[Federal Register Volume 85, Number 8 (Monday, January 13, 2020)]
[Notices]
[Pages 1853-1857]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2020-00263]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-87902; File No. SR-NYSEAMER-2020-01]
Self-Regulatory Organizations; NYSE American LLC; Notice of
Filing and Immediate Effectiveness of Proposed Change To Amend the NYSE
American Options Fee Schedule Regarding Fees Charged Under the Market
Maker Sliding Scale
January 7, 2020.
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 January 2, 2020, 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.
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\1\ 15 U.S.C. 78s(b)(1).
\2\ 15 U.S.C. 78a.
\3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange proposes to amend the NYSE American Options Fee
Schedule (``Fee Schedule'') regarding fees charged under the Market
Maker Sliding Scale. The Exchange proposes to implement the fee change
effective January 2, 2020. 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
Statutory Basis for, the Proposed Rule Change
1. Purpose
The purpose of this filing is to modify certain of the fees charged
under the Market Maker Sliding Scale program, as described in more
detail below.
Section I.C. of the Fee Schedule sets forth the Sliding Scale of
transaction fees charged to NYSE American Options Market Makers
(referred to as Market Makers herein), which fees decrease upon the
Market Maker trading certain minimum (increasing) monthly volume
thresholds as expressed in five tiers (the ``MM Sliding Scale'').\4\
The MM Sliding
[[Page 1854]]
Scale offers different rates depending on whether volume is make or
take \5\ and offers reduced rates for Market Makers that participate in
the Exchange's Prepayment Programs, per Section I.D. of the Fee
Schedule.\6\ The Exchange proposes to modify (increase) the MM Siding
Scale per contract rate in some of the tiers for Market Makers enrolled
in the Prepayment Program, but will not be changing any aspect of the
Prepayment Program or the volume thresholds required to qualify for
each MM Sliding Scale tier.\7\
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\4\ See Fee Schedule, Section I.C., NYSE American Options Market
Maker Sliding Scale--Electronic, available here, https://www.nyse.com/publicdocs/nyse/markets/american-options/NYSE_American_Options_Fee_Schedule.pdf (excluding any volumes
attributable to QCC trades, CUBE Auctions, and Strategy Execution
Fee Caps, as these transactions are subject to separate pricing
described in Fee Schedule Sections I.F., I.G., and I.J.,
respectively). The thresholds are based on a Market Makers' volume
transacted Electronically as a percentage of total industry Customer
equity and Exchange Traded Fund options volumes as reported by the
Options Clearing Corporation (the ``OCC''). See OCC Monthly
Statistics Reports, available here, http://www.theocc.com/webapps/monthly-volume-reports. See also Fee Schedule, Key Terms and
Definitions, TCADV (defining TCADV as ``Total Industry Customer
equity and ETF option average daily volume. TCADV includes OCC
calculated Customer volume of all types, including Complex Order
transactions and QCC transactions, in equity and ETF options'').
\5\ For purposes of the Sliding Scale, ``all eligible volume
that does not remove liquidity'' would be considered non-take
volume; whereas any volume that removes liquidity would be
considered take volume.'' See Fee Schedule, Section I.C., note 1.
For example, any Market Maker transaction that interacts with
resting liquidity is take volume.
\6\ The Exchange offers Market Makers the opportunity to prepay
a portion of certain transactions costs in exchange for reduced
rates under the MM Sliding Scale program as well as enabling such
Market Makers to qualify their Affiliated OFP or Appointed OFP, if
any, to earn enhanced credits under the American Customer Engagement
(``ACE'') Program per Section I.E. of the Fee Schedule. See Fee
Schedule, Section I.D., supra note 4 (describing 1 Year Prepayment
Program and Balance of the Year Program). See also Fee Schedule,
Section I.E. (setting forth the ACE Program).
\7\ See proposed Fee Schedule, Section I.C., NYSE American
Options Market Maker Sliding Scale--Electronic. See also Fee
Schedule, Section I.D. (Prepayment Program).
