit both the Exchange and Members of the Exchange by
alleviating confusion related to the Exchange's fees and rebates. In
addition, the Exchange believes that the standard fee and rebate rates
it proposes are reasonable.
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    \6\ Non-displayed order types subject to this pricing include
all Pegged Orders, Mid-Point Peg Orders, and Non-Displayed Orders,
which order types are described in BATS Rule 11.9. Reserve Orders
and Discretionary Orders are not subject to this pricing.
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(iii) Changes to Non-Standard Routing Charges
    As described below, the Exchange also proposes certain changes to
non-standard routing charges, in part, to account for changes made by
other market centers. First, the Exchange proposes to simplify the
routing charges applicable to Destination Specific Orders sent to all
market centers that display Protected Quotations \7\ other than the
NYSE (each a ``Protected Market Center''), by imposing a standard
$0.0029 charge per share for all such orders. This change will make
clear that all Destination Specific Orders routed to Protected Market
Centers will be charged the same fee without reference to any
exceptions, other than the exception for Destination Specific Orders
routed to NYSE. The Exchange believes that more consistency for routing
fees is preferable to a complicated fee structure with multiple varying
rates. This change will result in an increase to the fee charged for
Destination Specific Orders routed to NYSE Arca Equities (``NYSE
Arca''), from $0.0028 per share to $0.0029 per share. This change is
due to recently announced increases to the fees charged by NYSE
Arca.\8\ Second, the Exchange proposes to increase the fee for
Destination Specific Orders sent to NYSE from $0.0009 per share to
$0.0019 per share. This change is due to recently announced increases
to the fees charged by NYSE.\9\ The Exchange also proposes to delete a
reference to Destination Specific Orders for ETFs sent to NYSE, because
this distinction is no longer relevant; all Destination Specific Orders
sent to NYSE will be charged a fee of $0.0019 per share. Third, the
Exchange proposes to reduce the fee charged for routing of Directed
ISO's from $0.0035

per share to $0.0033 per share. The Exchange is reducing its fee for
such orders to encourage use of the Exchange's Directed ISO order
types.
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    \7\ As defined in BATS Rule 1.5(s).
    \8\ In a joint notice distributed by email, NYSE and NYSE Arca
notified their members of fee changes that are anticipated to become
effective on March 1, 2009.
    \9\ See supra note 7.
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2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent
with the requirements of the Act and the rules and regulations
thereunder that are applicable to a national securities exchange, and,
in particular, with the requirements of Section 6 of the Act.\10\
Specifically, the Exchange believes that the proposed rule change is
consistent with Section 6(b)(4) of the Act,\11\ in that it provides for
the equitable allocation of reasonable dues, fees and other charges
among members and other persons using any facility or system which the
Exchange operates or controls. The Exchange 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. The Exchange believes that its fees
and credits are competitive with those charged by other venues and that
the various changes it has proposed to simplify its fee schedule will
benefit both the Exchange and Members of the Exchange. For those
proposed changes that will result in increased fees charged to Members
or lower rebates received by Members, such as the reduction of the
rebate in Tape B securities, the Exchange believes that any additional
revenue it receives will allow the Exchange to devote additional
capital to its operations, which may, in turn, benefit Members of the
Exchange. Finally, the Exchange believes that the proposed rates are
equitable in that they apply uniformly to all Members.
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    \10\ 15 U.S.C. 78f.
    \11\ 15 U.S.C. 78f(b)(4).
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(B) Self-Regulatory Organization's Statement of Burden on Competition

    The Exchange does not believe that the proposed rule change imposes
any burden on competition.

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

    No written comments were solicited or received.

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

    The foregoing proposed rule change has been designated as a fee
change pursuant to Section 19(b)(3)(A)(ii) of the Act \12\ and Rule
19b-4(f)(2) thereunder,\13\ because it establishes or changes a due,
fee or other charge imposed on members by the Exchange. Accordingly,
the proposal is effective upon filing with the Commission.
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    \12\ 15 U.S.C. 78s(b)(3)(A)(ii).
    \13\ 17 CFR 240.19b-4(f)(6).
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    At any time within 60 days of the filing of the proposed rule
change, the Commission may summarily abrogate 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.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views and
arguments concerning the foregoing, including whether the proposal 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 e-mail to<EMAIL_ADDRESS>Please include
File No. SR-BATS-2009-007 on the subject line.

