Notice2025-24058

Joint Industry Plan; Notice of Filing of the Second Amendment to the Limited Liability Company Agreement of CT Plan LLC To Adopt a Fee Schedule

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Published
December 31, 2025

Issuing agencies

Securities and Exchange Commission

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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 61463-61478]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2025-24058]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-104512; File No. 4-757]


Joint Industry Plan; Notice of Filing of the Second Amendment to 
the Limited Liability Company Agreement of CT Plan LLC To Adopt a Fee 
Schedule

December 23, 2025.
    Pursuant to Section 11A of the Securities Exchange Act of 1934 
(``Act''),\1\ and Rule 608 thereunder,\2\ notice is hereby given that 
on December 11, 2025, the Members \3\ in the Limited Liability 
Agreement of CT Plan LLC (``CT Plan'') filed with the Securities

[[Page 61464]]

and Exchange Commission (``Commission'') a proposal to amend the CT 
Plan. The amendment represents the Second Amendment to the CT Plan 
(``Amendment''). Under the Amendment, the Members propose to adopt a 
fee schedule for the CT Plan.\4\
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    \1\ 15 U.S.C. 78k-1(a)(3).
    \2\ 17 CFR 242.608.
    \3\ The Members are: 24X National Exchange LLC, Cboe BYX 
Exchange, Inc., Cboe BZX Exchange, Inc., Cboe EDGA Exchange, Inc., 
Cboe EDGX Exchange, Inc., Cboe Exchange, Inc., Financial Industry 
Regulatory Authority, Inc., Investors Exchange LLC, Long Term Stock 
Exchange, Inc., MEMX LLC, MIAX PEARL, LLC, Nasdaq BX, Inc., Nasdaq 
ISE, LLC, Nasdaq PHLX LLC, The Nasdaq Stock Market LLC, New York 
Stock Exchange LLC, NYSE American LLC, NYSE Arca, Inc., NYSE 
National, Inc., and NYSE Texas, Inc.
    \4\ See Letter from Jeff Kimsey, Operating Committee Chair, to 
Vanessa Countryman, Secretary, Commission dated December 11, 2025.
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    The Commission is publishing this notice to solicit comments on the 
Amendment from interested persons. Set forth in Sections I and II is 
the statement of the purpose and summary of the Amendment, along with 
the information required by Rules 608(a) and 601(a) under the Act, as 
prepared and submitted by the Members. Set forth in Section III is the 
text of the Amendment marked to show the proposed changes, prepared and 
submitted by the Members as Addendum 1.

