Notice2025-24053
Self-Regulatory Organizations; Cboe C2 Exchange, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Establish Fees for Its Market Data Feeds
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Published
December 31, 2025
Issuing agencies
Securities and Exchange Commission
Full Text
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<title>Federal Register, Volume 90 Issue 247 (Wednesday, December 31, 2025)</title>
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[Federal Register Volume 90, Number 247 (Wednesday, December 31, 2025)]
[Notices]
[Pages 61456-61459]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2025-24053]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-104507; File No. SR-C2-2025-030]
Self-Regulatory Organizations; Cboe C2 Exchange, Inc.; Notice of
Filing and Immediate Effectiveness of a Proposed Rule Change To
Establish Fees for Its Market Data Feeds
December 23, 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 December 17, 2025, Cboe C2 Exchange, Inc. (the ``Exchange'' or
``C2'') filed with the Securities and Exchange Commission
(``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
Cboe C2 Exchange, Inc. (the ``Exchange'' or ``C2'') proposes to
establish fees for its market data feeds. The text of the proposed rule
change is in Exhibit 5.
The text of the proposed rule change is also available on the
Commission's website (<a href="https://www.sec.gov/rules/sro.shtml">https://www.sec.gov/rules/sro.shtml</a>), the
Exchange's website (<a href="https://www.cboe.com/us/options/regulation/rule_filings/bzx/">https://www.cboe.com/us/options/regulation/rule_filings/bzx/</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 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.
[[Page 61457]]
A. Self-Regulatory Organization's Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule Change
1. Purpose
The Exchange proposes to amend its fee schedule to implement
separate fees for its C2 Complex Order Book \3\ Data Feed ('' C2 COB
Data Feed''). The COB Data Feed is a real-time data feed that includes
data regarding the Exchange's Complex Order Book and related complex
order information. The C2 COB Data Feed contains the following
information for all C2-traded complex order strategies (multi-leg
strategies such as spread, straddles, and buy-writes): (i) Outstanding
quotes and standing orders on each side of the market with aggregate
size, (ii) last sale data, and (iii) totals of customer versus non-
customer contracts.
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\3\ The terms ``Complex Order Book'' and ``COB'' mean the
Exchange's electronic book of complex orders and used for all
trading session. See Rule 5.33(a).
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The proposed fees for the C2 COB Data Feed include the following,
each of which are described in detail below: (i) Distributor \4\ fees
for both Internal Distributors \5\ and External Distributors; \6\ (ii)
User \7\ fees for both Professional Users \8\ and Non-Professional
Users; \9\ and (iii) removal of the existing waiver for the
Distribution Fee for the C2 COB Feed for Distributors of C2 Options
Top/C2 Options Depth Feeds. For a mid-month subscription, the monthly
fees shall be prorated based on the initial date of subscription.
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\4\ A Distributor of an Exchange Market Data product is any
entity that receives the Exchange Market Data product directly from
the Exchange or indirectly through another entity and then
distributes it internally or externally to a third party. See Cboe
U.S. Options Fee Schedules, C2, ``Market Data, Definitions,''
available at: Cboe C2 Options Exchange Fee Schedule.
\5\ An Internal Distributor of an Exchange Market Data product
is a Distributor that receives the Exchange Market Data product and
then distributes that data to one or more Users within the
Distributor's own entity. Id.
\6\ An External Distributor of an Exchange Market Data product
is a Distributor that receives the Exchange Market Data product and
then distributes that data to a third party or one or more Users
outside the Distributor's own entity. Id.
\7\ A User of an Exchange Market Data product is a natural
person, a proprietorship, corporation, partnership, or entity, or
device (computer or other automated service), that is entitled to
receive Exchange data. Id.
\8\ A Professional User of an Exchange Market Data product is
any User other than a Non-Professional User. Id.
\9\ A ``Non-Professional User'' of an Exchange Market Data
product is a natural person or qualifying trust that uses Data only
for personal purposes and not for any commercial purpose and, for a
natural person who works in the United States, is not: (i)
registered or qualified in any capacity with the Securities and
Exchange Commission, the Commodities Futures Trading Commission, any
state securities agency, any securities exchange or association, or
any commodities or futures contract market or association; (ii)
engaged as an ``investment adviser'' as that term is defined in
Section 202(a)(11) of the Investment Advisors Act of 1940 (whether
or not registered or qualified under that Act); or (iii) employed by
a bank or other organization exempt from registration under federal
or state securities laws to perform functions that would require
registration or qualification if such functions were performed for
an organization not so exempt; or, for a natural person who works
outside of the United States, does not perform the same functions as
would disqualify such person as a Non-Professional User if he or she
worked in the United States. Id.