Paper Comments

     Send paper comments in triplicate to Elizabeth M. Murphy,
Secretary, Securities and Exchange Commission, 100 F Street, NE.,
Washington, DC 20549-1090.

    All submissions should refer to File No. SR-BATS-2009-007. This
file number should be included on the subject line if e-mail 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 Web site (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 changes 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 inspection
and copying 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 such filing also will be available for
inspection and copying at the principal office of BATS. All comments
received will be posted without change; the Commission does not edit
personal identifying information from submissions. You should submit
only information that you wish to make available publicly. All
submissions should refer to File No. SR-BATS-2009-007 and should be
submitted on or before April 1, 2009.
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    \14\ 17 CFR 200.30-3(a)(12).

For the Commission, by the Division of Trading and Markets, pursuant
to delegated authority.\14\
Florence E. Harmon,
Deputy Secretary.
 [FR Doc. E9-5206 Filed 3-10-09; 8:45 am]

BILLING CODE 8011-01-P


[Federal Register Volume 76, Number 178 (Wednesday, September 14, 2011)]
[Rules and Regulations]
[Pages 56638-56640]
[FR Doc No: 2011-23462]

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DEPARTMENT OF HOMELAND SECURITY

Coast Guard

33 CFR Part 165

[Docket No. USCG-2011-0825]
RIN 1625-AA00

Safety Zone; Head of the Cuyahoga, Cuyahoga River, Cleveland, OH

AGENCY: Coast Guard, DHS.

ACTION: Temporary final rule.

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SUMMARY: The Coast Guard is establishing a temporary safety zone on the
Cuyahoga River, Cleveland, OH. This safety zone is intended to restrict
vessels from a portion of the Cuyahoga River during the Head of the
Cuyahoga. This temporary safety zone is necessary to protect spectators
and vessels from the hazards associated with a rowing regatta.

DATES: This rule is effective on September 17, 2011 from 7 a.m. to 4
p.m.

ADDRESSES: Documents indicated in this preamble as being available in
the docket are part of docket USCG-2011-0825 and are available online
by going to http://www.regulations.gov, inserting USCG-2011-0825 in the
``Keyword'' box, and then clicking ``Search.'' This material is also
available for inspection or copying at the Docket Management Facility
(M-30), U.S. Department of Transportation, West Building Ground Floor,
Room W12-140, 1200 New Jersey Avenue, SE., Washington, DC 20590,
between 9 a.m. and 5 p.m., Monday through Friday, except Federal
holidays.

FOR FURTHER INFORMATION CONTACT: If you have questions on this
temporary rule, call or e-mail MST3 Rory Boyle, Marine Events
Coordinator, U.S. Coast Guard Sector Buffalo, at Coast Guard; telephone
716-843-9343, e-mail<EMAIL_ADDRESS>If you have questions on
viewing the docket, call Renee V. Wright, Program Manager, Docket
Operations, telephone<PHONE_NUMBER>.

SUPPLEMENTARY INFORMATION:

Regulatory Information

    The Coast Guard is issuing this temporary final rule without prior
notice and opportunity to comment pursuant to authority under section
4(a) of the Administrative Procedure Act (APA) (5 U.S.C. 553(b)). This
provision authorizes an agency to issue a rule without prior notice and
opportunity to comment when the agency for good cause finds that those
procedures are

``impracticable, unnecessary, or contrary to the public interest.''
Under 5 U.S.C. 553(b)(B), the Coast Guard finds that good cause exists
for not publishing a notice of proposed rulemaking (NPRM) with respect
to this rule because publishing an NPRM is impractical and contrary to
the public interest. The final details of this event were not received
in sufficient time for the Coast Guard to solicit public comments
before the start of the regatta. Thus, waiting for a notice and comment
period to run would be impracticable and contrary to the public
interest because it would inhibit the Coast Guard's ability to protect
the public from the hazards associated with maritime fireworks
displays.
    Under 5 U.S.C. 553(d)(3), the Coast Guard finds that good cause
exists for making this rule effective less than 30 days after
publication in the Federal Register. For the same reasons discussed in
the preceding paragraph, waiting for a 30 day notice period to run
would also be impracticable and contrary to the public interest.