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The Exchange proposes to implement the fee change effective January
2, 2020.
Background
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.'' \8\
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\8\ See Securities Exchange Act Release No. 51808 (June 9,
2005), 70 FR 37496, 37499 (June 29, 2005) (S7-10-04) (``Reg NMS
Adopting Release'').
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There are currently 16 registered options exchanges competing for
order flow. Based on publicly-available information, and excluding
index-based options, no single exchange has more than 16% of the market
share of executed volume of multiply-listed equity and ETF options
trades.\9\ Therefore, no exchange possesses significant pricing power
in the execution of multiply-listed equity & ETF options order flow.
More specifically, in the third quarter of 2019, the Exchange had less
than 10% market share of executed volume of multiply-listed equity &
ETF options trades.\10\
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\9\ The OCC publishes options and futures volume in a variety of
formats, including daily and monthly volume by exchange, available
here: https://www.theocc.com/market-data/volume/default.jsp.
\10\ Based on OCC data, see id., the Exchange's market share in
equity-based options declined from 9.82% for the month of January to
7.86% for the month of September.
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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
shift order flow, or discontinue or reduce use of certain categories of
products, in response to fee changes. Accordingly, competitive forces
constrain options exchange transaction fees. To respond to this
competitive marketplace, the Exchange has already established
incentives to encourage Market Makers to provide liquid and active
markets on the Exchange, including by offering the MM Sliding Scale and
Prepayment Programs. Market Makers that would like to receive a more
favorable per contract rate under the MM Sliding Scale have the option
to commit to the Exchange's Prepayment Program, which commitment
increases liquidity on the Exchange to the benefit of all market
participants. The Exchange provides Market Makers with the flexibility
to join annually or at various points in the year to encourage broader
participation. While the proposed change would increase certain MM
Sliding Scale fees for Market Makers that have prepaid, the Exchange
nonetheless believes that the (still lower and) reduced MM Sliding
Scale fees would continue to encourage Market Makers to increase their
participation, thereby improving the quoted markets and attracting more
order flow trading volume to the Exchange. To the extent that these
incentives succeed, the increased liquidity on the Exchange would
result in enhanced market quality for all participants.
Proposed Rule Change
The Exchange proposes to modify the per contract rate for Market
Makers enrolled in the Prepayment Program and that qualify for tiers 2,
3 or 4, as shown in the table below (with current rates in brackets and
proposed rates italicized), but will not be changing tiers 1 or 5, nor
the volume thresholds required to qualify for any MM Sliding Scale
tier: \11\
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\11\ The Exchange notes that this table does not include the
tiered MM Sliding Scale rates for participants that are not enrolled
in a Prepayment Program. See Fee Schedule, Section I.C. (setting
forth the rate per contract for non-take and take volume for non-
Prepayment participants, based on tier).
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Prepayment Program participant rates
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Tier Market Maker electronic ADV as a % Rate per contract
of TCADV for non-take Rate per contract
volume for take volume
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1..................................... 0.00% to 0.20%.................... $0.22 $0.24
2..................................... >0.20% to 0.65%................... [$0.17] 0.18 [$0.20] 0.22
3..................................... >0.65% to 1.40%................... [0.08] 0.09 [0.11] 0.13
4..................................... >1.40% to 2.00%................... [0.05] 0.06 [0.08] 0.10
5..................................... >2.00%............................ 0.03 0.06
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The Exchange believes that the modified rates (while increased)
still reflect a significant reduction in overall transaction rates for
participants in one of the Prepayment Programs. Thus, the Exchange
believes that the (still lower and) reduced MM Sliding Scale fees would
continue to encourage Market Makers to increase their participation,
thereby improving the quoted markets and attracting more order flow
trading volume to the Exchange. To the extent that these incentives
succeed, the increased liquidity on the Exchange would result in
enhanced market
[[Page 1855]]
quality for all participants. The Exchange notes that it is not
modifying the rates for Tiers 1 or 5 because it believes those rates
are appropriate and should continue to attract liquidity to the
Exchange. In particular, Tier 1 has no minimum volume threshold and
thus operates as a base tier, which any Market Maker doing business on
the Exchange can achieve; whereas Tier 5 is the highest MM Sliding
Scale tier and the Exchange wants to keep the rate the same so as to
continue to encourage those Market Makers that already qualify for the
tier to continue to execute sufficient volume to achieve this highest
perk (i.e., lower per contract pricing).
