Notice2025-22400
Self-Regulatory Organizations; NYSE American LLC; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Modify the NYSE American Options Fee Schedule To Amend the Qualifying Criteria for Initiating Participant Credits for Single-Leg CUBE Auctions
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
December 10, 2025
Issuing agencies
Securities and Exchange Commission
Full Text
<html>
<head>
<title>Federal Register, Volume 90 Issue 235 (Wednesday, December 10, 2025)</title>
</head>
<body><pre>
[Federal Register Volume 90, Number 235 (Wednesday, December 10, 2025)]
[Notices]
[Pages 57244-57246]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2025-22400]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-104332; File No. SR-NYSEAMER-2025-69]
Self-Regulatory Organizations; NYSE American LLC; Notice of
Filing and Immediate Effectiveness of a Proposed Rule Change To Modify
the NYSE American Options Fee Schedule To Amend the Qualifying Criteria
for Initiating Participant Credits for Single-Leg CUBE Auctions
December 5, 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 December 1, 2025, NYSE American LLC (``NYSE American'' 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.
---------------------------------------------------------------------------
\1\ 15 U.S.C. 78s(b)(1).
\2\ 15 U.S.C. 78a.
\3\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------
I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange proposes to amend the NYSE American Options Fee
Schedule (``Fee Schedule'') to amend the qualifying criteria for
Initiating Participant Credits for single-leg CUBE Auctions. The
Exchange proposes to implement the fee change effective December 1,
2025. 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.
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 modify the Fee Schedule to amend
the qualifying criteria for Initiating Participant Credits for single-
leg Customer Best Execution (``CUBE'') Auctions.\4\
---------------------------------------------------------------------------
\4\ See generally Rules 971.1NYP and 971.2NYP and Commentaries
.04 (describing the CUBE Auction, which is an electronic crossing
mechanism for single-leg, complex, and AON orders with a price
improvement auction on the Exchange).
---------------------------------------------------------------------------
The Exchange offers certain Initiating Participant Credits to ATP
Holders that submit CUBE Orders to its CUBE Auctions.\5\ Currently, for
a single-leg CUBE Auction, ATP Holders receive Initiating Participant
Credits of $0.26 per contract for Penny Issues and $0.65 per contract
for Non-Penny Issues. In addition, ATP Holders that execute at least
0.40% of TCADV \6\ in Electronic Customer Complex Orders or at least
0.40% of TCADV in monthly Initiating Complex CUBE Orders (inclusive of
AON Complex CUBE Orders) are eligible for enhanced Initiating
Participant Credits of $0.30 per contract for Penny Issues and $0.70
per contract for Non-Penny Issues.\7\
---------------------------------------------------------------------------
\5\ See Fee Schedule, Section I.G (CUBE Auction Fees & Credits)
(describing pricing and incentives for each of the Single-Leg CUBE
Auction, the Complex CUBE Auction, and the AON CUBE Auction).
\6\ ``TCADV'' refers to Total Industry Customer equity and ETF
option average daily volume. See Fee Schedule, KEY TERMS and
DEFINITIONS.
\7\ Initiating Participant Credits are payable to the Initiating
Participant for each contract in a Contra Order paired with a CUBE
Order that does not trade with the CUBE Order because it is replaced
in the auction. See Fee Schedule, Section I.G (CUBE Auction Fees &
Credits).
---------------------------------------------------------------------------
The Exchange proposes to amend the qualifying criteria for these
enhanced Initiating Participant Credits to provide that an ATP Holder
may earn such credits by executing at least 0.30% of TCADV in
Electronic Customer Complex Orders or at least 0.40% of TCADV in
monthly Initiating Complex CUBE Orders (inclusive of AON Complex CUBE
Orders). The proposed change, which would reduce the TCADV requirement
in Electronic Customer Complex Orders, is designed to continue to
encourage ATP Holders to utilize single-leg CUBE Auctions and to
continue to direct their Electronic Customer Complex order flow to the
Exchange. To the extent that the proposed change continues to encourage
ATP Holders to initiate CUBE Auctions on the Exchange, all market
participants stand to benefit from increased liquidity and
opportunities for price improvement. Increased order flow promotes
market depth, facilitates tighter spreads and enhances price discovery,
which enhances market quality for all participants.
2. Statutory Basis
The Exchange believes that the proposed rule change is consistent
with Section 6(b) of the Act,\8\ in general, and furthers the
objectives of Sections 6(b)(4) and (5) of the Act,\9\ 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.
---------------------------------------------------------------------------
\8\ 15 U.S.C. 78f(b).
\9\ 15 U.S.C. 78f(b)(4) and (5).
---------------------------------------------------------------------------
The proposed change to the Fee Schedule 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
[[Page 57245]]
transaction services 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.'' \10\
---------------------------------------------------------------------------
\10\ See Securities Exchange Act Release No. 51808 (June 9,
2005), 70 FR 37496, 37499 (June 29, 2005) (S7-10-04) (``Reg NMS
Adopting Release'').
---------------------------------------------------------------------------
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.\11\ Therefore, currently no exchange possesses significant
pricing power in the execution of multiply-listed equity and ETF
options order flow. More specifically, in September 2025, the Exchange
had 8.89% market share of executed volume of multiply-listed equity and
ETF options trades.\12\ 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.
---------------------------------------------------------------------------
\11\ 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>.
\12\ Based on a compilation of OCC data for monthly volume of
equity-based options and monthly volume of equity-based ETF options,
see id., the Exchanges market share in equity-based options
increased from 7.64% for the month of September 2024 to 8.89% for
the month of September 2025.