Background and Purpose

    This temporary safety zone is necessary to ensure the safety of
vessels and spectators from the hazards associated with rowing
regattas. Based on recent accidents that have occurred in other Captain
of the Port zones, the Captain of the Port Buffalo, has determined a
rowing regatta presents significant risks to public safety and
property. The likely combination of large numbers of recreational
vessels, congested waterways, and alcohol use, present a significant
risk of serious injuries or fatalities.

Discussion of Rule

    This temporary safety zone is necessary to ensure the safety of
spectators and vessels during the Head of the Cuyahoga. The safety zone
will be enforced from 7 a.m. until 4 p.m. September 18, 2011. The
safety zone will encompass all waters of the Cuyahoga River between a
line drawn perpendicular to each riverbank at 41.29'19'' N, 81.40'50''
W (Marathon Bend) to a line drawn perpendicular to each river bank at
41.29'56'' N, 81.42'27'' W (confluence with the Old River).

Regulatory Analyses

    We developed this rule after considering numerous statutes and
executive orders related to rulemaking. Below we summarize our analyses
based on 13 of these statutes or executive orders.

Regulatory Planning and Review

    This rule is not a significant regulatory action under section 3(f)
of Executive Order 12866, Regulatory Planning and Review, and does not
require an assessment of potential costs and benefits under section
6(a)(3) of that Order. The Office of Management and Budget has not
reviewed it under that Order. It is not ``significant'' under the
regulatory policies and procedures of the Department of Homeland
Security (DHS). We conclude that this rule is not a significant
regulatory action because we anticipate that during the short time this
zone will be in effect, it will have minimal impact on the economy,
will not interfere with other agencies, will not adversely alter the
budget of any grant or loan recipients, and will not raise any novel or
legal policy issue. We expect the economic impact of this rule to be so
minimal that a full Regulatory Evaluation under the regulatory policies
and procedures of DHS is unnecessary. The safety zone will be enforced
for a relatively short time, and vessels may still pass through the
zone with permission of the Captain of the Port.

Small Entities

    Under the Regulatory Flexibility Act (5 U.S.C. 601-612), we have
considered whether this rule would have a significant economic impact
on a substantial number of small entities. The term ``small entities''
comprises small businesses, not-for-profit organizations that are
independently owned and operated and are not dominant in their fields,
and governmental jurisdictions with populations of less than 50,000.
    The Coast Guard certifies under 5 U.S.C. 605(b) that this rule will
not have a significant economic impact on a substantial number of small
entities.
    This temporary final rule will affect the following entities, some
of which may be small entities: the owners or operators of vessels
intending to transit or anchor in a portion of the Cuyahoga River in
Cleveland Harbor, Cleveland, OH between 7 a.m. to 4 p.m. on September
18, 2011.
    This safety zone will not have a significant economic impact on a
substantial number of small entities for the following reasons: this
rule will be in effect for twelve hours and thirty minutes for one day
and the Safety Zone will allow vessels to move freely around the safety
zone on the Cuyahoga River.

Assistance for Small Entities

    Under section 213(a) of the Small Business Regulatory Enforcement
Fairness Act of 1996 (Pub. L. 104-121), we offer to assist small
entities in understanding the rule so that they can better evaluate its
effects on them and participate in the rulemaking process.
    Small businesses may send comments on the actions of Federal
employees who enforce, or otherwise determine compliance with, Federal
regulations to the Small Business and Agriculture Regulatory
Enforcement Ombudsman and the Regional Small Business Regulatory
Fairness Boards. The Ombudsman evaluates these actions annually and
rates each agency's responsiveness to small business. If you wish to
comment on actions by employees of the Coast Guard, call 1-888-REG-FAIR
(1-888-734-3247). The Coast Guard will not retaliate against small
entities that question or complain about this rule or any policy or
action of the Coast Guard.

Collection of Information

    This rule calls for no new collection of information under the
Paperwork Reduction Act of 1995 (44 U.S.C. 3501-3520).

Federalism

    A rule has implications for federalism under Executive Order 13132,
Federalism, if it has a substantial direct effect on State or local
governments and would either preempt State law or impose a substantial
direct cost of compliance on them. We have analyzed this rule under
that Order and have determined that it does not have implications for
federalism.

Unfunded Mandates Reform Act

    The Unfunded Mandates Reform Act of 1995 (2 U.S.C. 1531-1538)
requires Federal agencies to assess the effects of their discretionary
regulatory actions. In particular, the Act addresses actions that may
result in the expenditure by a State, local, or tribal government, in
the aggregate, or by the private sector of $100,000,000 (adjusted for
inflation) or more in any one year. Though this rule will not result in
such an expenditure, we do discuss the effects of this rule elsewhere
in this preamble.