The Exchange believes that the Market Makers that would like to
receive a more favorable per contract rate under the MM Sliding Scale
have the option to commit the Exchange's Prepayment Program, which
commitment increases liquidity on the Exchange to the benefit of all
market participants. The Exchange notes that Market Makers serve a
crucial role in the options markets by providing liquidity to
facilitate market efficiency and functioning. The Exchange provides
Market Makers with the flexibility to join annually or at various
points in the year to encourage broader participation. The proposed
fees, although increased, are still less expensive for participants in
the Prepayment Program and therefore the Exchange believes that the
Prepayment Program and MM Sliding Scale would continue to encourage
Market Makers to commit to directing their order flow to the Exchange
in exchange for reduced rates, which would increase volume and
liquidity, to the benefit of all market participants by providing more
trading opportunities and tighter spreads.
The Exchange's fees are constrained by intermarket competition, as
Market Makers can register on any or all of the 16 options exchanges.
Thus, ATP Holders that are also members of other exchanges have a
choice of where they register and operate as Market Makers. The
proposed fees, although increased, are still less expensive for
participants in the Prepayment Program and therefore the Exchange
believes that the Prepayment Program and MM Sliding Scale would
continue to encourage Market Makers to commit to directing their order
flow to the Exchange in exchange for reduced rates, which would
increase volume and liquidity, to the benefit of all market
participants by providing more trading opportunities and tighter
spreads. The Exchange notes that all market participants stand to
benefit from increased transaction volume, which promotes market depth,
facilitates tighter spreads and enhances price discovery, and may lead
to a corresponding increase in order flow from other market
participants.
The Exchange cannot predict with certainty whether any Market
Makers would avail themselves of this proposed fee change, particularly
because the deadline for Market Makers to sign up for the Prepayment
Program for 2020 is not until the end of 2019. Moreover, Market Makers
may be registered on other options exchanges and may choose to post
orders and quotes to those exchanges based on available incentives.
2. Statutory Basis
The Exchange believes that the proposed rule change is consistent
with Section 6(b) of the Act,\12\ in general, and furthers the
objectives of Sections 6(b)(4) and (5) of the Act,\13\ 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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\12\ 15 U.S.C. 78f(b).
\13\ 15 U.S.C. 78f(b)(4) and (5).
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The Proposed Rule Change Is Reasonable
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.'' \14\
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\14\ See Reg NMS Adopting Release, supra note 8, at 37499.
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There are currently 16 registered options exchanges competing for
order flow. Based on publicly-available information, and excluding
index-based options, no single exchange has more than 16% of the market
share of executed volume of multiply-listed equity and ETF options
trades.\15\ Therefore, no exchange possesses significant pricing power
in the execution of multiply-listed equity & ETF options order flow.
More specifically, in the third quarter of 2019, the Exchange had less
than 10% market share of executed volume of multiply-listed equity &
ETF options trades.\16\
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\15\ See supra note 9.
\16\ Based on OCC data, see supra note 10, in 2019, the
Exchange's market share in equity-based options declined from 9.82%
for the month of January to 7.86% for the month of September.
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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
shift order flow, or discontinue or reduce use of certain categories of
products, in response to fee changes. Accordingly, competitive forces
constrain options exchange transaction fees. Stated otherwise, changes
to exchange transaction fees can have a direct effect on the ability of
an exchange to compete for order flow.
