Notice2025-21646
Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Modify the NYSE Arca Options Fee Schedule
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Published
December 1, 2025
Issuing agencies
Securities and Exchange Commission
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<title>Federal Register, Volume 90 Issue 228 (Monday, December 1, 2025)</title>
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[Federal Register Volume 90, Number 228 (Monday, December 1, 2025)]
[Notices]
[Pages 55192-55196]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2025-21646]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-104271; File No. SR-NYSEARCA-2025-80]
Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
and Immediate Effectiveness of a Proposed Rule Change To Modify the
NYSE Arca Options Fee Schedule
November 25, 2025.
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 November 24, 2025, 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 and II
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'') to amend certain pricing and incentives for Firm and
Broker Dealer transactions and to exempt Floor Brokers from Routing
Fees. The Exchange proposes to implement the fee change effective
November 24, 2025.\4\ The proposed rule change is available on the
Exchange's website at <a href="http://www.nyse.com">www.nyse.com</a> and at the principal office of the
Exchange.
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\4\ The Exchange previously filed to amend the Fee Schedule on
September 30, 2025 (SR-NYSEARCA-2025-76), for October 1, 2025
effectiveness, and withdrew such filing on November 24, 2025.
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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
[[Page 55193]]
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 modify the Fee Schedule as relates
to Firm and Broker Dealer transactions to (1) amend the per contract
fees and credits for electronic executions for posting (or ``liquidity
adding'' volume); (2) modify certain posting credit tiers for
executions in Penny Issues; and (3) eliminate the Firm and Broker
Incentive Program. In addition, the Exchange proposes to exempt Floor
Brokers from Routing Fees.
Firm and Broker Dealer Credits and Fees for Electronic Executions
Currently, the Exchange assesses certain per-contract credits and
fees for Firm and Broker Dealer electronic executions on Penny and non-
Penny Issues, respectively that are liquidity-adding,\5\ which pricing
the Exchange proposes to modify. First, the Exchange proposes to
increase the current per-contract credit for such executions in Penny
Issues for these participants from ($0.10) to ($0.28).
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\5\ See Fee Schedule, NYSE Arca OPTIONS: TRADE-RELATED CHARGES
FOR STANDARD OPTIONS, TRANSACTION FEE FOR MANUAL EXECUTIONS--PER
CONTRACT.
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In terms of electronic executions by Firms and Broker Dealers in
non-Penny Issues that are liquidity-adding, the Exchange proposes to
decrease the current per-contract fee for such executions from $0.50 to
$0.00. In other words, the Exchange proposes to no longer charge Firms
and Broker Dealers for their liquidity-adding electronic executions in
non-Penny Issues.
The Exchange believes these proposed changes, which increase per
contract credits and eliminate per contract fees for Firm and Broker
Dealer liquidity-adding electronic executions, will encourage these
participants to increase executions in liquidity-adding volumes, in all
Issues on the Exchange, which added liquidity benefits all market
participants and makes the Exchange a more attractive venue.
Firm and Broker Dealer Penny Posting Credit Tiers
Currently, the Exchange offers certain increased per-contract
credits for Firm and Broker Dealer electronic executions in Penny
Issues that are liquidity-adding.\6\ The Exchange proposes to modify
these Tiers as follows. First, the Exchange proposes to modify the
``Base'' credit from ($0.10) and ($0.28) to align with the proposed per
contract increase to this credit as described above. Second, the
Exchange proposes to eliminate Tier 1, which currently offers a per
contract credit of ($0.25) for Firm and Broker Dealer posted interest
in Penny Issues of at least 0.15% of TCADV because it has been rendered
obsolete given that it is lower than the proposed (increased) base rate
of ($0.28) for Firm and Broker Dealer liquidity adding volume. To
conform with the deletion of existing Tier 1, the Exchange proposes to
re-name current Tier 2 as Tier 1, which will add clarity, transparency,
and internal consistency to the Fee Schedule.
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\6\ See Fee Schedule, FIRM AND BROKER DEALER PENNY POSTING
CREDIT TIERS.
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Firm and Broker Dealer Incentive Program
The Exchange proposes to eliminate the Firm and Broker Incentive
Program, which is set forth in the table below.
Firm and Broker Dealer Incentive Program 8 15
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At least 0.30% ADV of U.S Equity Tape C Additional $0.03 Credit on Firm
Market Share Posted and Executed on and Broker Dealer Penny
NYSE Arca Tape C Equity Market. Posting Credit.
At least 0.85% of TCADV of posted Additional $0.05 Credit on Firm
interest in all issues across all and Broker Dealer Penny
account types, of which at least 0.60% Posting Credit
TCADV is from Firm and Broker Dealer
posted interest.
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OTP Holders and OTP Firms that qualify for Tier 1 or Tier 2 Firm and
Broker-Dealer Penny Posting Credit Tiers may earn the greater of the
alternative additional credits listed above..