Taking of Private Property

    This rule will not cause a taking of private property or otherwise
have taking implications under Executive Order 12630, Governmental
Actions and Interference with Constitutionally Protected Property
Rights.

Civil Justice Reform

    This rule meets applicable standards in sections 3(a) and 3(b)(2)
of Executive Order 12988, Civil Justice Reform, to

minimize litigation, eliminate ambiguity, and reduce burden.

Protection of Children

    We have analyzed this rule under Executive Order 13045, Protection
of Children from Environmental Health Risks and Safety Risks. This rule
is not an economically significant rule and does not create an
environmental risk to health or risk to safety that may
disproportionately affect children.

Indian Tribal Governments

    This rule does not have tribal implications under Executive Order
13175, Consultation and Coordination with Indian Tribal Governments,
because it does not have a substantial direct effect on one or more
Indian tribes, on the relationship between the Federal Government and
Indian tribes, or on the distribution of power and responsibilities
between the Federal Government and Indian tribes.

Energy Effects

    We have analyzed this rule under Executive Order 13211, Actions
Concerning Regulations That Significantly Affect Energy Supply,
Distribution, or Use. We have determined that it is not a ``significant
energy action'' under that order because it is not a ``significant
regulatory action'' under Executive Order 12866 and is not likely to
have a significant adverse effect on the supply, distribution, or use
of energy. The Administrator of the Office of Information and
Regulatory Affairs has not designated it as a significant energy
action. Therefore, it does not require a Statement of Energy Effects
under Executive Order 13211.

Technical Standards

    The National Technology Transfer and Advancement Act (NTTAA) (15
U.S.C. 272 note) directs agencies to use voluntary consensus standards
in their regulatory activities unless the agency provides Congress,
through the Office of Management and Budget, with an explanation of why
using these standards would be inconsistent with applicable law or
otherwise impractical. Voluntary consensus standards are technical
standards (e.g., specifications of materials, performance, design, or
operation; test methods; sampling procedures; and related management
systems practices) that are developed or adopted by voluntary consensus
standards bodies.
    This rule does not use technical standards. Therefore, we did not
consider the use of voluntary consensus standards.

Environment

    We have analyzed this rule under Department of Homeland Security
Management Directive 023-01 and Commandant Instruction M16475.lD, which
guide the Coast Guard in complying with the National Environmental
Policy Act of 1969 (NEPA) (42 U.S.C. 4321-4370f), and have concluded
this action is one of a category of actions that do not individually or
cumulatively have a significant effect on the human environment. This
rule is categorically excluded, under figure 2-1, paragraph (34)(g), of
the Instruction. This rule involves the establishment of a safety zone
and as such is covered by this paragraph.
    An environmental analysis checklist and a categorical exclusion
determination are available in the docket where indicated under
ADDRESSES.

List of Subjects in 33 CFR Part 165

    Harbors, Marine safety, Navigation (water), Reporting and
recordkeeping requirements, Security measures, Waterways.

    For the reasons discussed in the preamble, the Coast Guard amends
33 CFR part 165 as follows:

PART 165--REGULATED NAVIGATION AREAS AND LIMITED ACCESS AREAS

0
1. The authority citation for Part 165 continues to read as follows:

    Authority:  33 U.S.C. 1231; 46 U.S.C. Chapters 701, 3306, 3703;
50 U.S.C. 191, 195; 33 CFR 1.05-1, 6.04-1, 6.04-6, and 160.5; Pub.
L. 107-295, 116 Stat. 2064; Department of Homeland Security
Delegation No. 0170.1.