Market Makers that would like to receive a more favorable per
contract rate under the MM Sliding Scale have the option to commit the
Exchange's Prepayment Program, which commitment increases liquidity on
the Exchange to the benefit of all market participants. The Exchange
provides Market Makers with the flexibility to join annually or at
various points in the year to encourage broader participation. The
proposed fees, although increased, are still less expensive for
participants in the Prepayment Program and therefore the Exchange
believes that the Prepayment Program and MM Sliding Scale would
continue to encourage Market Makers to commit to directing their order
flow to the Exchange in exchange for reduced rates, which would
increase volume and liquidity, to the benefit of all market
participants by providing more trading opportunities and tighter
spreads. Further, the proposed Sliding Scale rates are competitive with
fees charged by other exchanges and are designed to attract (and
compete for) order flow to the Exchange, which provides a greater
opportunity for trading by all market participants.\17\
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\17\ See, e.g., Cboe Exchange, Inc. (``Cboe'') fee schedule,
Liquidity Provider Sliding Scale Prepayment, available here: https://www.cboe.com/publish/feeschedule/CBOEFeeSchedule.pdf. The Exchange
further notes that other options exchanges similarly differentiate
fees based on maker-taker activity. See, e.g., MIAX Options fee
schedule, at p.1, available here: https://www.miaxoptions.com/sites/default/files/fee_schedule-files/MIAX_Options_Fee_Schedule_12052019.pdf (``Market Maker Sliding
Scale'').
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Finally, to the extent the proposed change continues to attract
greater volume and liquidity to the Exchange, the Exchange believes the
proposed change would improve the Exchange's overall competitiveness
and strengthen its market quality for all market participants. In the
backdrop of the competitive environment in which the
[[Page 1856]]
Exchange operates, the proposed rule change is a reasonable attempt by
the Exchange to increase the depth of its market and improve its market
share relative to its competitors.
The Exchange cannot predict with certainty whether any Market
Makers would avail themselves of this proposed fee change, particularly
because the deadline for Market Makers to sign up for the Prepayment
Program for 2020 is not until the end of 2019. Moreover, Market Makers
may be registered on other options exchanges and may choose to post
orders and quotes to those exchanges based on available incentives.
The Proposed Rule Change Is an Equitable Allocation of Credits and Fees
The Exchange believes the proposed rule change is an equitable
allocation of its fees and credits. The proposal is based on the amount
and type of business transacted on the Exchange and Market Makers can
opt to avail themselves of the Prepayment program or not, and to
attempt to trade sufficient monthly volume to achieve one of the MM
Sliding Scale tiers, or not. Moreover, the Prepayment Program--which is
tied to the proposed fee changes--is designed to encourage Market
Makers to commit capital to the Exchange as a demonstration of long
term participation on the Exchange as a primary execution venue. To the
extent that the proposed change continues to attract more participation
in the programs of the Exchange, the increased order flow would
continue to make the Exchange a more competitive venue for, among other
things, order execution. Thus, the Exchange believes the proposed rule
change would improve market quality for all market participants on the
Exchange and, as a consequence, attract more order flow to the Exchange
thereby improving market-wide quality and price discovery.
The Proposed Rule Change Is Not Unfairly Discriminatory
The Exchange believes it is not unfairly discriminatory to modify
the MM Sliding Scale because the proposed modification would be
available to all similarly-situated market participants on an equal and
non-discriminatory basis.
The proposed modified MM Sliding Scale rates are not unfairly
discriminatory because Market Makers that would like to receive a more
favorable per contract rate under the Sliding Scale have the option to
commit to one of the Prepayment Programs, which commitment increases
liquidity on the Exchange to the benefit of all market participants.
Moreover, all Market Makers would be subject to the differing rates
depending on whether eligible volume is make or take volume.
