Notice2022-27377
Self-Regulatory Organizations; Nasdaq GEMX, LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend FINRA Fees
Primary source
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Published
December 19, 2022
Issuing agencies
Securities and Exchange Commission
Full Text
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<title>Federal Register, Volume 87 Issue 242 (Monday, December 19, 2022)</title>
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[Federal Register Volume 87, Number 242 (Monday, December 19, 2022)]
[Notices]
[Pages 77660-77662]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2022-27377]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-96481; File No. SR-GEMX-2022-12]
Self-Regulatory Organizations; Nasdaq GEMX, LLC; Notice of Filing
and Immediate Effectiveness of Proposed Rule Change To Amend FINRA Fees
December 13, 2022.
Pursuant to section 19(b)(1) of the Securities Exchange Act of 1934
(``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that
on December 7, 2022, Nasdaq GEMX, LLC (``GEMX'' or ``Exchange'') filed
with the Securities and Exchange Commission (``SEC'' or ``Commission'')
the proposed rule change as described in Items I, II, and III, below,
which Items have been prepared by the Exchange. 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 GEMX's Pricing Schedule at Options
7, Section 5, Legal & Regulatory, to reflect adjustments to FINRA
Registration Fees and Fingerprinting Fees.
While the changes proposed herein are effective upon filing, the
Exchange has designated the additional processing of each initial or
amended Form U4, Form U5 or Form BD and electronic Fingerprint
Processing Fees to become operative on January 2, 2023. Additionally,
the Exchange designates that the FINRA Annual System Processing Fee
Assessed only during Renewals become operative on January 2, 2024.\3\
The amendments to the paper Fingerprint Fees are immediately effective.
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\3\ See Securities Exchange Act Release No. 90176 (October 14,
2020), 85 FR 66592 (October 20, 2020) (SR-FINRA-2020-032) (Notice of
Filing and Immediate Effectiveness of a Proposed Rule Change To
Adjust FINRA Fees To Provide Sustainable Funding for FINRA's
Regulatory Mission).
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The text of the proposed rule change is available on the Exchange's
website at <a href="https://listingcenter.nasdaq.com/rulebook/gemx/rules">https://listingcenter.nasdaq.com/rulebook/gemx/rules</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 Exchange included statements
concerning the purpose of and basis for the proposed rule change and
discussed any comments it received on the proposed rule change. The
text of these statements may be examined at the places specified in
Item IV below. The Exchange has prepared summaries, set forth in
sections A, B, and C below, of the most significant aspects of such
statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
1. Purpose
This proposal amends Options 7, Section 5, Legal & Regulatory, to
reflect adjustments to FINRA Registration Fees and Fingerprinting
Fees.\4\ The FINRA fees are collected and retained by FINRA via Web CRD
for the registration of employees of GEMX Members that are not FINRA
members (``Non-FINRA members''). The Exchange is merely listing these
fees on its Pricing Schedule. The Exchange does not collect or retain
these fees.
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\4\ FINRA operates Web CRD, the central licensing and
registration system for the U.S. securities industry. FINRA uses Web
CRD to maintain the qualification, employment and disciplinary
histories of registered associated persons of broker-dealers.
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The Exchange proposes to amend: (1) the $110 fee for the additional
processing of each initial or amended Form U4, Form U5 or Form BD that
includes the initial reporting, amendment, or certification or one or
more disclosure events or proceedings to $155; (2) the $45 FINRA Annual
System Processing Fee Assessed only during Renewals to $70; and (3) the
$15 Second Submission (Electronic) Fingerprint Processing Fee to $20.
Each of these fees are listed within GEMX Options 7, Section 5. These
amendments are being made in accordance with a FINRA rule change to
adjust to its fees.\5\
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\5\ See note 4. FINRA noted in its rule change that it was
adjusting its fees to provide sustainable funding for FINRA's
regulatory mission.