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The Exchange is proposing to eliminate this Incentive Program
because it believes that the proposed changes to the credits and fees
for Firm and Broker Dealer liquidity-adding volume will act as
sufficient incentive for these participants. The Exchange therefore
propose to remove this Incentive Program as superfluous. In this
regard, the Exchange believes that the elimination of this Incentive
Program will streamline the Fee Schedule by reducing the number of
additional credits (based on various volume thresholds) available on
Firm and Broker posting volume, thus making the Fee Schedule easier to
navigate and comprehend.
Routing Change
The Exchange currently assesses market participants Routing Fees
applied to orders routed and executed on another exchange. The Exchange
proposes to modify the Fee Schedule to exempt Floor Brokers from
Routing Fees that they might incur when required to route orders away
from the Exchange to honor away market interest, in order to
incentivize them to increase (or maintain) their activity in open
outcry on the Exchange. To the extent that this incentive operates as
intended it will increase liquidity on the Trading Floor, which
benefits all market participants.
2. Statutory Basis
The Exchange believes that the proposed rule change is consistent
with Section 6(b) of the Act,\7\ in general, and furthers the
objectives of Sections 6(b)(4) and (5) of the Act,\8\ 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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\7\ 15 U.S.C. 78f(b).
\8\ 15 U.S.C. 78f(b)(4) and (5).
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The proposed change is reasonable, equitable, and not unfairly
discriminatory. As a threshold matter, the Exchange is subject to
significant competitive forces in the market for options securities
transaction services
[[Page 55194]]
that constrain its pricing determinations in that 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.'' \9\
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\9\ 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 18 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.\10\ Therefore, currently no exchange possesses significant
pricing power in the execution of multiply-listed equity and ETF
options order flow. More specifically, in August 2025, the Exchange had
9.87% market share of executed volume of multiply-listed equity and ETF
options trades.\11\ In such a low-concentrated and highly competitive
market, no single options exchange possesses significant pricing power
in the execution of option order flow. Within this environment, market
participants can freely and often do shift their order flow among the
Exchange and competing venues in response to changes in their
respective pricing schedules.
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\10\ 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>.
\11\ Based on a compilation of OCC data for monthly volume of
equity-based options and monthly volume of ETF-based options, see
id., the Exchange's market share in multiply-listed equity and ETF
options decreased from 14.62% in August 2024 to 9.87% for the month
of August 2025.
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Firm and Broker Dealer Credits and Fees for Electronic Executions
The Exchange believes the proposed changes to fees/credits for Firm
and Broker Dealer electronic executions are reasonable because the
Exchange is increasing the per-contract contract credits for liquidity-
adding executions in Penny Issues and reducing to zero the per-contract
fees for liquidity-adding executions in non-Penny issues. The Exchange
believes these proposed changes will encourage Firm and Broker Dealers
to increase (or direct) their electronic executions in liquidity-adding
volumes in all Issues on the Exchange, which added liquidity benefits
all market participants and makes the Exchange a more attractive venue.
The Exchange believes the proposed rule change is an equitable
allocation of its fees and is not unfairly discriminatory, as it
applies equally to all similarly-situated market participants on an
equal and non-discriminatory basis. The proposal is based on the type
of business transacted on the Exchange, and Firm and Broker Dealers are
not obligated to transact on the Exchange. Although the proposed change
would result in higher credits for Firms and Broker Dealers' liquidity-
adding executions, as compared to certain other categories of market
participants, the Exchange believes that it would promote a more
equitable allocation of fees and would not be unfairly discriminatory
because it would reduce the existing disparity among market
participants with respect to such credits.
Firm and Broker Dealer Penny Posting Credit Tiers
The Exchange believes the proposed conforming changes to modify the
``Base'' credit from ($0.10) and ($0.28) to align with the proposed
per-contract increase (as discussed above)--as well as the proposed
non-substantive change to rename existing Tier 2 to Tier 1--are
reasonable, equitable, and not unfairly discriminatory because they add
clarity, transparency, and internal consistency to the Fee Schedule.
The Exchange also believes its proposal to eliminate Tier 1 and the
associated per contract credit for Firm and Broker Dealer posted
interest in Penny Issues is reasonable because Tier 1 has been rendered
obsolete given that it is lower than the proposed (increased) base rate
of ($0.28) for Firm and Broker Dealer liquidity adding volume. The
Exchange believes the proposed rule change is an equitable allocation
of its fees and is not unfairly discriminatory, as it applies equally
to all similarly-situated market participants on an equal and non-
discriminatory basis.
Firm and Broker Dealer Incentive Program
The Exchange believes the proposal to eliminate this Incentive
Program is reasonable, equitable, and not unfairly discriminatory
because the Exchange believes this Incentive Program is unnecessary
given the Exchange's proposed enhancements to the credits and fees for
Firm and Broker Dealer liquidity-adding volume. The Exchange believes
these enhancements will act as sufficient incentive for these
participants. The Exchange also notes that the elimination of this
Incentive Program will streamline the Fee Schedule by reducing the
number of additional credits (based on various volume thresholds)
available on Firm and Broker posting volume, thus making the Fee
Schedule easier to navigate and comprehend.
The Exchange believes the proposed rule change is an equitable
allocation of its fees and is not unfairly discriminatory, as it
applies equally to all similarly-situated market participants on an
equal and non-discriminatory basis. The proposal is based on the type
of business transacted on the Exchange, and Firm and Broker Deales are
not obligated to transact on the Exchange.
