[Federal Register Volume 79, Number 161 (Wednesday, August 20, 2014)]
[Notices]
[Pages 49355-49357]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2014-19702]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-72844; File No. SR-EDGA-2014-22]
Self-Regulatory Organizations; EDGA Exchange, Inc.; Notice of
Filing and Immediate Effectiveness of Proposed Rule Change Relating to
Amendments to the EDGA Exchange, Inc. Fee Schedule
August 14, 2014.
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 August 11, 2014, EDGA Exchange, Inc. (the ``Exchange'' or
``EDGA'') 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\ 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 its fees and rebates applicable to
Members \3\ of the Exchange pursuant to EDGA Rule 15.1(a) and (c)
(``Fee Schedule'') to: (1) harmonize the definitions of Average Daily
Trading Volume (``ADV'') and Total Consolidated Volume (``TCV'') with
those contained in the BATS Exchange, Inc. (``BATS'') and BATS-Y
Exchange, Inc. (``BYX'') fee schedules; and (2) amend the criteria of
both Step-Up Tier 1 and Step-Up Tier 2 under Footnote 4.
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\3\ The term ``Member'' is defined as ``any registered broker or
dealer, or any person associated with a registered broker or dealer,
that has been admitted to membership in the Exchange. A Member will
have the status of a ``member'' of the Exchange as that term is
defined in Section 3(a)(3) of the Act.'' See Exchange Rule 1.5(n).
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The text of the proposed rule change is available on the Exchange's
Internet Web site at www.directedge.com, at the Exchange's principal
office, and at the Public Reference Room of the Commission.
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 these statements may be examined at
the places specified in Item IV below. The self-regulatory organization
has prepared summaries, set forth in sections A, B and C below, of the
most significant aspects of such statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule Change
1. Purpose
The Exchange proposes to amend its Fee Schedule to: (1) Harmonize
the definitions of ADV and TCV with those contained in the BATS and BYX
fee schedules; and (2) amend the criteria of both Step-Up Tier 1 and
Step-Up Tier 2 under Footnote 4.
ADV and TCV Definitions
On January 31, 2014, Direct Edge Holdings LLC (``DE Holdings''),
the former parent company of the Exchange, completed its business
combination with BATS Global Markets, Inc., the parent company of BATS
and BYX.\4\ As part of its effort to reduce regulatory duplication and
relieve firms that are members of the Exchange, BATS, and BYX of
conflicting or unnecessary regulatory burdens, the Exchange is now
engaged in the process of reviewing and amending certain Exchange,
BATS, and BYX Rules. To conform to comparable BATS and BYX rules for
purposes of its harmonization efforts due to its business combination,
the Exchange proposes to amend the definitions of ADV and TCV to make
each definition similar to those contained in the BATS and BYX fee
schedules.
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\4\ See Securities Exchange Act Release No. 71449 (January 30,
2014), 79 FR 6961 (February 5, 2014) (SR-EDGA-2013-34). Upon
completion of the combination, DE Holdings and BATS Global Markets,
Inc. each became intermediate holding companies, held under a single
new holding company. The new holding company, formerly named ``BATS
Global Markets Holdings, Inc.,'' changed its name to ``BATS Global
Markets, Inc.''
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Currently, the Exchange determines the liquidity adding reduced fee
that it will provide to Members based on the Exchange's tiered pricing
structure based on the calculation of ADV,\5\ and/or average daily
TCV.\6\ Like BATS and BYX, the Exchange currently excludes from is
definition of ADV and TCV days where its system experiences a
disruption that lasts for more than 60 minutes during Regular Trading
Hours,\7\ and the last Friday in June (the ``Russell Reconstitution
Day''). BATS and BYX also exclude from its definitions of ADV and TCV
days with a scheduled early market close.\8\ Similarly, the General
Notes section of the Exchange's Fee Schedule states that trading
activity on days when the market closes early are
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not counted toward volume tiers.\9\ To harmonize the definitions of ADV
and TCV with BATS and BYX, the Exchange proposes relocate this
exclusion from the General Notes section of the Fee Schedule and
include it the definitions of ADV and TCV. By amending the definitions
of ADV and TCV, the Exchange is not proposing to modify any of the
existing rates or the percentage thresholds at which a Member may
qualify for certain reduced fees pursuant to the tiered pricing
structure.
