Notice2021-14794
Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Modify the NYSE Arca Options Fee Schedule
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Published
July 13, 2021
Issuing agencies
Securities and Exchange Commission
Full Text
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<title>Federal Register, Volume 86 Issue 131 (Tuesday, July 13, 2021)</title>
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[Federal Register Volume 86, Number 131 (Tuesday, July 13, 2021)]
[Notices]
[Pages 36796-36799]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2021-14794]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-92337; No. SR-NYSEArca-2021-58]
Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
and Immediate Effectiveness of Proposed Rule Change To Modify the NYSE
Arca Options Fee Schedule
July 7, 2021.
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 July 1, 2021, NYSE Arca, Inc. (``NYSE Arca'' or the
``Exchange'') filed with the Securities and Exchange Commission (the
``Commission'') the proposed rule change as described in Items I, II,
and III below, which Items have been prepared by the 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 modify the NYSE Arca Options Fee Schedule
(``Fee Schedule'') regarding incentive programs offered by the
Exchange. The Exchange proposes to implement the fee change effective
July 1, 2021. The proposed rule change is available on the Exchange's
website at <a href="http://www.nyse.com">www.nyse.com</a>, 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 purpose of this filing is to amend the Fee Schedule to make
modifications to one of the Customer Posting Credit Tiers in Non-Penny
Issues and to introduce an additional Discount in Take Liquidity Fees
for Professional Customers and Non-Customer Liquidity Removing
Interest, as described below. The Exchange proposes to implement the
fee change effective July 1, 2021.
Customer Posting Credit Tiers in Non-Penny Issues (the ``Non-Penny
Tiers'')
The Non-Penny Tiers provide that OTP Holders and OTP Firms (``OTP
Holders'') can qualify for per contract credits applied to electronic
options transactions based on meeting certain minimum volume thresholds
from Customer posting interest in non-Penny issues. The Exchange
proposes to modify the Non-Penny Tiers by providing an alternative
qualification method to achieve Non-Penny Tier F.
The proposed alternative qualification for Non-Penny Tier F would
offer the same ($1.02) per contract credit and would be available to
OTP Holders that execute at least at least 2.00% of Total Industry
Customer equity and ETF option average daily volume (``TCADV'') \4\
from Customer posted interest in all issues and at least 2.00% of TCADV
from Professional Customer and Non-Customer Liquidity Removing interest
in all issues.\5\
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\4\ See Fee Schedule, Endnote 8 (providing that TCADV ``includes
OCC calculated Customer volume of all types, including Complex Order
Transactions and QCC transactions, in equity and ETF options'').
\5\ ``Non-Customer'' interest on the Exchange includes interest
from Firms, Broker Dealers, and Market Makers. See Fee Schedule,
NYSE Arca OPTIONS: TRADE-RELATED CHARGES FOR STANDARD OPTIONS
(preamble).
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The proposed alternative qualification to achieve Non-Penny Tier F
is designed to continue to attract Customer order flow for all issues
to the Exchange and also to reward posted liquidity, which provides
benefits to all market participants by providing more trading
opportunities, which in turn attracts Customers, Market Makers, and
other Non-Customer interest. An increase in the activity of these
market participants in turn facilitates tighter spreads, which may
cause an additional corresponding increase in order flow from other
market participants.
Notwithstanding the proposed change to Non-Penny Tier F, OTP
Holders are still eligible to qualify for the Non-Penny Tier F per
contract credit of ($1.02) under the alternative (and unchanged)
threshold, which requires that an OTP Holder execute at least 1.00% of
TCADV from Customer posted interest in all issues, plus executed ADV of
0.30% of U.S. Equity Market Share Posted and Executed on NYSE Arca
Equity Market to achieve the ($1.02) per contract credit. By continuing
to provide such alternative methods to qualify for a Non-Penny Tier,
the Exchange believes the opportunities to qualify for credits is
increased, which benefits all participants through increased volume to
the Exchange.