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Internal Distribution Fee *............... $1500/month.
External Distribution Fee *............... $1,000/month
Professional User Fee **.................. $25/month/Device or User ID.
Non-Professional User Fee **.............. $1.00/month/per User.
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The Exchange will implement these proposed rule change beginning on
January 2, 2026.
Distribution Fees
The Exchange proposes charging Internal Distributors of the C2 COB
Data Feed $1500/month, and External Distributors of the COB Data Feed
$1,000/month, to access and distribute the C2 COB Data Feed.\10\
Additionally, the Distributor fee will continue to apply for both
Internal and/or External Distribution. A Distributor will be subject to
the greater of the two Distribution fees when receiving the C2 COB Feed
for both Internal and External Distribution.
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\10\ The Exchange notes that it is not proposing to change the
Distribution or User fees for C2 Options Top, or C2 Options Depth.
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Notably, the Distribution fee for the COB Data Feed will no longer
be waived for Distributors of C2 Options Top and/or C2 Options Depth.
Rather, as proposed, Distributors that subscribe to C2 Options Top and/
or C2 Options Depth, will now need to separately subscribe to and pay
for the C2 COB Data Feed. To effect this change the Exchange proposes
to amend its fee schedule to remove the following language from its fee
schedule: ``The Distribution Fee for the C2 COB Feed is waived for
Distributors of C2 Options Top and/or C2 Options Depth.
User Fees
Currently, the Exchange only assesses a Professional User fee. The
Exchange now proposes to also establish Non-Professional User fee of
$1.00/month per User. The Professional User Fee of $25/month/Device or
User ID will remain as-is, and will continue toapply for both
``internal'' Professional Users (Devices or User IDs of employees of a
Distributor) and ``external'' Professional Users (Devices or user IDs
of Professional Users who receive Data from a Distributor and are not
employed by the Distributor).
The Exchange also proposes to remove language from its fee schedule
to establish Non-Professional User fees. Specifically, the Exchange
will amend its fee schedule to remove language indicating that ``No
User fee is assessed for Non-Professional Users.''
2. Statutory Basis
The Exchange believes the proposed rule change is consistent with
the Securities Exchange Act of 1934 (the ``Act'') and the rules and
regulations thereunder applicable to the Exchange and, in particular,
the requirements of Section 6(b) of the Act. Specifically, the Exchange
believes the proposed rule change is consistent with the Section
6(b)(5) requirements that the rules of an exchange be designed to
prevent fraudulent and manipulative acts and practices, to promote just
and equitable principles of trade, to foster cooperation and
coordination with persons engaged in regulating, clearing, settling,
processing information with respect to, and facilitating transactions
in securities, to 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. Additionally, the Exchange
believes the proposed rule change is consistent with the Section
6(b)(5) requirement that the rules of an exchange not be designed to
permit unfair discrimination between customers, issuers, brokers, or
dealers. The Exchange also believes the proposed rule change is
consistent with Section 6(b)(4) of the Act, which requires that
Exchange rules provide for the equitable allocation of reasonable dues,
fees, and other charges among its Trading Permit Holders and other
persons using its facilities.
In adopting Regulation NMS, the Commission granted self-regulatory
organizations (``SROs'') and broker dealers increased authority and
flexibility to offer new and unique market data to consumers of such
data. It was believed that this authority would expand the amount of
data available to users and consumers of such data and also spur
innovation and competition for the provision of market data. The
Exchange believes that by offering its C2 COB Data Feed for a fee, it
is offering the sort of market data product that the Commission
envisioned when it adopted Regulation NMS. The Commission concluded
that Regulation NMS--by deregulating the market in proprietary data--
would itself further
[[Page 61458]]
the Act's goals of facilitating efficiency and
competition:``[E]fficiency is promoted when broker-dealers who do not
need the data beyond the prices, sizes, market center identifications
of the NBBO and consolidated last sale information are not required to
receive (and pay for) such data. The Commission also believes that
efficiency is promoted when broker-dealers may choose to receive (and
pay for) additional market data based on their own internal analysis of
the need for such data.''
By removing ``unnecessary regulatory restrictions'' on the ability
of exchanges to sell their own data, Regulation NMS advanced the goals
of the Act and the principles reflected in its legislative history. The
Exchange's C2 COB Data Feed provides investors with new options for
receiving market data, which was a primary goal of the market data
amendments adopted by Regulation NMS.