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\5\ As provided in the Fee Schedule, ``ADV'' is currently
defined as ``the average daily volume of shares that a Member
executed on the Exchange for the month in which the fees are
calculated. ADV is calculated on a monthly basis, excluding shares
on any day that the Exchange's system experiences a disruption that
lasts for more than 60 minutes during Regular Trading Hours
(``Exchange System Disruption'') and on the last Friday in June (the
``Russell Reconstitution Day''). With prior notice to the Exchange,
a Member may aggregate ADV with other Members that control, are
controlled by, or are under common control with such Member (as
evidenced on such Member's Form BD).''
\6\ As provided in the Fee Schedule, ``TCV'' is currently
defined as ``the volume reported by all exchanges and trade
reporting facilities to the consolidated transaction reporting plans
for Tapes A, B and C securities for the month in which the fees are
calculated, excluding volume on any day that the Exchange
experiences an Exchange System Disruption or the Russell
Reconstitution Day.''
\7\ ``Regular Trading Hours'' is defined as ``the time between
9:30 a.m. and 4:00 p.m. Eastern Time.'' See Exchange Rule 1.5(y).
\8\ See Securities Exchange Act Release Nos. 72590 (July 10,
2014), 79 FR 41605 (July 16, 2014) (SR-BYX-2014-009); and 72589
(July 10, 2014), 79 FR 41618 (July 16, 2014) (SR-BATS-2014-025).
\9\ Days with a scheduled early market close are December 24,
2014, the trading day after Thanksgiving, and the trading day before
July 4th.
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Step Up Tiers 1 and 2
Footnote 4 of the Fee Schedule contains the Step-Up Tier 1 and
Step-Up Tier 2 (collectively, the ``Step-Up Tiers''). Step-Up Tier 1
provides Members with a reduced fee of $0.0003 per share for adding
liquidity to the Exchange when the Member, on an MPID basis, adds more
than 0.10% of the TCV on EDGA on a daily basis, measured monthly, more
than the MPID's December 2012 or September 2013 added ADV. The Step-Up
Tier 2 provides Members with a reduced fee of $0.0003 per share to add
liquidity to the Exchange when the Member: (i) On an MPID basis, adds
more than 0.05% of the TCV on EDGA on a daily basis, measured monthly,
more than the MPID's December 2012 or September 2013 added ADV; and
(ii) has an ``added liquidity'' to ``added plus removed liquidity''
ratio of at least 85%. Under both tiers, where an MPID's December 2012
and September 2013 ADV is zero, the Exchange would apply a default ADV
baseline of 10,000,000 shares. The Exchange now proposes to delete
default ADV baseline of 10,000,000 shares for both tiers.
Implementation Date
The Exchange proposes to implement these amendments to its Fee
Schedule on August 11, 2014.
2. Statutory Basis
The Exchange believes that the proposed rule change is consistent
with the objectives of Section 6 of the Act,\10\ in general, and
furthers the objectives of Section 6(b)(4),\11\ in particular, as it is
designed to provide for the equitable allocation of reasonable dues,
fees and other charges among its Members and other persons using its
facilities.
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\10\ 15 U.S.C. 78f.
\11\ 15 U.S.C. 78f(b)(4).
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ADV and TCV Definitions
The Exchange believes that the proposal to amend the definitions of
ADV and TCV are reasonable, as they are designed to provide for the
equitable allocation of reasonable dues, fees and other charges among
its Members and other persons using its facilities. The Exchange
believes that the proposed rule change will provide greater
harmonization between similar Exchange, BATS and BYX rules, resulting
in greater uniformity and less burdensome and more consistent standards
for common members. As such, the proposed rule change would foster
cooperation and coordination with persons engaged in facilitating
transactions in securities and would remove impediments to and perfect
the mechanism of a free and open market and a national market system.
