Notice2025-10451
Self-Regulatory Organizations; Cboe BZX Exchange, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Amend the Fees Applicable to Securities Listed on the Exchange, Which Are Set Forth in BZX Rule 14.13
Primary source
Metadata and text below are from the Federal Register, a public-domain U.S. government work. Always verify the official published version before relying on it for any legal matter.
Published
June 10, 2025
Issuing agencies
Securities and Exchange Commission
Full Text
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<title>Federal Register, Volume 90 Issue 110 (Tuesday, June 10, 2025)</title>
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[Federal Register Volume 90, Number 110 (Tuesday, June 10, 2025)]
[Notices]
[Pages 24455-24456]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2025-10451]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-103191; File No. SR-CboeBZX-2025-074]
Self-Regulatory Organizations; Cboe BZX Exchange, Inc.; Notice of
Filing and Immediate Effectiveness of a Proposed Rule Change To Amend
the Fees Applicable to Securities Listed on the Exchange, Which Are Set
Forth in BZX Rule 14.13
June 4, 2025.
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 June 2, 2025, Cboe BZX Exchange, Inc. (``BZX'' or the ``Exchange'')
filed with the Securities and Exchange Commission (``Commission'') a
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
Cboe BZX Exchange, Inc. is filing with the Securities and Exchange
Commission (``Commission'' or ``SEC'') a proposed rule change to amend
the fees applicable to securities listed on the Exchange, which are set
forth in BZX Rule 14.13. Specifically, the Exchange proposes to adopt
an entry fee and annual fee applicable to Closed-End Funds listed on
the Exchange. The text of the proposed rule change is provided in
Exhibit 5.
The text of the proposed rule change is also available on the
Exchange's website (<a href="http://markets.cboe.com/us/equities/regulation/rule_filings/BZX/">http://markets.cboe.com/us/equities/regulation/rule_filings/BZX/</a>), at the Exchange's Office of the Secretary, 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
On August 30, 2011, the Exchange received approval of rules
applicable to the qualification, listing, and delisting of companies on
the Exchange.\3\ Closed-end management investment companies registered
under the Investment Company Act of 1940 (``Closed-End Funds'') are
listed on the Exchange pursuant to Rule 14.8, which provides for the
general listing requirements for Tier I securities. While the Exchange
currently has in place listing fees for Tier I securities on the
Exchange, the Exchange now proposes to adopt specified pricing under
Rule 14.13, entitled ``Company Listing Fees'', for Closed-End Funds
listed on the Exchange.
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\3\ See Securities Exchange Act Release No. 65225 (August 30,
2011), 76 FR 55148 (September 6, 2011).
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First, the Exchange proposes to amend Rule 14.13(b)(1)(A)(iii) to
provide that the application fees set forth in Rule 14.13(b)(1)(A)(i)
and (ii) shall not be applicable to Closed-End Funds. Therefore, as
proposed Rule 14.13(b)(1)(A)(iii) would state that the fees described
in this Rule 14.13(b)(1)(A)(i) and (ii) shall not be applicable to
Closed-End Funds, as defined in Rule 14.8(a), or Additional Listings,
as described in Rule 14.13(b)(1)(B)(iv).
Next, the Exchange proposes to amend Rule 14.13(b)(1)(B) to provide
for entry fees applicable to Closed-End Funds. Specifically, the
Exchange proposes to adopt Rule 14.13(b)(1)(B)(vi) which would provide
that the issuer of each class of securities (not otherwise identified
in this Rule) that is a domestic or foreign issue listed on the
Exchange as a Closed-End Fund shall pay to the Exchange an entry fee of
$10,000 per Closed-End Fund.\4\ The Exchange also proposes to adopt an
``Additional Listings'' entry fee specific to Closed-End Funds.
Accordingly, the Exchange proposes to provide the Additional Listings
fee applicable to Tier I and Tier II securities listed on the Exchange
under proposed Rule 14.13(b)(1)(B)(iv)(a) with no substantive change.
The Exchange proposes to adopt Rule 14.13(b)(1)(B)(iv)(b) which would
provide that the issuer of each class of securities (not otherwise
identified in this Rule) that is a domestic or foreign issue listed on
the Exchange as a Closed-End Fund shall pay an entry fee of $2,500 per
Additional Listing.
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\4\ The Exchange proposes no change to Exchange Rule
14.13(b)(1)(D), which would continue to apply to Closed-End Funds
listed on the Exchange. Exchange Rule 14.13(b)(1)(D) states: The
fees described in this Rule 14.13(b)(1) shall not be applicable with
respect to any securities that: (i) are listed on another national
securities exchange but not listed on the Exchange, if the issuer of
such securities transfers their listing exclusively to the Exchange;
(ii) are listed on another national securities exchange and the
Exchange, if the issuer of such securities ceases to maintain their
listing on the other exchange and the securities instead are
designated as national market system securities under Rule 14.3(d);
or (iii) are listed on another national securities exchange but not
listed on the Exchange, if the issuer of such securities is acquired
by an unlisted company and, in connection with the acquisition, the
unlisted company lists exclusively on the Exchange.