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The Exchange also proposes to amend the following Fingerprint Fees:
(1) the $29.50 Initial Submission (Electronic) fee to $31.25; \6\ (2)
the $44.50 Initial Submission (Paper) fee to $41.25; \7\ (3) the $29.50
Third Submission (Electronic) fee to $31.25; \8\ and (4) the $44.50
Third Submission (Paper) fee to $41.25.\9\ Specifically, today, the FBI
fingerprint charge is $11.25 \10\ and the FINRA electronic Fingerprint
Fee will increase from $15 to $20 in 2023.\11\ While FINRA did not
amend the paper Fingerprint Fee, previously the FBI Fee was reduced
from $14.50 to $11.25.\12\ The paper Fingerprint Fees are not currently
reflecting the amount assessed by FINRA. The amendment to the paper
Fingerprint Fees will conform these fees with those of FINRA.
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\6\ This fee includes a $20.00 FINRA fee and $11.25 FBI fee).
See <a href="https://www.finra.org/registration-exams-ce/classic-crd/fingerprints/fingerprint-fees">https://www.finra.org/registration-exams-ce/classic-crd/fingerprints/fingerprint-fees</a>.
\7\ This fee includes a $30 FINRA Fee and a $11.25 FBI Fee. See
<a href="https://www.finra.org/registration-exams-ce/classic-crd/fingerprints/fingerprint-fees">https://www.finra.org/registration-exams-ce/classic-crd/fingerprints/fingerprint-fees</a>.
\8\ This fee includes a $20.00 FINRA fee and $11.25 FBI fee).
See <a href="https://www.finra.org/registration-exams-ce/classic-crd/fingerprints/fingerprint-fees">https://www.finra.org/registration-exams-ce/classic-crd/fingerprints/fingerprint-fees</a>.
\9\ This fee includes a $30 FINRA Fee and a $11.25 FBI Fee. See
<a href="https://www.finra.org/registration-exams-ce/classic-crd/fingerprints/fingerprint-fees">https://www.finra.org/registration-exams-ce/classic-crd/fingerprints/fingerprint-fees</a>.
\10\ See Securities Exchange Act Release No. 67247 (June 25,
2012) 77 FR 38866 (June 29, 2012) (SR-FINRA-2012-030) (Notice of
Filing and Immediate Effectiveness of Proposed Rule Change To Amend
Sections 4 and 6 of Schedule A to the FINRA By-Laws Regarding Fees
Relating to the Central Registration Depository) (``2012 Rule
Change'')
\11\ See note 4.
\12\ See 2012 Rule Change at note 6. The FBI does not charge its
fee on a second fingerprint transaction when it identifies the first
set of fingerprints as illegible for the same individual.
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The FINRA Web CRD Fees are user-based and there is no distinction
in the cost incurred by FINRA if the user is a FINRA member or a Non-
FINRA member. Accordingly, the proposed fees mirror those currently
assessed by FINRA.
2. Statutory Basis
The Exchange believes that its proposal is consistent with section
6(b)
[[Page 77661]]
of the Act,\13\ in general, and furthers the objectives of sections
6(b)(4) and 6(b)(5) of the Act,\14\ in particular, in that it provides
for the equitable allocation of reasonable dues, fees and other charges
among members and issuers and other persons using any facility, and is
not designed to permit unfair discrimination between customers,
issuers, brokers, or dealers.
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\13\ 15 U.S.C. 78f(b).
\14\ 15 U.S.C. 78f(b)(4) and (5).
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The Exchange believes it is reasonable to increase: (1) the $110
fee for the additional processing of each initial or amended Form U4,
Form U5 or Form BD that includes the initial reporting, amendment, or
certification or one or more disclosure events or proceedings to $155;
(2) the $45 FINRA Annual System Processing Fee Assessed only during
Renewals to $70; and (3) the electronic Fingerprint Fees from $15 to
$20 in accordance with an adjustment to FINRA's fees \15\ because the
proposed fees are identical to those adopted by FINRA for use of Web
CRD for disclosure and the registration of FINRA members and their
associated persons.
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\15\ The $20 FINRA Fee is in addition to the $11.25 FBI Fee
except for the second fingerprint transaction.
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These costs are borne by FINRA when a Non-FINRA member uses Web
CRD. The Exchange's rule text will reflect the current registration and
electronic fingerprint rates that will be assessed by FINRA as of
January 2, 2023 for the additional processing of each initial or
amended Form U4, Form U5 or Form BD and Second Submission (Electronic)
Fingerprint Processing Fee and the registration rates that will be
assessed by FINRA as of January 2, 2024 for the FINRA Annual System
Processing Fee Assessed only during Renewals.\16\
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\16\ See note 4.