0
2. Add Sec.  165.T09-0825 to read as follows:

Sec.  165.T09-0825  Safety Zone; Head of the Cuyahoga, Cuyahoga River,
Cleveland, OH

    (a) Location. The safety zone will encompass all waters of the
Cuyahoga River between a line drawn perpendicular to each riverbank at
41.29'19'' N, 81.40'50'' W (Marathon Bend) to a line drawn
perpendicular to each river bank at 41.29'56'' N, 81.42'27'' W
(confluence with the Old River).
    (b) Effective Period and Enforcement Period. This safety zone will
be effective and enforced from 7 a.m. until 4 p.m. on September 18,
2011.
    (c) Regulations. (1) In accordance with the general regulations in
section 165.23 of this part, entry into, transiting, or anchoring
within the safety zone established by this section is prohibited unless
authorized by the Captain of the Port Buffalo or his on-scene
representative.
    (2) This safety zone is closed to all vessel traffic, except as may
be permitted by the Captain of the Port Buffalo or his on-scene
representative.
    (3) The ``on-scene representative'' of the Captain of the Port
Buffalo is any Coast Guard commissioned, warrant, or petty officer who
has been designated by the Captain of the Port Buffalo to act on his
behalf.
    (4) Vessel operators desiring to enter or operate within an
enforced safety zone shall contact the Captain of the Port Buffalo or
his on-scene representative to obtain permission to do so. The Captain
of the Port Buffalo or his on-scene representative may be contacted via
VHF Channel 16.
    (5) Vessel operators given permission to enter or operate in the
safety zone must comply with all directions given to them by the
Captain of the Port Buffalo, or his on-scene representative.

    Dated: August 25, 2011.
S.M. Wischmann,
Captain, U.S. Coast Guard, Captain of the Port Buffalo.
[FR Doc. 2011-23462 Filed 9-13-11; 8:45 am]
BILLING CODE 9110-04-P


[Federal Register Volume 79, Number 76 (Monday, April 21, 2014)]
[Notices]
[Pages 22172-22174]
[FR Doc No: 2014-08973]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-71946; File No. SR-NYSEArca-2014-35]

Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
and Immediate Effectiveness of Proposed Rule Change Amending the NYSE
Arca Options Fee Schedule Regarding Transaction Fees and Credits

April 15, 2014.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of
1934 (the ``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby
given that, on April 1, 2014, NYSE Arca, Inc. (the ``Exchange'' or
``NYSE Arca'') 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 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 the
Substance of the Proposed Rule Change

    The Exchange proposes to amend the NYSE Arca Options Fee Schedule
(``Fee Schedule'') regarding transaction fees and credits. The Exchange
proposes to implement the fee changes effective April 1, 2014. The text
of the proposed rule change is available on the Exchange's Web site 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
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The Exchange proposes to amend the Fee Schedule regarding
transaction fees and credits. The Exchange proposes to implement the
fee changes effective April 1, 2014. The purpose of this filing is to
modify the Exchange's transaction fees to provide an incentive for more
business to be executed on the Exchange.
    NYSE Arca is proposing to modify certain volume-based incentives to
attract more business to the Exchange as well as a fee change to offset
these incentives. The Exchange will offset the incentives by raising
the Take Liquidity fee for Customer Electronic Executions in Penny
Pilot issues \4\ to $0.47 per contract.
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    \4\ As provided under NYSE Arca Options Rule 6.72, options on
certain issues have been approved to trade with a minimum price
variation of $0.01 as part of a pilot program that is currently
scheduled to expire on June 30, 2014. See Securities Exchange Act
Release No. 71159 (December 20, 2013), 78 FR 79042 (December 27,
2013) (SR-NYSEArca-2013-145).
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    First, NYSE Arca is proposing various modifications to its Customer
Monthly Posting Credit Tiers and Qualifications For Executions in Penny
Pilot Issues (``Penny Pilot Customer Tiers'') to make some tiers less
strenuous to achieve; make other tiers more difficult to reach, and to
adjust the associated credits for various tiers. Specifically, the
Exchange is proposing that the qualifying market share of Total
Industry Customer equity and ETF option Average Daily Volume (``ADV'')
from executed Customer posted orders in all tiers of the Penny Pilot
Customer Tiers be comprised of executed Customer posted orders in both
Penny Pilot and non-Penny Pilot Issues (``Total Customer Posted Order
Executions'').\5\
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    \5\ The Exchange notes that the alternative method of achieving
Tiers 2 and 5 will remain at 0.70% and 0.85%, respectively, of Total
Customer ADV from Posted Order executions only in Penny Pilot
issues, although from all account types, including volume from the
OTP Holder's or OTP Firm's affiliates.