The C2 COB Data Feed is designed for firms that are interested in
gaining insight into the real time market data for the Exchange's C2
COB Data Feed. The Exchange believes that providing this optional data
to interested market participants for a fee is consistent with
facilitating transactions in securities, removing impediments to and
perfecting the mechanism of a free and open market and a national
market system, and, in general, protecting investors and the public
interest because it provides additional information and insight to
Exchange activity to market participants making routing decisions
concerning their options order. The C2 COB Data Feed will also enable
market participants to make informed decisions for trading on the
Exchange's Complex Order Book by using the Exchange's C2 COB Data Feed
to assess current market conditions that directly affect such decisions
The Exchange believes the proposed fees are reasonable as the
Exchange is offering any market participant access to subscribe to its
C2 COBE Data Feed in the subscribing firm's sole discretion and based
on their own unique business needs. The C2 COB Data Feed is optional
for market participants to subscribe to if they believe it to be
helpful and it is not required for Options Members to purchase in order
to access the Exchange. Additionally, a subscriber may cancel their
usage of the C2 COB Data Feed at any time.
In addition, the proposed fees would not permit unfair
discrimination because all of the Exchange's subscribers and market
data vendors will be subject to the proposed fees on an equivalent
basis. The C2 COB Data Feed is distributed and purchased on a voluntary
basis, in that neither the Exchange nor market data distributors are
required by any rule or regulation to make this data available.
Accordingly, Distributors and Users can discontinue use at any time and
for any reason, including due to an assessment of the reasonableness of
fees charged. Firms have a wide variety of alternative market data
products from which to choose, such as similar proprietary data
products offered by other exchanges and consolidated data. Moreover,
the Exchange is not required to make any proprietary data products
available or to offer any specific pricing alternatives to any
customers.
The Exchange also believes that its proposal to implement separate
fees for its C2 COB Data Feed is reasonable in light of the similar
pricing structures utilized by competitor exchanges. Specifically, as
discussed further below, Nasdaq MRX, Nasdaq PHLX LLC, and MIAX Options
all charge separate distribution and user fees for their comparable
simple and complex data feeds.
Distribution Fees
The Exchange believes that its proposed Distributor fees for its C2
COB Data Feed are reasonable, equitably allocated, and not unreasonably
discriminatory. Specifically, the fees for Options Members and non-
Options Members are uniform except for reasonable distinctions with
respect to Internal Distribution and External Distribution ($1500 per
month versus $1,000 per month). While the Exchange proposes to
eliminate the Distribution fee waiver for Distributors of C2 Options
Top and/or C2 Options Depth, the Exchange believes that charging
separate fees for its Complex Book is in-line with market practice. For
instance, the Exchange notes that MIAX Options (``MIAX'') offers
competing separate data feeds for its simple options book and its
complex options book--MIAX Top of Market (``ToM'') \11\ and MIAX
Complex Top of Market (``cTOM''),\12\ respectively.\13\ Notably, MIAX
charges internal distributors $2000/month and external distributors
$3000/month, to access and distribute ToM. Comparatively, MIAX's
internal distribution fee for ToM is $500 greater than the Exchange's
proposed Internal Distribution Fee, and $2000/month greater than the
Exchange's proposed External Distribution Fee. Accordingly, the
Exchange believes are both fair and reasonable in light of these
alternative products and fee structures offered by the competitor
exchange, MIAX.
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\11\ ToM is a data feed that provides MIAX distributors with a
direct data feed that includes the MIAX's best bid and offer, with
aggregate size, and last sale information, based on displayable
order and quoting interest on the Exchange. See See MIAX Options
Exchange, Top of Market Feed, ToM Interface Specification, available
at: <a href="https://www.miaxglobal.com/sites/default/files/page-files/Top_Of_Market_Feed_ToM_v2.5-2.pdf">https://www.miaxglobal.com/sites/default/files/page-files/Top_Of_Market_Feed_ToM_v2.5-2.pdf</a>.
\12\ cTom is a real-time data feed provided by MIAX that
delivers market-wide information on complex options strategies. See
MIAX Options Exchange, Complex Top of Market Feed, cTom Interface
Specification, available at: <a href="https://www.miaxglobal.com/sites/default/files/2022-05/Complex_Top_Of_Market_Feed_cToM_1.3a_re.pdf">https://www.miaxglobal.com/sites/default/files/2022-05/Complex_Top_Of_Market_Feed_cToM_1.3a_re.pdf</a>.