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Last, the Exchange proposes to amend Rule 14.13(b)(2) to provide
for annual fees applicable to Closed-End Funds. Specifically, the
Exchange proposes to adopt Rule 14.13(b)(2)(L) which would provide that
the issuer of each class of securities (not otherwise identified in
this Rule) that is a domestic or foreign issue listed on the Exchange
as a Closed-End Fund shall pay to the Exchange an annual fee of
$12,500. Upon initial listing on the Exchange, the annual fee will be
prorated based on the number of trading days remaining in the year. The
Exchange also proposes to adopt Rule 14.13(b)(2)(M) which would provide
that the issuer of each class of securities (not otherwise identified
in this Rule) that is a domestic or foreign issue listed on the
Exchange as an Additional Listing of a Closed-End Fund shall pay to the
Exchange an annual fee of $2,500 per Additional Listing. Upon initial
listing on the Exchange, the annual fee applicable to such Additional
Listing will be prorated based on the number of trading days remaining
in the year.
2. Statutory Basis
The Exchange believes the proposed rule change is consistent with
the Act and the rules and regulations thereunder applicable to the
Exchange and, in particular, the requirements of
[[Page 24456]]
Section 6(b) of the Act.\5\ Specifically, the Exchange believes the
proposed rule change is consistent with the Section 6(b)(5) \6\
requirement that the rules of an exchange not be designed to permit
unfair discrimination between customers, issuers, brokers, or dealers
as well as Section 6(b)(4) \7\ 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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\5\ 15 U.S.C. 78f(b).
\6\ 15 U.S.C. 78f(b)(5).
\7\ 15 U.S.C. 78f(b)(4).
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The Exchange believes that the proposed amendments to Rules
14.13(b)(1) and (2) that would apply no application fee and implement
entry fees and annual fees specifically for Closed-End Funds on the
Exchange is a reasonable, fair and equitable, and not unfairly
discriminatory allocation of fees and other charges because it would
apply equally for all issuers and all Closed-End Funds. As discussed
above, Closed-End Funds are listed on the Exchange pursuant to Exchange
Rule 14.8 and are currently subject to the fees applicable Tier I
securities provided under Exchange Rule 14.13. Accordingly, the current
applicable application fee for new Closed-End Fund listing on the
Exchange ranges from $25,000 up to $50,000, the entry fee is $100,000
less the application fee, the Additional Listing fee is $10,000 per
additional listing, and the annual fee is $35,000. Therefore, the
proposed fees specifically applicable to Closed-End Funds are
significantly less than the existing applicable fees. Furthermore, the
proposed fees applicable to Closed-End Funds are significantly less
than applicable fees on another exchange.\8\
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\8\ See New York Stock Exchange (``NYSE'') Schedule of Fees and
Charges for Exchange Services as of January 10, 2024 at Microsoft
Word--NYSE Arca E listing fees 1-10-24.docx.
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The marketplace for listings is extremely competitive and there are
several other national securities exchanges that offer Closed-End Fund
listings. Transfers between listing venues occur frequently for
numerous reasons, including listing fees. The proposed rule change
reflects a competitive pricing structure, which the Exchange believes
will enhance competition both among Closed-End Fund issuers and listing
venues, to the benefit of investors.
Based on the foregoing, the Exchange believes that the proposed
rule changes are consistent with the Act.
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 that is not necessary or appropriate
in furtherance of the purposes of the Act. The Exchange believes the
proposed fee does not burden competition, but instead, enhances
competition, as it is intended to reduce the cost of listing Closed-End
Funds on the Exchange in order to better compete. As such, the proposal
is a competitive proposal designed to enhance pricing competition among
listing venues and implement pricing for rule filings that better
reflects the revenue and expenses associated with listing Closed-End
Funds on the Exchange. The Exchange does not believe the proposed
amendment would burden intramarket competition as the proposed fee
would be assessed to all issuers of Closed-End Funds uniformly.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
The Exchange neither solicited nor received comments on the
proposed rule change.
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 \9\ and paragraph (f) of Rule 19b-4 \10\
thereunder. 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 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 will institute proceedings to
determine whether the proposed rule change should be approved or
disapproved.
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\9\ 15 U.S.C. 78s(b)(3)(A).
\10\ 17 CFR 240.19b-4(f).
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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="https://www.sec.gov/rules/sro.shtml">https://www.sec.gov/rules/sro.shtml</a>); or
<bullet> Send an email to <a href="/cdn-cgi/l/email-protection#b7c5c2dbd29ad4d8dadad2d9c3c4f7c4d2d499d0d8c1"><span class="__cf_email__" data-cfemail="fa888f969fd7999597979f948e89ba899f99d49d958c">[email protected]</span></a>. Please include
file number SR-CboeBZX-2025-074 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-CboeBZX-2025-074. 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="https://www.sec.gov/rules/sro.shtml">https://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
a.m. and 3 p.m. Copies of the filing also will be available for
inspection and copying at the principal office of the Exchange. Do not
include personal identifiable information in submissions; you should
submit only information that you wish to make available publicly. We
may redact in part or withhold entirely from publication submitted
material that is obscene or subject to copyright protection. All
submissions should refer to file number SR-CboeBZX-2025-074 and should
be submitted on or before July 1, 2025.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\11\
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\11\ 17 CFR 200.30-3(a)(12).
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Stephanie Fouse,
Assistant Secretary.
[FR Doc. 2025-10451 Filed 6-9-25; 8:45 am]
BILLING CODE 8011-01-P
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