By amending the definitions of ADV and TCV, the Exchange is not
proposing to amend the thresholds a Member must achieve to become
eligible for, or the dollar value associated with, the tiered fees. The
Exchange currently excludes trading activity on days where the market
closes early and is simply proposing to relocate this provision from
the General Notes section of its Fee Schedule to the definitions of ADV
and TCV. Doing so would enable the Exchange to maintain definitions of
ADV and TCV similar to those of BATS and BYX. Lastly, the Exchange
believes that the proposed change is not unfairly discriminatory
because it applies uniformly to all Members.
Step-Up Tiers 1 and 2
The Exchange believes its proposal to delete the default ADV
baseline of 10,000,000 shares for the Step-Up Tiers represents an
equitable allocation of reasonable dues, fees, and other charges. The
objective to removing the default ADV baseline for the Step-Up Tiers is
to increase the number of Members who may be eligible to achieve the
tier and to encourage firms who are currently not Members to become
Members of the Exchange. Specifically, firms who were not Members
during either December 2012 or September 2013 would have previously
defaulted to the ADV baseline of 10,000,000 shares. The deletion of the
default ADV baseline of 10,000,000 is, therefore, reasonable and
equitable because it will enhance the value of the Step-Up Tiers to
Members whose market was unable to meet the baseline eligibility
because they were not Members in December 2012 or September 2013,
thereby encouraging them to increase their volume on the Exchange in
order to qualify for the Step-Up Tiers or incentive firms who are not
currently Members to become Members. Such increased volume would
increase potential revenue to the Exchange and allow the Exchange to
spread its administrative and infrastructure costs over a greater
number of shares, which would result in lower per share costs. The
Exchange may then pass on these savings to Members in the form of
reduced fees. The increased liquidity would also benefit all investors
by deepening EDGA's liquidity pool, offering additional flexibility for
all investors to enjoy cost savings, supporting the quality of price
discovery, promoting market transparency and improving investor
protection. Lastly, the Exchange believes that the proposed change is
not unfairly discriminatory because it applies uniformly to all
Members.
B. Self-Regulatory Organization's Statement on Burden on Competition
The Exchange believes its proposed amendments to its Fee Schedule
would not impose any burden on competition that is not necessary or
appropriate in furtherance of the purposes of the Act. The proposed
amendment to the definition of ADV and TCV is not designed to address
any competitive issues but rather to provide greater harmonization
among similar Exchange and BATS and BYX rules, resulting in less
burdensome and more efficient and consistent standards for common
members. The Exchange also believes that its proposal to delete the
default ADV baseline of 10,000,000 shares for the Step-Up Tiers would
increase intermarket competition because it offers Members increased
opportunities to be eligible for the Step-Up Tiers and receive the
discounted rate, thereby encouraging them to increase their volume on
the Exchange in order to qualify for the Step-Up Tiers or incentive
firms who are not currently Members to become Members. In addition, the
Exchange believes that deleting the default ADV baseline of 10,000,000
shares for the Step-Up Tiers would enhance intramarket competition, as
it is intended to increase the competitiveness of and draw additional
volume to the Exchange. 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 structures to be
unreasonable or excessive. Accordingly, the Exchange does not believe
that the proposed change will impair the ability of Members or
competing venues to
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maintain their competitive standing in the financial markets.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
The Exchange has not solicited, and does not intend to solicit,
comments on this proposed rule change. The Exchange has not received
any unsolicited written comments from Members or other interested
parties.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
The foregoing rule change has become effective pursuant to Section
19(b)(3)(A) of the Act \12\ and Rule 19b-4(f)(2) \13\ thereunder. 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.
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\12\ 15 U.S.C. 78s(b)(3)(A).
\13\ 17 CFR 240.19b-4(f)(2).
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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-EDGA-2014-22 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-EDGA-2014-22. 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, 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; 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-EDGA-2014-22, and should be
submitted on or before September 10, 2014.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\14\
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\14\ 17 CFR 200.30-3(a)(12).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2014-19702 Filed 8-19-14; 8:45 am]
BILLING CODE 8011-01-P