\13\ See MIAX Options Fee Schedule, MIAX Top of Market (``ToM'')
and Complex Top of Market (``cToM''), available at: <a href="https://www.miaxglobal.com/sites/default/files/fee_schedule-files/MIAX_Options_Fee_Schedule_09122025.pdf">https://www.miaxglobal.com/sites/default/files/fee_schedule-files/MIAX_Options_Fee_Schedule_09122025.pdf</a>.
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User Fees
As noted above, the Exchange currently only charges a Professional
User fee of $25/month/Device or User ID. At this time, the Exchange
does not propose to amend this fee. However, the Exchange is now
proposing to also establish Non-Professional User fee of $1.00/month
per User. The Exchange believes this fee is fair and a reasonable as it
is either inline or less than the use fees charged by competitor
exchanges.
Specifically, Nasdaq Options Market charges $1.00 per non-
professional user, and $42.10 per professional user.\14\ Here, the
Exchange also proposes to charge $1.00 per Non-Professional User, but
only $25.00 per Professional User. The Exchange also notes that its
proposed Non-Professional User fee is identical to $1.00/month per non-
professional user charged by MIAX Options for it Top of Market
(``ToM'') and Complex Top of Market (``cToM'') data feed.\15\
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\14\ See Price List--U.S. Derivatives Data, available at:
<a href="https://data.nasdaq.com/price-list#NasdaqMRXSubscriberFees">https://data.nasdaq.com/price-list#NasdaqMRXSubscriberFees</a>.
\15\ Supra note 13.
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Additionally, Nasdaq MRX charges Professional Users $25.25 per
month and Non-Professional Users $1.00 per month for the Nasdaq MRX Top
of Market feed and the Nasdaq MRX Depth of Market Feed.\16\ The
Exchange proposes to charge less than Nasdaq MRX for Professional Users
and the same as Nasdaq MRX for Non-Professional Users.
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\16\ See Price List--U.S. Derivatives Data, available at:
<a href="https://data.nasdaq.com/price-list#NasdaqMRXSubscriberFees">https://data.nasdaq.com/price-list#NasdaqMRXSubscriberFees</a>.
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Overall, each of the above examples of other exchanges' market data
fees support the proposition that the Exchange's proposed User fees are
comparable to those of other exchanges and therefore reasonable.
Furthermore, as evidence by competitor exchanges'
[[Page 61459]]
fee schedules, the fee distinction between professional and non-
professional users is a standard industry practice.
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. Rather, the Exchange
believes that charging for separate access to its C2 COB Data Feed is
aligned with how other exchanges offer their comparable data products.
In this regard, the proposed fees will enhance competition by providing
market participants with a new option for receiving market data. The
Exchange's proposed fees for C2 COB Data Feed will also further enhance
competition between exchanges as other exchanges also offer market data
feeds for their own complex order books. Additionally, the Exchange
believes the proposed rule change does not impose any burden on
intramarket competition that is not necessary or appropriate in
furtherance of the purposes of the Act. Market participants are not
required to purchase the proposed Exchange's C2 COB Data Feed. Rather,
the Exchange is making the C2 COB Data Feed available for a fee, and
firms may choose to receive (and pay for) this data based on their own
business needs. Potential purchasers may request the data at any time
if they believe it to be valuable or may decline to purchase such data.
In addition, the proposed fees are constrained by competition. The
existence of alternatives to the Exchange's C2 COB Data Feed further
ensures that the Exchange cannot set unreasonable fees, or fees that
are unreasonably discriminatory, when vendors and subscribers can elect
such alternatives. That is, the Exchange competes with other exchanges
(and their affiliates) that provide similar market data products. If
another exchange (or its affiliate) were to charge less to distribute
its similar product than the Exchange charges to distribute its C2 COB
Data Feed, prospective Users likely would not subscribe to, or would
cease subscribing to this market data product.
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 \17\ and paragraph (f) of Rule 19b-4 \18\
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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\17\ 15 U.S.C. 78s(b)(3)(A).
\18\ 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#6715120b024a04080a0a020913142714020449000811"><span class="__cf_email__" data-cfemail="d8aaadb4bdf5bbb7b5b5bdb6acab98abbdbbf6bfb7ae">[email protected]</span></a>. Please include
file number SR-C2-2025-030 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-C2-2025-030. 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-C2-2025-030 and should be submitted on
or before January 21, 2026.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\19\
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\19\ 17 CFR 200.30-3(a)(12).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2025-24053 Filed 12-30-25; 8:45 am]
BILLING CODE 8011-01-P
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