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    This proposal includes adjusting the qualifying activity level and
the corresponding credit of all but the top tier (i.e., Tier 5) of the
Penny Pilot Customer Tiers. To qualify for Tier 1 will only require
.10% of Total Industry Customer equity and ETF ADV (``Total Customer
ADV''); in return, the credit to be applied to Posted Electronic
Customer Executions in Penny Pilot issues (``Penny Pilot Credit'') will
be reduced from $0.38 to $0.27. Penny Pilot Customer Tier 2 will be
calculated based on Total Customer ADV, and the Penny Pilot Credit will
be increased to $0.43. The qualification for Penny Pilot Customer Tier
3 will be reduced to 0.40% of Total Customer ADV, and the Penny Pilot
Credit will be increased to $0.45. Penny Pilot Customer Tier 4 will be
adjusted to increase the Total Customer Posted Executions to 0.60% of
Total Customer ADV, while reducing the added qualification to executed
ADV of Retail Orders to 0.1% ADV of U.S. Equity Market Share Posted and
Executed on NYSE Arca Equity Market. The Penny Pilot Credit for Tier 4
will be increased to $0.46.
    The Exchange is also proposing to modify the Qualification Basis in
one of the Customer Posting Credit Tiers in Non Penny Pilot Issues.
Tier A will be modified to require 0.60% of Total Customer ADV Posted
Order Executions, while reducing the added qualification of Retail
Orders to 0.1% ADV of U.S. Equity Market Share Posted and Executed on
NYSE Arca Equity Market.
    Lastly, the Exchange proposes a modification to one of the
alternatives to achieve an additional posting credit under the Customer
Incentive Program. As proposed, the fourth alternative, arising from
participation on the NYSE Arca Equity Market, will require a lower
threshold of Executed ADV of Retail Orders of 0.10% (reduced from 0.3%)
ADV of U.S. Equity Market Share Posted and Executed on NYSE Arca Equity
Market.
    The Exchange notes that the calculations for the qualification
thresholds for tiered Customer posting credits only include electronic
executions. Qualified Contingent Cross (``QCC'') orders are neither
posted nor taken; thus QCC transactions are not included in the
calculation of posted or taken execution volumes. The calculations do
not include volume from mini-option transactions, nor do they include
volume from Complex Order transactions. Orders routed to another market
for execution are not included in the calculation of taking volume.
    The Exchange notes that the proposed changes are not otherwise
intended to address any other issues, and the Exchange is not aware of
any problems that OTP Holders and OTP Firms, including Market Makers,
would have in complying with the proposed change.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent
with Section 6(b) of the Act,\6\ in general, and furthers the
objectives of Sections 6(b)(4) and (5) of the Act,\7\ 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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    \6\ 15 U.S.C. 78f(b).
    \7\ 15 U.S.C. 78f(b)(4) and (5).
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    The Exchange believes that the proposed increase in the Take
Liquidity fee for Customer orders in Penny Pilot issues is reasonable
because it will result in the Exchange's fees remaining comparable to
the Take Liquidity fees charged for other market participants. The
proposed increase is also reasonable because it is similar to the fee
charged by another market for Customers who remove liquidity in Penny
Pilot issues.\8\ In addition, the proposed fee change is reasonable
because it will generate revenue that will help to support the credits
offered for posting liquidity, which are available to all market
participants. Customers are assessed a slightly lower fee because
Customer order flow benefits the market by increasing liquidity, which
benefits all market participants.
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    \8\ See NASDAQ Options Market (``NOM'')--Fees and Rebates,
available at http://www.nasdaqtrader.com/Micro.aspx?id=PHLXPricing
[sic].
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    It is also not unfairly discriminatory to charge a lower fee for
Customer transactions, as Customers do not have direct access to the
market as do Market Makers, Firms, and Broker Dealers.
    The Exchange believes the modifications to the Customer Monthly
Posting Credit Tiers are reasonable because they are designed to
attract additional Customer electronic equity and ETF option volume to
the Exchange, which would benefit all participants by offering greater
price discovery, increased transparency, and an increased opportunity
to trade on the Exchange. The changes are also reasonable in that they
make it less difficult for an OTP Holder or OTP Firm to achieve the
qualifications. Additionally, the Exchange believes the proposed
credits are reasonable because they would incent OTP Holders and OTP
Firms to submit Customer electronic equity and ETF option orders to the
Exchange and would result in credits that are reasonably related to the
Exchange's market quality that is associated with higher volumes.
    The Exchange believes that the proposed changes in the credits are
equitable and not unfairly discriminatory because they will be
available to all OTP Holders and OTP Firms that execute posted
electronic Customer orders on the Exchange on an equal and non-
discriminatory basis, in particular because they provide alternative
means of achieving the same credit. The Exchange believes that
providing methods for achieving the credits based on posted electronic
Customer Executions in both Penny Pilot and non-Penny Pilot issues is
equitable and not unfairly discriminatory because it would continue to
result in more OTP Holders and OTP Firms qualifying for the credits and
therefore reducing their overall transaction costs on the Exchange.
    The Exchange believes the proposed change to the Customer Incentive
Program is reasonable because it is designed is designed [sic] to
continue to bring additional posted order flow to NYSE Arca Equities,
so as to provide additional opportunities for all ETP Holders to trade
on NYSE Arca Equities.
    The Exchange also believes that the proposed modification to the
Customer Incentive Program is equitable and not unfairly discriminatory
because the Exchange is continuing to provide more than one method of
qualifying for an incentive.\9\
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    \9\ Offering multiple ways to achieve a rebate has been deemed
acceptable based on past and existing practice in the industry. See,
e.g., NOM--Options Rules Chapter XV, Options Pricing, Section 2,
which offers multiple methods of achieving the same rebate,
available at http://www.nasdaqtrader.com/Micro.aspx?id=PHLXPricing
[sic].
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    Finally, the Exchange believes that it is subject to significant
competitive forces, as described below in the Exchange's statement
regarding the burden on competition.
    For the foregoing reasons, the Exchange believes that the proposal
is consistent with the Act.