I. Rule 608(a)

1. Purpose of the Amendments

    Pursuant to Section 14.1(c) of the CT Plan, the Operating Committee 
is required to file with the Commission proposed fees charged to 
Vendors and Subscribers for Transaction Reports and Quotation 
Information in Eligible Securities.\5\ This amendment contains a 
proposed fee schedule (the ``Proposed Fee Schedule'') to comply with 
this requirement. Prior to discussing the proposed fee schedule, we 
discuss the process utilized by the Members to develop the Proposed Fee 
Schedule contained herein.
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    \5\ All capitalized terms used herein have the same meaning as 
is given such terms in the CT Plan.
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Background
    Beginning in March 2025, the Operating Committee formed the Fees 
and Policies Subcommittee (the ``Subcommittee'') to discuss and develop 
a fee schedule for the CT Plan for approval by the full Operating 
Committee. The Subcommittee consisted of representatives of the Members 
and the Advisory Committee. The Subcommittee generally met on a bi-
weekly basis, and as the filing deadline approached, the Subcommittee 
began meeting more often, first weekly, then two times per week, and 
then daily.
    As part of the process, the Subcommittee utilized the services of 
an outside consultant to help develop the Proposed Fee Schedule. In 
June 2025, the Operating Committee engaged Watchdog Data Services, LLC 
(the ``Consultant''). The Consultant was originally engaged to aid in 
the Request for Proposal (``RFP'') process to select an independent 
Administrator. The Subcommittee determined that the Consultant's 
expertise in the market data industry would also be helpful in 
developing and modeling a proposed fee schedule.
    As stated in the Governance Order,\6\ the Commission directed the 
Operating Committee to be responsible for assessing the marketplace for 
equity market data products and ensuring that SIP data offerings are 
priced in a manner that is fair and reasonable, and designed to ensure 
the widespread availability of SIP data to investors and market 
participants.\7\ This requirement was codified in the CT Plan in 
Article IV, Section 4.1. The driving goal of the Subcommittee and the 
Consultant was to meet this requirement, by (1) discussing the Proposed 
Fee Schedule with the Advisory Committee, (2) conducting extensive 
outreach with market participants to make improvements to the fees for 
equity data products, and (3) analyzing competing products to develop 
fees that were fair and reasonable.\8\
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    \6\ Order Directing the Exchanges and the Financial Industry 
Regulatory Authority to Submit a New National Market System Plan 
Regarding Consolidated Equity Market Data, Securities Exchange Act 
Release No. 88827 (May 6, 2020), 85 FR 28702 (May 13, 2020) (File 
No. 4-757) (``Governance Order'').
    \7\ See id. at 28730.
    \8\ The Operating Committee believes that comparing the fees 
proposed herein to the fees for competing proprietary, top-of-book 
feeds is an appropriate methodology. The Commission has approved the 
use of such comparisons for recent fee proposals from exchanges for 
their proprietary data feeds. Additionally, the Operating Committee 
does not believe that a cost-based ratemaking is an appropriate 
methodology. The Commission has agreed with this conclusion for over 
two decades. An Advisory Committee appointed by the Commission in 
2001 to review market data issues concluded that ``the `public 
utility' cost-based ratemaking approach is resource-intensive, 
involves arbitrary judgments on appropriate costs, and creates 
distortive economic incentives.'' Report of the Advisory Committee 
on Market Information: A Blueprint for Responsible Change, at Sec.  
VII.D.3 (SEC Sept. 14, 2001); see also Stephen G. Breyer, Analyzing 
Regulatory Failure: Mismatches, Less Restrictive Alternatives, and 
Reforms, 92 Harv. L. Rev. 547, 565 (1979) (``[I]nsofar as one 
advocates price regulation . . . as a `cure' for market failure, one 
must believe the market is working very badly before advocating 
regulation as a cure. Given the inability of regulation to reproduce 
the competitive market's price signals, only severe market failure 
would make the regulatory game worth the candle.''). In response, 
and consistent with the purposes of the Exchange Act, the Commission 
has increasingly permitted competitive forces to determine the 
prices of market data fees.
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    While developing the Proposed Fee Schedule, the Subcommittee 
instructed the Consultant to conduct two surveys of market data 
subscribers. The first survey asked respondents about their usage of 
proprietary data feeds as an alternative to the SIP and focused on the 
administrative burdens currently experienced by consolidated tape 
subscribers that they believed need to be addressed. The second survey 
consisted of a deeper dive into the topics discussed in the first 
survey as well as obtaining feedback on potential pricing options the 
Subcommittee was considering.
    As a result of the surveys, the Subcommittee developed an 
understanding that many market participants were shifting their data 
usage away from the SIP to competing proprietary market data products, 
or using delayed data to avoid real-time market data fees 
completely.\9\ While this movement has occurred with respect to various 
types of usages, it was most prevalent with respect to displayed usage, 
i.e., Professional and Non-Professional display usage. Consequently, 
the Subcommittee developed a Proposed Fee Schedule with the aim of 
lowering or maintaining the fees for displayed usage in order to 
prevent further attrition from SIP data to competing proprietary 
products.
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    \9\ Based on the results of the survey, the Operating Committee 
believes that the fees proposed herein are constrained by 
significant competitive forces. As detailed below, the survey 
respondents indicated that they were replacing or considering 
replacement of the SIP with proprietary top-of-book data products as 
well as utilizing delayed data.
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    Additionally, the Subcommittee was concerned that audit-related 
burdens and risk might affect the widespread availability of SIP data 
where, again, market participants shifted their real-time market data 
usage to proprietary market data products offering simplified fee 
schedules that reduced such issues. Nearly all survey respondents 
stated that the CQ/CTA/UTP Plan fee schedules (the ``Existing Fee 
Schedules'') imposed on them an excessive administrative burden and, 
accordingly, they requested the Subcommittee focus on:
    1. Reducing administrative burden associated with Professional 
versus Non-Professional definitions;
    2. Removing outdated terminology (e.g., unit of count); and
    3. Clarifying definitions to reduce audit risk.
    As an example, 25 of 27 respondents in the second survey classified 
their challenges with SIP data primarily as administration-related 
rather than fee-related. Concerns regarding audits were the most 
reported issue. The second survey also showed that market data 
subscribers have replaced or are considering replacement of SIP usage 
with proprietary feeds that offer enterprise licenses, particularly 
because