Discount in Take Liquidity Fees for Professional Customers and Non-
Customer Liquidity Removing Interest (Each a ``Take Fee Discount'')
If an OTP Holder executes a transaction that removes or ``takes''
liquidity on the Exchange, the OTP Holder is charged a ``Take
Liquidity'' fee (referred to herein as ``Take Fees'') and such
liquidity may be referred to as ``Liquidity Removing'' or liquidity
taking.\6\ To offset such costs and to encourage market participants to
direct order flow to the Exchange, the Exchange offers, among other
incentives, the Take Fee Discounts for executions in Penny Issues.\7\
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\6\ See Fee Schedule, NYSE Arca OPTIONS: TRADE-RELATED CHARGES
FOR STANDARD OPTIONS, TRANSACTION FEE FOR ELECTRONIC EXECUTIONS-PER
CONTRACT (setting forth a per contract Take Fee of $1.10 for such
non-Penny executions in Professional Customer, Firm, Broker Dealer,
and Market Maker range as compared to a per contract take fee of
$0.85 for such non-Penny executions in the Customer range).
\7\ The Exchange is not proposing to modify the (single) Take
Fee Discount available to OTP Holders that achieve the minimum
volume executions in non-Penny Issues.
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The Exchange proposes to add an additional means of qualifying for
a Take Fee Discount for executions in Penny Issues. As proposed, the
Exchange would offer a new Take Fee Discount, which would provide an
additional $0.03 per contract discount on Take Fees for OTP Holders
that executed at least 2.00% of TCADV from Customer posted interest in
all issues and at least 2.00% of TCADV from Professional Customer and
Non-Customer Liquidity Removing interest in all issues. The Exchange
also proposes to add text to the Fee Schedule making clear that only
one of the three alternative Take Fee Discounts for executions in Penny
Issues would apply to an OTP Holder's activities.
The Exchange believes this proposed change would incent OTP Holders
to increase the amount of Customer posted volume executed on the
Exchange
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(while maintaining the same level of Liquidity Removing volume required
under one of the existing Take Fee Discounts), which activity may
result in tighter spreads and more trading making the Exchange a more
attractive trading venue to the benefit of all participants.\8\
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\8\ The Exchange notes that it currently offers a $0.02 per
contract Take Fee Discount for executions in Penny Issues provided
an OTP Holder execute at least 1.00% TCADV from Customer posted
interest in all issues OR at least 2.00% of TCADV from Professional
Customer and Non-Customer Liquidity Removing interest in all issues.
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The proposed new Take Fee Discount is designed to attract
additional Customer order flow and to continue to attract a broad
spectrum of liquidity-taking volume, which provides benefits for all
market participants by providing more trading opportunities, which
attracts Customers, Market Makers, and other Non-Customer interest. An
increase in the activity of these market participants in turn
facilitates tighter spreads, which may cause an additional
corresponding increase in order flow from other market participants.
The Exchange believes this proposed Take Fee Discount would encourage
OTP Holders to achieve this additional discount with increased activity
from a variety of business interest. By providing an incentive for take
liquidity activity, the Exchange in turn provides more opportunities
for execution of posted interest.
The Exchange notes that an OTP Holder that qualifies for the new
alternative volume threshold under Non-Penny Tier F would also qualify
for the new Take Fee Discount, as both incentives consist of the same
minimum volume threshold and the same mix of business activity. The
Exchange notes that new Take Fee Discount does not apply to credits
associated with the Non-Penny Tiers, and is designed to encourage OTP
Holders to direct a variety of business to the Exchange, including
liquidity-taking business, which in turn encourages posted interest. To
the extent that the proposed incentives operate as intended, the
anticipated result would be that the Exchange would be a more
attractive execution venue for all options business.
Notwithstanding the proposed new Take Fee Discount, the Exchange
notes that OTP Holders are still eligible to qualify for the existing
alternative (and unchanged) Take Fee Discounts for executions in Penny
Issues. By continuing to provide such alternative methods to qualify
for Take Fee Discounts, the Exchange believes the opportunities to
qualify for credits is increased, which benefits all participants
through increased volume to the Exchange.
The Exchange cannot predict with certainty whether any OTP Holders
will avail themselves of the proposed changes to the Non-Penny Tiers or
Take Fee Discounts. At present, whether or when an OTP Holder would
qualify for the enhanced credit varies month-to-month. Thus, the
Exchange cannot predict with any certainty the number of OTP Holders
that may qualify for the proposed new qualifications, but believes that
OTP Holders would be encouraged to increase volume to take advantage of
the proposed incentive credits/discounts.
2. Statutory Basis
The Exchange believes that the proposed rule change is consistent
with Section 6(b) of the Act,\9\ in general, and furthers the
objectives of Sections 6(b)(4) and (5) of the Act,\10\ 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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\9\ 15 U.S.C. 78f(b).