---------------------------------------------------------------------------
In response to these competitive forces and as discussed herein,
the Exchange has established various pricing incentives regarding its
CUBE Auctions, including base and enhanced Initiating Participant
Credits that are designed to encourage ATP Holders to utilize single-
leg CUBE Auctions and to direct increased volume to the Exchange.
The Exchange believes that the proposed change to the qualifying
criteria for an enhanced Initiating Participant Credit for single-leg
CUBE Auctions is reasonable, equitable, and not unfairly
discriminatory. The proposed change is designed to continue to
encourage ATP Holders to execute Electronic Customer Complex Orders and
participate in single-leg CUBE Auctions and, by lowering the required
TCADV in Electronic Customer Complex Orders to earn an enhanced
Initiating Participant Credit for single-leg CUBE Auctions, could make
such credits more attainable for ATP Holders. To the extent the
proposed change continues to encourage ATP Holders to direct Electronic
Customer Complex volume to the Exchange and/or participate in single-
leg CUBE Auctions, any resulting increased liquidity would promote
market depth and enhance market quality to the benefit of all market
participants.
The Exchange believes that the proposal represents an equitable
allocation of credits and is not unfairly discriminatory because the
proposal is based on the amount and type of business transacted on the
Exchange. ATP Holders are not obligated to participate in CUBE Auctions
or to attempt to achieve the proposed enhanced Initiating Participant
credit. In addition, the proposed change will apply equally to all
similarly-situated ATP Holders.
To the extent that the proposed changes [sic] attract more
executions 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 changes [sic] would improve
market quality for all market participants on the Exchange and 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.
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 [sic] would continue to 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 changes [sic] further 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.'' \13\
---------------------------------------------------------------------------
\13\ See Reg NMS Adopting Release, supra note 10, at 37499.
---------------------------------------------------------------------------
Intramarket Competition. The Exchange believes that the proposed
change to amend the eligibility criteria for existing Initiating
Participant Credits does not impose any burden on intramarket
competition that is not necessary or appropriate in furtherance of the
purposes of the Act. The proposed changes [sic] apply equally to all
similarly-situated ATP Holders. Further, the proposal is based on the
amount and type of business transacted on the Exchange and ATP Holders
are not obligated to participate in CUBE Auctions. The Exchange does
not believe that the proposed changes [sic] will adversely impact any
ATP Holder's ability to qualify for existing pricing incentives related
to initiating CUBE Auctions and could instead facilitate ATP Holders'
ability to earn enhanced Initiating Participant Credits for single-leg
CUBE Auctions. This proposal is designed to encourage participants to
utilize the Exchange as a primary trading venue (if they have not done
so previously), particularly with respect to initiating CUBE Auctions.
Accordingly, the Exchange believes this proposal would help promote
competition by providing incentives for market participants to continue
to submit Electronic Customer Complex volume on the Exchange and to
continue to participate in single-leg CUBE Auctions on the Exchange,
thereby providing for increased opportunities for Customers to receive
additional price improvement and access greater liquidity.
Intermarket Competition. The Exchange operates in a highly
competitive market in which market participants can readily favor one
of the other 17 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 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
[[Page 57246]]
single exchange has more than 16% of the market share of executed
volume of multiply-listed equity and ETF options trades.\14\ Therefore,
currently no exchange possesses significant pricing power in the
execution of multiply-listed equity and ETF options order flow. More
specifically, in September 2025, the Exchange had 8.89% market share of
executed volume of multiply-listed equity and ETF options trades.\15\
---------------------------------------------------------------------------
\14\ 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>.
\15\ Based on a compilation of OCC data for monthly volume of
equity-based options and monthly volume of equity-based ETF options,
see id., the Exchanges market share in equity-based options
increased from 7.64% for the month of September 2024 to 8.89% for
the month of September 2025.
---------------------------------------------------------------------------
The Exchange believes that the proposed rule change reflects this
competitive environment as it is designed to encourage ATP Holders to
direct trading interest (in particular, single-leg CUBE Auction and
Electronic Customer Complex order flow) 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.
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) \16\ of the Act and subparagraph (f)(2) of Rule
19b-4 \17\ thereunder, because it establishes a due, fee, or other
charge imposed by the Exchange.
---------------------------------------------------------------------------
\16\ 15 U.S.C. 78s(b)(3)(A).
\17\ 17 CFR 240.19b-4(f)(2).
---------------------------------------------------------------------------
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) \18\ of the Act to determine whether the proposed
rule change should be approved or disapproved.
---------------------------------------------------------------------------
\18\ 15 U.S.C. 78s(b)(2)(B).
---------------------------------------------------------------------------
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#1f6d6a737a327c7072727a716b6c5f6c7a7c31787069"><span class="__cf_email__" data-cfemail="ddafa8b1b8f0beb2b0b0b8b3a9ae9daeb8bef3bab2ab">[email protected]</span></a>. Please include
file number SR-NYSEAMER-2025-69 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-NYSEAMER-2025-69. 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-NYSEAMER-2025-69 and should be submitted
on or before December 31, 2025.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\19\
---------------------------------------------------------------------------
\19\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2025-22400 Filed 12-9-25; 8:45 am]
BILLING CODE 8011-01-P
</pre><script data-cfasync="false" src="/cdn-cgi/scripts/5c5dd728/cloudflare-static/email-decode.min.js"></script></body>
</html>Indexed from Federal Register on December 10, 2025.
This is legal information, not legal advice. Laws vary by jurisdiction and change frequently. Always verify current law with official sources and consult a licensed attorney in your jurisdiction for advice on your specific situation.