[[Page 61465]]

the enterprise license results in virtually no audit risk. As a result 
of the survey and Advisory Committee feedback, the Operating Committee 
focused on revisions that (1) add clarity to the application of the fee 
schedule, and (2) address those issues that the Operating Committee 
believes create the most audit risk.
    Following extensive discussions, the Subcommittee developed the 
Proposed Fee Schedule and referred it to the Operating Committee for 
approval. The Proposed Fee Schedule was approved by a supermajority of 
the Members.
Proposed Fee Schedule
    Based on the Consultant's surveys, the Operating Committee 
understands that market usage of the consolidated data feed has 
decreased in favor of top-of-book proprietary data feeds and/or delayed 
data. The Operating Committee developed the Proposed Fee Schedule with 
the aim of recapturing this market and addressing the concerns of those 
market data subscribers who have shifted their usage away from the 
consolidated data feed. As one consideration in developing a proposed 
fee schedule, the Subcommittee analyzed the Existing Fee Schedules 
under the CQ/CTA Plan and the UTP Plan. The various components of the 
Existing Fee Schedules were discussed, with the Subcommittee 
determining which components to carry over into the Proposed Fee 
Schedule, as well as developing improvements to reduce administrative 
burden.
    Generally, the Proposed Fee Schedule modifies the Existing Fee 
Schedules in two ways: (1) modifications to reduce administrative 
burden; and (2) modifications to the actual fees charged. These changes 
are described below.
Changes To Reduce Administrative Burden
    As part of the Subcommittee's work, the Operating Committee 
developed solutions to issues identified in the surveys and issues 
that, based on prior experience, have led to audit-related risks among 
market data subscribers. Members of the Advisory Committee, in 
particular, provided invaluable suggestions in this regard. These 
solutions are incorporated into the Proposed Fee Schedule and 
summarized below.
Professional Versus Non-Professional Usage
    The Operating Committee proposes to modify the approach to labeling 
users as Professional or Non-Professionals, focusing on the usage of 
the data, rather than the status of the individual. Currently, a non-
professional is defined as a natural person who is neither:
    (1) registered or qualified in any capacity with the Commission, 
the Commodities Futures Trading Commission, any state securities 
agency, any securities exchange or association or any commodities or 
futures contract market or association;
    (2) 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); nor
    (3) 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.
    If a person is not a non-professional, then that person is 
considered a professional.
    As part of the Consultant's first survey, almost all respondents 
stated that the professional versus non-professional definition creates 
significant administrative burdens that are time-consuming and expose 
market data subscribers to substantial audit risk, particularly for 
individuals registered with regulators who open personal trading 
accounts.
    As a result, in the Proposed Fee Schedule, the Operating Committee 
proposes simplified, use-based definitions. Professional use would be 
defined as:
    (i) any use of market data by or on behalf of any entity (for 
example, a corporation, company, partnership, limited partnership, 
limited liability company, or association), except trusts not for 
compensation; or
    (ii) use of market data by an individual to provide a service to a 
third party for compensation.
    Usage will be considered non-professional if it does not fall 
within the above categories. The Operating Committee believes these 
proposed definitions eliminate the burden on data subscribers of 
determining whether an individual trading for their own account is a 
Professional due to regulatory registration.
    Further, the Operating Committee is including a safe harbor to 
further reduce administrative burden and audit risk where any real-time 
redistributor that relies in good faith on a representation by the user 
regarding the user's professional usage versus non-professional usage 
of the data shall be exempt from audit liability based on such 
representations. Currently, a real-time redistributor could have audit 
liability where a market data user it distributes to claims they are 
not a professional but where publicly-available resources (such as 
FINRA's BrokerCheck database) demonstrate that the individual is in 
fact a professional. Because there is no such publicly-available source 
that would demonstrate that a user is or is not engaged in professional 
use under the proposed definition, the Operating Committee believes it 
is appropriate to offer a safe harbor where the real-time redistributor 
has obtained the necessary representations from its user base regarding 
their data usage. The Operating Committee has included a requirement 
that the real-time redistributor's reliance be in ``good faith'', in 
order to disincentivize redistributors from instructing their user base 
to provide false representations.
Direct Versus Indirect Access
    The Operating Committee proposes simplifying the definitions of 
Direct and Indirect Access. Currently, the definitions do not align 
between the CQ/CTA and UTP Plans. For instance, Direct Access is 
defined in the CQ/CTA Plan as:

    [A] direct computer-to-computer linkage with the computer 
facilities that the Participants make available at the site of the 
CTA/CQ Plans' Processor, Securities Industry Automation Corporation 
(``SIAC'') in New York City. Access to data feeds through an 
extranet service subjects the data feed recipient to direct access 
charges.