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

    In accordance with Section 6(b)(8) of the Act,\10\ the Exchange
does not believe that the proposed rule change will impose any burden
on competition that is not necessary or appropriate in furtherance of
the purposes of the Act. The Exchange believes that the proposed fee
change reduces the burden on competition because it takes into account
the value that various market participants add to the marketplace, as
discussed above.
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    \10\ 15 U.S.C. 78f(b)(8).
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    The increases in Take Liquidity fees will impact all Customer
transactions in Penny Pilot issues at the same rate. The proposed
changes to the Customer Monthly Posting Credit Tiers, and the proposed
modification to the Customer Incentives are designed to attract
additional volume, in particular posted electronic Customer executions,
to the Exchange, which would promote price discovery and transparency
in the securities markets thereby benefitting competition in the
industry. As stated above, the Exchange believes that the proposed
change would impact all similarly situated OTP Holders and OTP Firms
that post electronic Customer executions on the Exchange equally, and
as such, the proposed change would not impose a disparate burden on
competition either among or between classes of market participants. In
addition, providing and modifying an alternative qualification basis
for certain tiers by including volume from affiliates allows a firm
with a diverse business structure, but not a concentration on Customer
orders only, to earn a higher credit for their Customers by posting
order flow that improves the overall market quality, and encourages
posting competitive prices, which result in better available markets
for Customer orders.
    Finally, the Exchange notes that it operates in a highly
competitive market in which market participants can readily favor
competing venues if they deem fee levels at a particular venue to be
excessive. In such an environment, the Exchange must continually
review, and consider adjusting, its fees and credits to remain
competitive with other exchanges. For the reasons described above, the
Exchange believes that the proposed rule change reflects this
competitive environment.

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) \11\ of the Act and subparagraph (f)(2) of Rule
19b-4 \12\ thereunder, because it establishes a due, fee, or other
charge imposed by the Exchange.
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    \11\ 15 U.S.C. 78s(b)(3)(A).
    \12\ 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) \13\ of the Act to determine whether the proposed
rule change should be approved or disapproved.
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    \13\ 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 (http://www.sec.gov/rules/sro.shtml); or
     Send an email to<EMAIL_ADDRESS>Please include
File Number SR-NYSEArca-2014-35 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-NYSEArca-2014-35. 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 Web site (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 Web site viewing and
printing in the Commission's Public Reference Room, 100 F Street NE.,
Washington, DC 20549-1090, on official business days between the hours
of 10:00 a.m. and 3:00 p.m. Copies of such filing also will be
available for inspection and copying at the principal office of the
Exchange. All comments received will be posted without change; the
Commission does not edit personal identifying information from
submissions. You should submit only information that you wish to make
available publicly. All submissions should refer to File Number SR-
NYSEArca-2014-35, and should be submitted on or before May 12, 2014.
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    \14\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\14\
Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2014-08973 Filed 4-18-14; 8:45 am]
BILLING CODE 8011-01-P