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  |"Higgins, Cortney"<EMAIL_ADDRESS>"Kymn, Christine J."
<EMAIL_ADDRESS>                                    |
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  |RobertJ Wayland/RTP/USEPA/US@EPA, Melanie King/RTP/USEPA/US@EPA, Michael
Horowitz/DC/USEPA/US@EPA                                           |
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  |SBA Comments  August 9.doc
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<<SBA Comments August 9.doc>> Comments on Redline Draft Preamble  - for
discussion at some point.

Includes discussion of 4SLB MACT floor for Mike’s response, I would guess.

Pages 29-30:  This does not explain why the Bricks decision caused this
change, and why EPA now believes it must include controlled engines in the
MACT floor.

Page 46: See comment above. Also, EPA should include why it believes that
commenters should have been on notice that controlled engines would be part of
the floor, when EPA clearly indicated that only uncontrolled engines would be
in the floor. There is not ONE WORD discussing the fact that EPA substituted
controlled engines for uncontrolled engines in this preamble, and that
industry spent up to one million dollars providing additional data solely
regarding uncontrolled engines at EPA’s request.
(See attached file: SBA Comments  August 9.doc)


[Federal Register Volume 86, Number 153 (Thursday, August 12, 2021)]
[Notices]
[Pages 44446-44448]
[FR Doc No: 2021-17176]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-92592; File No. SR-NYSEAMER-2021-35]

Self-Regulatory Organizations; NYSE American LLC; Notice of
Filing and Immediate Effectiveness of Proposed Change To Amend the NYSE
American Equities Price List and Fee Schedule

August 6, 2021.
    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 30, 2021, NYSE American LLC (``NYSE American'' or
``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 self-regulatory
organization. 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\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------

I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change

    The Exchange proposes to amend the NYSE American Equities Price
List and Fee Schedule (``Price List'') to offer an optional monthly per
security credit to Electronic Designated Market Makers (``eDMM'') that
elect to receive a lower transaction credit per share credit for adding
liquidity to the Exchange. The proposed 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 Exchange proposes to amend the Price List to offer an optional
monthly per security credit to eDMMs that elect to receive a lower
transaction credit per share credit for adding liquidity to the
Exchange.
    The proposed changes respond to the current competitive environment
where order flow providers have a choice of where to direct liquidity-
providing orders by offering further incentives for eDMMs to increase
quoting on, and send additional displayed liquidity to, the Exchange.
    The Exchange proposes to implement the fee changes effective August
2, 2021.
Competitive Environment
    The Exchange operates in a highly competitive market. The
Commission has repeatedly expressed its 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.'' \4\
---------------------------------------------------------------------------

    \4\ See Securities Exchange Act Release No. 51808 (June 9,
2005), 70 FR 37496, 37499 (June 29, 2005) (File No. S7-10-04) (Final
Rule) (``Regulation NMS'').
---------------------------------------------------------------------------

    While Regulation NMS has enhanced competition, it has also fostered
a ``fragmented'' market structure where trading in a single stock can
occur across multiple trading centers. When multiple trading centers
compete for order flow in the same stock, the Commission has recognized
that ``such competition can lead to the fragmentation of order flow in
that stock.'' \5\ Indeed, cash equity trading is currently dispersed
across 16 exchanges,\6\ numerous alternative trading systems,\7\ and
broker-dealer internalizers and wholesalers, all competing for order
flow. Based on publicly-available information, no single exchange
currently has more than 17% market share.\8\ Therefore, no exchange
possesses significant pricing power in the execution of cash equity
order flow. More specifically, the Exchange currently has less than 1%
market share of executed volume of cash equities trading.\9\
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    \5\ See Securities Exchange Act Release No. 61358, 75 FR 3594,
3597 (January 21, 2010) (File No. S7-02-10) (Concept Release on
Equity Market Structure).
    \6\ See Cboe U.S Equities Market Volume Summary, available at
https://markets.cboe.com/us/equities/market_share. See generally
https://www.sec.gov/fast-answers/divisionsmarketregmrexchangesshtml.html.
    \7\ See FINRA ATS Transparency Data, available at https://otctransparency.finra.org/otctransparency/AtsIssueData. A list of
alternative trading systems registered with the Commission is
available at https://www.sec.gov/foia/docs/atslist.htm.
    \8\ See Cboe Global Markets U.S. Equities Market Volume Summary,
available at http://markets.cboe.com/us/equities/market_share/.
    \9\ See id.
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    The Exchange believes that the ever-shifting market share among the
exchanges from month to month demonstrates that market participants can
move order flow, or discontinue or reduce use of certain categories of
products. While it is not possible to know a firm's reason for shifting
order flow, the Exchange believes that one such reason is because of
fee changes at any of the registered exchanges or non-exchange venues
to which the firm