The proposal is based on the amount and type of business transacted
on the Exchange and Market Maker organizations are not obligated to try
to achieve any of the MM Sliding Scale tiers, even if they participate
in the Prepayment Program (that latter program also being optional to
Market Makers). In addition, Market Maker organizations have increased
obligations with respect to trading on the Exchange, and the Exchange
believes that the proposed fees, although increased, are still less
expensive for participants in the Prepayment Program and therefore the
Exchange believes that the Prepayment Program and MM Sliding Scale
would continue to encourage Market Makers to commit to directing their
order flow to the Exchange in exchange for reduced rates, which would
increase volume and liquidity, to the benefit of all market
participants by providing more trading opportunities and tighter
spreads. To the extent that the proposed change attracts a variety of
transactions to the Exchange, this increased order flow would continue
to make the Exchange a more competitive venue for order execution
thereby improving market-wide quality and price discovery. The
resulting increased volume and liquidity would provide more trading
opportunities and tighter spreads to all market participants and thus
would promote just and equitable principles of trade, remove
impediments to and perfect the mechanism of a free and open market and
a national market system and, in general, to protect investors and the
public interest.
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.
B. Self-Regulatory Organization's Statement on Burden on Competition
In accordance with Section 6(b)(8) of the Act, the Exchange does
not believe that the proposed rule change would impose any burden on
competition that is not necessary or appropriate in furtherance of the
purposes of the Act. Instead, as discussed above, the Exchange believes
that the proposed changes 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 all 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.'' \18\
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\18\ See Reg NMS Adopting Release, supra note 8, at 37499.
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Intramarket Competition. The proposed change is designed to
continue to attract order flow to the Exchange by offering competitive
rates based on increased volumes on the Exchange, which would enhance
the quality of quoting and may increase the volumes of contracts trade
on the Exchange. To the extent that there is an additional competitive
burden on non-NYSE American Market Makers, the Exchange believes that
this is appropriate because Market Makers have heightened obligations
that other market participants do not and the proposal should incent
market participants to direct additional order flow to the Exchange,
and thus provide additional liquidity that enhances the quality of its
markets and increases the volume of contracts traded here. To the
extent that this purpose is achieved, all of the Exchange's market
participants should benefit from the improved market liquidity.
Enhanced market quality and increased transaction volume that results
from the anticipated increase in order flow directed to the Exchange
will benefit all market participants and improve competition on the
Exchange.
Intermarket Competition. The Exchange believes that the proposed
change, which is consistent with the goals of the MM Sliding Scale
Program by providing reduced per contract rates for Market Makers in
the Preypayment [sic] Program, could promote competition between the
Exchange and other execution venues, by encouraging additional orders
to be sent to the Exchange for execution. The proposed adjustments to
the MM Sliding Scale fees are designed to continue to encourage Market
Makers to commit to directing their order flow to the Exchange, which
would increase volume and liquidity, to the benefit of all market
participants by providing more trading opportunities and tighter
spreads. Further, the proposed Sliding Scale rates are competitive with
fees charged by other exchanges and are designed to attract (and
compete for) order flow to the Exchange, which provides a greater
opportunity for trading by all market participants.\19\
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\19\ See supra note 17 (regarding Cboe's Liquidity Provider
Sliding Scale Prepayment).
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[[Page 1857]]
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) \20\ of the Act and subparagraph (f)(2) of Rule
19b-4 \21\ thereunder, because it establishes a due, fee, or other
charge imposed by the Exchange.
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\20\ 15 U.S.C. 78s(b)(3)(A).
\21\ 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) \22\ of the Act to determine whether the proposed
rule change should be approved or disapproved.
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\22\ 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 protected]. Please include
File Number SR-NYSEAMER-2020-01 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-2020-01. 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-2020-01, and should be
submitted on or before February 3, 2020.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\23\
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\23\ 17 CFR 200.30-3(a)(12).
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J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2020-00263 Filed 1-10-20; 8:45 am]
BILLING CODE 8011-01-P