Routing Change
The Exchange believes the proposal to exempt Floor Brokers from
Routing Fees is reasonable, equitable, and not unfairly discriminatory
because the Exchange believes that this change will incentivize Floor
Brokers to increase (or maintain) their activity in open outcry. The
proposed change would exempt Floor Brokers from fees that they
otherwise would incur when required to route orders away from the
Exchange to honor away market interest, thereby encouraging them to
continue to participate in open outcry trading without having to
account for such fees. To the extent that this incentive operates as
intended it will increase liquidity on the Trading Floor, which
benefits all market participants.
The Exchange believes the proposed rule change is an equitable
allocation of its fees and is not unfairly discriminatory, as it
applies equally to all similarly-situated market participants on an
equal and non-discriminatory basis. The Exchange notes that Floor
Brokers play a unique and important role in ensuring liquidity is
executed on the Trading Floor, which the Exchange believes justifies
exempting them from fees assessed to other market participants.
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. As a result, the Exchange believes that the
proposed change furthers the Commission's goal in adopting
[[Page 55195]]
Regulation NMS of fostering integrated competition among orders, which
promotes ``more efficient pricing of individual stocks for all types of
orders, large and small.'' \12\
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\12\ See Reg NMS Adopting Release, supra note 10, at 37499.
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Intramarket Competition. The proposed change to increase the
credits and decrease the fees on Firm and Broker Dealer electronic
executions in liquidity-adding volume are designed to continue to
promote the use of the Exchange as a primary trading venue, and,
specifically, to encourage liquidity-adding order flow. To the extent
that this purpose is achieved and Firms and Broker Dealers direct more
liquidity-adding volume to the Exchange, all the Exchange's market
participants should benefit from the continued market liquidity.
Enhanced market quality and increased transaction volume that results
from the increase in order flow directed to the Exchange will benefit
all market participants and improve competition on the Exchange.
Although Firms and Broker Dealers' liquidity-adding executions would
receive higher credits as compared to some other market participants,
as proposed, the Exchange believes that the proposed change would not
impose any burden on competition not necessary or appropriate in that
it would more closely align the credit amounts for which market
participants are eligible for such executions.
The Exchange believes the proposed elimination of certain
incentives for Firm and Broker Dealer posting volume, as described
herein, would not unduly impact intramarket competition because the
proposed changes apply equally to all similarly-situated market
participants on an equal and non-discriminatory basis and are based on
the type of business transacted on the Exchange, and Firm and Broker
Deales are not obligated to transact on the Exchange.
The Exchange believes the proposal to exempt Floor Brokers from
Routing Fees would not unduly impact intramarket because the change
applies equally to all similarly-situated market participants on an
equal and non-discriminatory basis. The Exchange notes that Floor
Brokers play a unique and important role in ensuring liquidity is
executed on the Trading Floor, which the Exchange believes justifies
exempting Floor Brokers from fees assessed to other market
participants.
Intermarket Competition. The Exchange operates in a highly
competitive market in which market participants can readily favor one
of the 17 other competing option exchanges if they deem fee levels at a
particular venue to be excessive.
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.\13\
Therefore, currently no exchange possesses significant pricing power in
the execution of multiply-listed equity and ETF options order flow.
More specifically, in August 2025, the Exchange had 9.87% market share
of executed volume of multiply-listed equity and ETF options
trades.\14\ As noted above, the proposed changes are intended to
incentivize Firms and Broker Dealers to direct additional liquidity-
adding executions to the Exchange and encourage Floor Brokers to engage
in open outcry trading on the Exchange. The Exchange believes the
proposed change could promote competition between the Exchange and
other execution venues, to the extent the proposed change achieves its
intended purpose in encouraging increased order flow to the Exchange,
and all market participants should benefit from increased market
quality on the Exchange.
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\13\ 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>.
\14\ Based on a compilation of OCC data for monthly volume of
equity-based options and monthly volume of ETF-based options, see
id., the Exchange's market share in multiply-listed equity and ETF
options decreased from 14.62% in August 2024 to 9.87% for the month
of August 2025.
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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) \15\ of the Act and subparagraph (f)(2) of Rule
19b-4 \16\ thereunder, because it establishes a due, fee, or other
charge imposed by the Exchange.
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\15\ 15 U.S.C. 78s(b)(3)(A).
\16\ 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) \17\ of the Act to determine whether the proposed
rule change should be approved or disapproved.
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\17\ 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="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#5022253c357d333f3d3d353e2423102335337e373f26"><span class="__cf_email__" data-cfemail="087a7d646d256b6765656d667c7b487b6d6b266f677e">[email protected]</span></a>. Please include
file number SR-NYSEARCA-2025-80 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-2025-80. 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 filing 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-NYSEARCA-2025-80 and
should be submitted on or before December 22, 2025.
[[Page 55196]]
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\18\
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\18\ 17 CFR 200.30-3(a)(12).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2025-21646 Filed 11-28-25; 8:45 am]
BILLING CODE 8011-01-P
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