\10\ 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.'' \11\
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\11\ 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.\12\ Therefore, currently no exchange possesses significant
pricing power in the execution of multiply-listed equity & ETF options
order flow. More specifically, in May 2021, the Exchange had less than
10% market share of executed volume of multiply-listed equity & ETF
options trades.\13\
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\12\ The OCC publishes options and futures volume in a variety
of formats, including daily and monthly volume by exchange,
available here: <a href="https://www.theocc.com/Market-Data/Market-Data-Reports/Volume-and-Open-Interest/Monthly-Weekly-Volume-Statistics">https://www.theocc.com/Market-Data/Market-Data-Reports/Volume-and-Open-Interest/Monthly-Weekly-Volume-Statistics</a>.
\13\ Based on OCC data for monthly volume of equity-based
options and monthly volume of ETF-based options, see id., the
Exchange's market share in equity-based options decreased from
11.17% for the month of May 2020 to 9.28% for the month of May 2021.
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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. In response to this
competitive environment, the Exchange has established incentives, such
as the Non-Penny Tiers and the Take Fee Discount.
The Exchange believes that the proposed modification to the Non-
Penny Tier F--to provide an alternative qualification basis through a
mix of Customer posted interest and Professional Customer and Non-
Customer liquidity-taking interest--is reasonably designed to continue
to incent OTP Holders to increase the amount and type of Customer
interest sent and to also to reward posted liquidity. An increase in
Customer volume would create more trading opportunities, which, in turn
attracts Market Makers. A resulting increase in Market-Maker activity
may facilitate tighter spreads, which may lead to an additional
increase of order flow from other market participants, further
contributing to a deeper, more liquid market to the benefit of all
market participants by creating a more robust and well-balanced market
ecosystem. With regard to Professional Customer and Non-Customer
liquidity-taking interest, the Exchange believes that the proposed Tier
F is reasonably designed to incent OTP Holders to increase trading
activity in all issues and in a variety of account types on the
Exchange, which increased liquidity benefits all market participants
because of increased trading opportunities and price discovery.
Moreover, to the extent that the proposed change to Non-Penny Tier F
results in an increase in both posted Customer interest and
Professional Customer and Non-Customer liquidity-taking interest, this
increased volume benefits all market participants as it may result in
tighter spreads and more trading making the Exchange a more attractive
trading venue to the benefit of all participants.
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The proposed new Take Fee Discount has a minimum volume threshold
identical to proposed threshold required under new Non-Penny Tier F and
similarly includes a take liquidity volume requirement. As stated
before, this discount is reasonably designed to increase the amount and
type of Professional Customer and Non-Customer interest sent to the
Exchange, especially posted and liquidity-taking interest, which
benefits all market participants by providing more trading
opportunities, which attracts Customers, Market Makers, and Non-
Customer interest. An increase in the activity of these market
participants in turn facilitates tighter spreads, which may cause an
additional corresponding increase in order flow from other market
participants. The Exchange believes that this proposed new Take Fee
Discount would encourage OTP Holders to achieve the alternative
discount with trading activity from a variety of market participants,
which would make the Exchange a more attractive execution venue.
To the extent the proposed rule change continues to attract greater
volume and liquidity by encouraging OTP Holders (and their affiliates)
to increase their options volume on the Exchange in an effort to
achieve credits through the Non-Penny Tiers as well as the Take Fee
Discount, 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 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 proposed additional text to the Take Fee discount making clear
that only one of the three Take Fee Discounts (for executions in Penny
Issues) is available to OTP Holders is reasonably designed to add
clarity and transparency to the Fee Schedule making it easier to
navigate and comprehend.
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 OTP Holders can opt
to avail themselves of the credits and discounts or not. Moreover, the
proposal is designed to incent OTP Holders to aggregate all Customer
posting interest and Professional Customer and Non-Customer Take
Liquidity interest at the Exchange as a primary execution venue. To the
extent that the proposed change attracts more Customer posting interest
and more Professional Customer and Non-Customer liquidity-taking
interest, this increased order flow would continue to make the Exchange
a more competitive venue for 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 the proposed modifications to the Non-Penny
Tier F and the Take Fee Discount are not unfairly discriminatory
because the proposed modifications would be available to all similarly-
situated market participants on an equal and non-discriminatory basis.