routes order flow. Accordingly, competitive forces compel the Exchange
to use exchange transaction fees and credits because market
participants can readily trade on competing venues if they deem pricing
levels at those other venues to be more favorable.
Proposed Rule Change
    The Exchange proposes an optional monthly credit per security
(``Credit Per Security'') to eDMMs, up to a maximum credit of $550 per
month across all assigned securities, provided that the eDMM agrees to
a lower transaction credit of $0.0030, from $0.0045 currently, for
adding displayed liquidity for all assigned securities. An eDMM
electing the additional Credit Per Security must notify the Exchange
prior to the start of a month if the eDMM elects to change their credit
either to or from the Credit Per Security for all the eDMM's assigned
securities.
    The Credit Per Security will be available for the following month
for each assigned security where the eDMM meets the following quoting
requirements:
     An eDMM quoting at the National Best Bid or Offer
(``NBBO'') for a minimum average of 25% of the time would be entitled a
$100 Credit Per Security per month, or
     An eDMM quoting at the NBBO for a minimum average of 40%
of the time would be entitled a $250 Credit Per Security per month, or
     Finally, an eDMM quoting at the NBBO for a minimum average
of 50% of the time would be entitled to the maximum $550 Credit Per
Security per month.
    The Exchange believes that providing Exchange eDMMs with the option
to receive a lower per share transaction credit for increased quoting
and adding displayed liquidity in exchange for monthly rebates per
assigned security would foster liquidity provision and stability in the
marketplace and lessen eDMM reliance on transaction fees, to the
benefit of the marketplace and all market participants.
    The proposed changes are not otherwise intended to address any
other issues, and the Exchange is not aware of any significant problems
that market participants would have in complying with the proposed
changes.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent
with Section 6(b) of the Act,\10\ in general, and furthers the
objectives of Sections 6(b)(4) and (5) of the Act,\11\ 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, is designed to prevent fraudulent and
manipulative acts and practices and to promote just and equitable
principles of trade, and does not unfairly discriminate between
customers, issuers, brokers or dealers.
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    \10\ 15 U.S.C. 78f(b).
    \11\ 15 U.S.C. 78f(b)(4) and (5).
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The Proposed Fee Change Is Reasonable
    As discussed above, the Exchange operates in a highly fragmented
and competitive market. 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.'' \12\
---------------------------------------------------------------------------

    \12\ See Regulation NMS, supra note 6, 70 FR at 37499.
---------------------------------------------------------------------------

    Given this competitive environment, the proposal represents a
reasonable attempt to attract additional order flow to the Exchange by
offering further incentives for eDMMs to quote on, and send additional
displayed liquidity to, the Exchange.
    The Exchange believes that providing eDMMs with the option to
receive a lower per share transaction credit for adding displayed
liquidity in exchange for monthly rebates per assigned security, up to
a maximum credit of $550 per month across all eDMM assigned securities,
is reasonable because it would foster liquidity provision and stability
in the marketplace and lessen eDMM reliance on transaction fees, to the
benefit of the marketplace and all market participants. Moreover, the
proposal is reasonable because it would balance the increased risks and
heightened quoting and other obligations that eDMMs on the Exchange
have and that other market participants do not. The Exchange also
believes that assigning a maximum credit of $550 per month for the
Credit Per Security is reasonable and will provide a further incentive
for eDMMs to quote and trade a greater number of securities on the
Exchange and will generally allow the Exchange and eDMMs to better
compete for order flow, and thus enhance competition.
The Proposed Fee Change Is an Equitable Allocation of Fees and Credits
    The Exchange believes its proposal equitably allocates its fees and
credits among its market participants. The Exchange believes that it is
equitable to offer eDMMs the option to receive a lower per share
transaction credit for adding displayed liquidity in exchange for
monthly rebates per assigned security because it would balance the
increased risks and heightened quoting and other obligations that eDMMs
on the Exchange have and that other market participants do not have. As
such, it is equitable to offer eDMMs the option to receive a flat per
security credit based on the eDMM's quoting in that symbol, coupled
with a lower transaction fee. The requirement is also equitable because
it would apply equally to all eDMM firms, who would have the option to
elect (or not elect) to participate on a monthly basis. Moreover, the
Exchange believes that the proposal is equitable because eDMMs would be
required to meet prescribed quoting requirements in order to qualify
for the payments, as described above. All eDMMs would be eligible to
elect to receive a Credit Per Security and could do so by notifying the
Exchange and meeting the per symbol quoting requirement.
The Proposed Fee Change Is Not Unfairly Discriminatory
    The Exchange believes that the proposed rule change is not unfairly
discriminatory. In the prevailing competitive environment, market
participants, including eDMMs, are free to disfavor the Exchange's
pricing if they believe that alternatives offer them better value.
    The Exchange believes it is not unfairly discriminatory to offer
eDMMs the option to receive a flat per security credit coupled with a
lower transaction fee for orders that provide displayed liquidity
assigned securities as the proposed credits would be provided on an
equal basis to all such participants. The Credit Per Security would
apply equally to all eDMM firms, who would have the option to elect (or
not elect) to participate on a monthly basis. Further, the Exchange
believes the proposed incremental credits would incentivize eDMMs that
meet the proposed quoting requirements to send more orders to the
Exchange to qualify for a higher Credit Per Security. The proposal to
introduce an additional eDMM credit neither targets nor will it have a
disparate impact on any particular category of market participant. The
proposal does not permit unfair discrimination