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The Exchange believes it is reasonable to correct the paper
Fingerprint Fees to reflect the reduced FBI Fee of $11.25.\17\ The
amendments to the paper Fingerprint Fees will provide all GEMX Members
with the correct Fingerprint Fees.
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\17\ See 2012 Rule Change at note 6. The FBI does not charge its
fee on a second fingerprint transaction when it identifies the first
set of fingerprints as illegible for the same individual.
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The Exchange believes it is equitable and not unfairly
discriminatory to increase: (1) the $110 fee for the additional
processing of each initial or amended Form U4, Form U5 or Form BD that
includes the initial reporting, amendment, or certification or one or
more disclosure events or proceedings to $155; (2) the $45 FINRA Annual
System Processing Fee Assessed only during Renewals to $70; and (3) the
electronic Fingerprint Fees from $15 to $20 in accordance with an
adjustment to FINRA's fees \18\ because the Exchange will not be
collecting or retaining these fees, therefore, the Exchange will not be
in a position to apply them in an inequitable or unfairly
discriminatory manner. Similarly, the Exchange believes it is equitable
and not unfairly discriminatory to correct the paper Fingerprint Fees
to reflect the reduced FBI Fee of $11.25 \19\ because the Exchange will
not be collecting or retaining these fees, therefore, the Exchange will
not be in a position to apply them in an inequitable or unfairly
discriminatory manner.
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\18\ The $20 FINRA Fee is in addition to the $11.25 FBI Fee
except for the second fingerprint transaction.
\19\ See 2012 Rule Change at note 6. The FBI does not charge its
fee on a second fingerprint transaction when it identifies the first
set of fingerprints as illegible for the same individual.
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B. Self-Regulatory Organization's Statement on Burden on Competition
The Exchange does not believe that the proposed rule change will
impose any burden on competition not necessary or appropriate in
furtherance of the purposes of the Act.
The Exchange believes that its proposal to increase: (1) the $110
fee for the additional processing of each initial or amended Form U4,
Form U5 or Form BD that includes the initial reporting, amendment, or
certification or one or more disclosure events or proceedings to $155;
(2) the $45 FINRA Annual System Processing Fee Assessed only during
Renewals to $70; and (3) the electronic Fingerprint Fees from $15 to
$20 in accordance with an adjustment to FINRA's fees \20\ does not
impose an undue burden on competition because the Exchange will not be
collecting or retaining these fees, therefore, the Exchange will not be
in a position to apply them in an inequitable or unfairly
discriminatory manner. The proposal will reflect the fees that will be
assessed by FINRA to all Members who register or require fingerprints
as of January 2, 2023 and January 2, 2024, respectively.
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\20\ The $20 FINRA Fee is in addition to the $11.25 FBI Fee
except for the second fingerprint transaction.
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Similarly, the Exchange believes it does not impose an undue burden
on competition to correct the paper Fingerprint Fees to reflect the
reduced FBI Fee of $11.25 because the Exchange will not be collecting
or retaining these fees, therefore, the Exchange will not be in a
position to apply them in an inequitable or unfairly discriminatory
manner.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
No written comments were either solicited or received.
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)(ii) of the Act.\21\
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\21\ 15 U.S.C. 78s(b)(3)(A)(ii).
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At any time within 60 days of the filing of the proposed rule
change, the Commission summarily may temporarily suspend such rule
change if it appears to the Commission that such action is: (i)
necessary or appropriate in the public interest; (ii) for the
protection of investors; or (iii) otherwise in furtherance of the
purposes of the Act. If the Commission takes such action, the
Commission shall institute proceedings to determine whether the
proposed rule should be approved or disapproved.
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#e99b9c858cc48a8684848c879d9aa99a8c8ac78e869f"><span class="__cf_email__" data-cfemail="3e4c4b525b135d5153535b504a4d7e4d5b5d10595148">[email protected]</span></a>. Please include
File Number SR-GEMX-2022-12 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-GEMX-2022-12. 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
[[Page 77662]]
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-GEMX-2022-12 and should be
submitted on or before January 9, 2023.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\22\
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\22\ 17 CFR 200.30-3(a)(12).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2022-27377 Filed 12-16-22; 8:45 am]
BILLING CODE 8011-01-P
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