The proposal is based on the amount and type of business transacted
on the Exchange and OTP Holders are not obligated to try to achieve the
proposed qualification basis for Non-Penny Tier F or the new Take Fee
Discount, nor are OTP Holders obligated to execute posted interest.
Rather, the proposal is designed to encourage OTP Holders to utilize
the Exchange as a primary trading venue (if they have not done so
previously) for both Customer posted interest and liquidity-taking
interest from Professional Customers and Non-Customers. To the extent
that the proposed change attracts more Customer interest, including
posted and liquidity-taking interest to the Exchange, this increased
order flow would continue to make the Exchange a more competitive venue
for 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
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.'' \14\
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\14\ See Reg NMS Adopting Release, supra note 11, at 37499.
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Intramarket Competition. The proposed change is designed to attract
additional order flow (particularly Customer posted interest and
Professional Customer and Non-Customer liquidity-taking interest) to
the Exchange. The Exchange believes that the proposed modification to
Non-Penny Tier F and the new Take Fee Discount would incent OTP Holders
to direct their Customer order flow and their take liquidity order flow
from other market participants to the Exchange. Greater liquidity
benefits all market participants on the Exchange and increased Customer
order flow and Professional Customer and Non-Customer liquidity-taking
interest would increase opportunities for execution of other trading
interest. The proposed modifications to Non-Penny Tier F and the new
Take Fee Discount would be available to all similarly-situated market
participants that execute electronic Customer posted interest and
Professional Customer and Non-Customer liquidity-taking interest, and,
as such, the proposed change would not impose a disparate burden on
competition among market participants on the Exchange.
Intermarket Competition. The Exchange operates in a highly
competitive market in which market participants can readily favor one
of the 16 competing option exchanges if they deem fee levels at a
particular venue to be excessive. In such an environment, the Exchange
must continually adjust its
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fees to remain competitive with other exchanges and to attract order
flow to the Exchange. 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, currently no exchange possesses
significant pricing power in the execution of multiply-listed equity &
ETF options order flow. More specifically, in May 2021, 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 12.
\16\ Based on OCC data for monthly volume of equity-based
options and monthly volume of ETF-based options, see id., the
Exchange's market share in equity-based options decreased from
11.17% for the month of May 2020 to 9.28% for the month of May 2021.
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The Exchange believes that the proposed rule change reflects this
competitive environment because it modifies the Exchange's fees and
credits in a manner that is competitive and designed to incent OTP
Holders to direct trading interest (particularly Customer posted
interest and Professional Customer and Non-Customer liquidity-taking
interest) to the Exchange, to provide liquidity and to attract order
flow. To the extent that this purpose is achieved, all the Exchange's
market participants should benefit from the improved market quality and
increased opportunities for price improvement.
The Exchange believes that the proposed change could promote
competition between the Exchange and other execution venues as OTP
Holders (and their affiliates) may direct their order flow to any of
the 16 options exchanges, including those that offer similar pricing
incentives and discounts. The Exchange also believes that the proposed
change is designed to provide the public and investors with a Fee
Schedule that is clear and consistent, thereby reducing burdens on the
marketplace and facilitating investor protection.
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) \17\ of the Act and subparagraph (f)(2) of Rule
19b-4 \18\ thereunder, because it establishes a due, fee, or other
charge imposed by the Exchange.
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\17\ 15 U.S.C. 78s(b)(3)(A).
\18\ 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) \19\ of the Act to determine whether the proposed
rule change should be approved or disapproved.
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\19\ 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
<bullet> Use the Commission's internet comment form (<a href="http://www.sec.gov/rules/sro.shtml">http://www.sec.gov/rules/sro.shtml</a>); or
<bullet> Send an email to <a href="/cdn-cgi/l/email-protection#e496918881c9878b8989818a9097a4978187ca838b92"><span class="__cf_email__" data-cfemail="82f0f7eee7afe1edefefe7ecf6f1c2f1e7e1ace5edf4">[email protected]</span></a>. Please include
File Number SR-NYSEArca-2021-58 on the subject line.
Paper Comments
<bullet> 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-2021-58. 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 (<a href="http://www.sec.gov/rules/sro.shtml">http://www.sec.gov/rules/sro.shtml</a>).
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-NYSEArca-2021-58, and should be
submitted on or before August 3, 2021.
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\20\ 17 CFR 200.30-3(a)(12).
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\20\
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021-14794 Filed 7-12-21; 8:45 am]
BILLING CODE 8011-01-P
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