because the proposed threshold would be applied to all similarly
situated eDMMs, who would all be eligible for the same credit on an
equal basis. Accordingly, no eDMM already operating on the Exchange
would be disadvantaged by this allocation of fees.
    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,\13\ the Exchange
believes that the proposed rule change would not impose any burden on
competition that is not necessary or appropriate in furtherance of the
purposes of the Act. Instead, as discussed above, the Exchange believes
that the proposed fee change would encourage the submission of
additional liquidity to a public exchange, thereby promoting market
depth, price discovery, and transparency and enhancing order execution
opportunities for market participants. As a result, the Exchange
believes that the proposed change furthers the Commission's goal in
adopting Regulation NMS of fostering integrated competition among
orders, which promotes ``more efficient pricing of individual stocks
for all types of orders, large and small.'' \14\
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    \13\ 15 U.S.C. 78f(b)(8).
    \14\ See Securities Exchange Act Release No. 51808, 70 FR 37495,
37498-99 (June 29, 2005) (S7-10-04) (Final Rule).
---------------------------------------------------------------------------

    Intramarket Competition. The Exchange believes the proposed change
would not impose any burden on competition that is not necessary or
appropriate in furtherance of the purposes of the Act. The proposed
change is designed to attract additional liquidity to the Exchange. The
Exchange believes that the proposed credit and lower fee would
incentivize eDMMs to increase quoting on the Exchange in assigned
securities and to direct liquidity providing orders to the Exchange.
Increased eDMM quoting and greater overall order flow, trading
opportunities, and pricing transparency benefit all market participants
on the Exchange by enhancing market quality and continuing to encourage
ETP Holders to send orders, thereby contributing towards a robust and
well-balanced market ecosystem.
    Intermarket Competition. The Exchange operates in a highly
competitive market in which 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 noted
above, the Exchange currently has less than 1% market share of executed
volume of equities trading. In such an environment, the Exchange must
continually adjust its fees and credits to remain competitive with
other exchanges and with off-exchange venues. Because competitors are
free to modify their own fees and credits in response, and because
market participants may readily adjust their order routing practices,
the Exchange does not believe its proposed fee change can impose any
burden on intermarket competition.
    The Exchange believes that the proposed change could promote
competition between the Exchange and other execution venues, including
those that currently offer similar order types and comparable
transaction pricing, by encouraging greater quoting on, and additional
orders being sent to, the Exchange.

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) \15\ of the Act and subparagraph (f)(2) of Rule
19b-4 \16\ thereunder, because it establishes a due, fee, or other
charge imposed by the Exchange.
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    \15\ 15 U.S.C. 78s(b)(3)(A).
    \16\ 17 CFR 240.19b-4(f)(2).
---------------------------------------------------------------------------

    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) \17\ of the Act to determine whether the proposed
rule change should be approved or disapproved.
---------------------------------------------------------------------------

    \17\ 15 U.S.C. 78s(b)(2)(B).
---------------------------------------------------------------------------

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-NYSEAMER-2021-35 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-NYSEAMER-2021-35. 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 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-NYSEAMER-2021-35 and should be submitted
on or before September 2, 2021.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\18\
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    \18\ 17 CFR 200.30-3(a)(12).
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J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021-17176 Filed 8-11-21; 8:45 am]
BILLING CODE 8011-01-P