    On the other hand, Direct Access is defined in the UTP Plan as:

    [A] connection that receives access to any one or more UTP Real-
Time Uncontrolled Products by means of a linkage or interface 
directly with the Plan's Securities Information Processor (SIP) via 
an extranet or other connection that the SIP has approved. Direct 
access includes indirect access. Examples: Extranet Connections; 
Nasdaq Direct (direct circuit connection or point of presence); 
Nasdaq Co-location that do not further redistribute to downstream 
connections; and Connections located within any co-location 
facility.

    With respect to Indirect Access, the CQ/CTA Plans define it as:

    [A] computer-to-computer linkage with facilities provided by 
Vendors, rather than by SIAC. For example, parties that receive 
market data via a Vendor data feed service, and who gain control 
over the subsequent use and redistribution of the data, are 
generally viewed as having indirect access.

    Indirect Access is defined in the UTP Plan as:

    Indirect Access means any other connection to a UTP Real-Time 
Uncontrolled Product, including Vendors with a Nasdaq Co-location 
connection that further

[[Page 61466]]

redistribute to downstream connections outside any Nasdaq Colocation 
facility.

    The Operating Committee proposes simplifying the definition of 
Direct Access by defining it as ``any connection within any data center 
in which a Processor is located.'' The Indirect Access definition will 
also be simplified to be ``any connection that is not Direct Access.'' 
The Operating Committee believes that these proposed definitions 
simplify the fee schedule by providing clarity as to when access is 
considered direct, ensures that the higher fees associated with direct 
access are correlated to reduced latency, and also prevents gaming. The 
Operating Committee believes that it is appropriate to differentiate 
between connections within a data center in which a Processor is 
located versus connections outside of such data centers, as connections 
outside such data centers most likely have increased latency and 
therefore should be subject to lower fees. Further, the Operating 
Committee believes that the proposed definition helps to prevent gaming 
as it prevents firms from inserting extranet service providers between 
the firms and the processors solely to take advantage of the lower 
indirect access fees while still obtaining the advantage of reduced 
latency.
Derived Data
    Under the Existing Fee Schedules, Derived Data is generally not 
fee-liable, except single-security Derived Data may be fee-liable at 
the underlying rate for Tape C. Tape A and Tape B do not contain a 
corresponding single-security Derived Data fee liability. This policy 
created line-drawing issues, where the administrator might otherwise be 
forced to determine at what point a market data element has crossed the 
threshold and become non-fee liable. The Operating Committee's 
experience has been that fee liability for single-security derived data 
still results in line-drawing issues, albeit a different one than 
originally contemplated. In particular, the administrator and market 
data subscribers now must determine when Derived Data pertains to a 
single security versus including other components that bring the 
derived data product outside the definition of ``single-security 
derived data,'' meaning that it is not fee liable. This concern was 
echoed in responses to the Consultant's second survey.
    As a result, the Operating Committee does not believe that the 
rationale for imposing fee liability for single security derived data 
solves the line-drawing issue it was originally designed to address, 
and therefore, the Operating Committee proposes eliminating fee 
liability for the display of single-security Derived Data, so display 
of single-security and multiple-security Derived Data is treated the 
same (i.e., not fee-liable).
    Additionally, the Operating Committee proposes to include in the 
definition of Non-Display Use the proviso that Non-Display Use will 
include the creation of derived data. Based on a review of other market 
data providers, the Operating Committee has found that the industry 
approach is to have a separate Non-Display Use category solely related 
to the creation of Derived Data. Rather than taking that approach here, 
the Operating Committee instead proposes to incorporate creation of 
Derived Data within existing Non-Display Use categories (internal usage 
or on behalf of customers). This would eliminate line-drawing issues 
and lessen impact where firms already pay a one-time Non-Display fee. 
Firms that will be affected are those not previously paying Non-Display 
fees (e.g., index creators). Charging such firms a Non-Display fee 
aligns with industry practice, and there is no basis for permitting 
such firms to be excepted from fee liability as their usage fits within 
the expected interpretation of Non-Display Use.
Simplified Definitions and Non-Billable Services
    In reviewing the Existing Fee Schedules and combining the fee 
schedules into a single fee proposal under the CT Plan, the Operating 
Committee has adopted definitions and approaches to Non-Billable 
Services that are substantively similar to the same definitions and 
non-billable services under the Existing Fee Schedules, with 
alterations to make them easier to understand and implement. In many 
instances, this involved choosing a definition or approach that 
currently exists under the CQ/CTA Plan or UTP Plan, and potentially 
further refining it or adding clarity to reduce confusion regarding the 
Proposed Fee Schedule's applicability. In general, in selecting between 
competing definitions in the Existing Fee Schedules, the Operating 
Committee selected the definition deemed to offer greater ease of 
administration. The relevant definitions and selected approach are 
described below:

--Non-Display Use--The Non-Display Use definition proposed herein 
matches the UTP Plan's definition, but with the addition of Derived 
Data creation as discussed above.
--Derived Data--The Derived Data definition proposed herein matches the 
UTP Plan's definition.
--Broadcast/Cable Television--The Operating Committee proposes to 
revise the Broadcast definition to account for broader methods of 
distribution, including through ``cable, satellite, internet, or 
traditional means.'' The Broadcast definition currently excludes 
transmission of a data feed or transmission via an Application 
Programming Interface (``API''). The Operating Committee believes that 
this update to the Broadcast definition is necessary given the changes 
in technology since the current definition in the Existing Fee 
Schedules was adopted. The updated definition ensures that similar 
methods of transmission are treated similarly under the Proposed Fee 
Schedule. In addition to updating the definition, the Operating 
Committee also proposes to simplify the Proposed Fee Schedule by 
adopting the same rate schedule across all three Tapes for Broadcast 
Fees. Currently, each Tape has a different rate for such usage, with 
the Tape C rate falling between the Tape A and Tape B rates. To 
simplify the fee schedule and maintain similar usage levels, the 
Operating Committee proposes to adopt the Tape C rate for Tape A and 
Tape B as well.
--Service Facilitator--The Service Facilitator definition proposed 
herein is largely based on the UTP Plan's definition. The proposed 
definition, however, contains a reference to the operational/
administrative use exemption because the Operating Committee believes 
that the exception for Service Facilitators should be similar to that 
exemption. The operational/administrative use exemption should be 
applicable regardless of whether such use is internal or outsourced to 
a third party; referencing the exemption in the Service Facilitator 
definition ensures such an outcome.
--Quote/Query--The Proposed Fee Schedule adopts the definition for 
``Quote'' that matches the definition in the CQ/CTA Plans. The 
Operating Committee believes that the CQ/CTA Plans' definition is 
simpler and clearer than the UTP Plan definition.

    The relevant non-billable services and selected approach are 
described below:

--Volume Only--The Operating Committee proposes a simpler approach to 
Volume Only. Replacing longer definitions in the Existing Fee 
Schedules, the Proposed Fee Schedule would simply provide that 
consolidated volume may be displayed with no additional fees.

[[Page 61467]]

--Academic Waivers--The Operating Committee proposes to adopt an 
Academic Waiver policy that largely matches the CQ/CTA Plans' policy. 
The exemption makes clear that it excludes use of market data for 
securities trading or for any commercial purpose. The Operating 
Committee does not believe that the updated exemption would result in a 
change to its application, but instead would simply make the exemption 
easier to understand.
--System Migration--The Operating Committee proposes to adopt a System 
Migration exemption that largely matches the UTP Plan's exemption; 
provided, however, that the proposed exemption contains a requirement 
that the migration must take place over a reasonable period of time. 
The Operating Committee believes that the addition of this language is 
necessary to prevent abuse of the System Migration exemption.
--Disaster Recovery--The Disaster Recovery exemption in the Proposed 
Fee Schedule matches the Existing Fee Schedules.
--Administrative/Operational Use--The Operating Committee proposes to 
adopt an Administrative/Operational Use exemption that largely matches 
the UTP Plan exemption; provided, however, that the Operating Committee 
has adopted revisions to the language as to when the exemption is not 
applicable, specifically when using real-time market data for 
securities transactions or to support customers in the trading of 
securities. The Operating Committee believes that the revisions will 
make it easier to understand when the Administrative/Operational Use 
applies. The Operating Committee has removed the Administrative Usage 
Credit that was in the CTA Plan, which applied a credit of the greater 
of 10 Display Devices or 5% of the total number of professional devices 
reported on a monthly basis. The Operating Committee proposes that 
instead of providing a credit, a market data subscriber would simply 
not be fee liable for its Administrative/Operational Use that is not 
based on its reported usage.
Setting of Fee Levels
    In setting fees for the Proposed Fee Schedule, the Operating 
Committee focused on two objectives: (1) incentivizing the continued 
and potentially expanded dissemination of the consolidated feed; and 
(2) making inflation-related adjustments for certain components of the 
Existing Fee Schedules that have remained stagnant for ten years or 
more. These objectives led to a Proposed Fee Schedule that (1) leaves 
display-related fees largely unchanged or potentially reduced to 
incentivize display to both Professional and Non-Professional use; and 
(2) adjusts certain discrete fees for inflation based on a widely-
accepted metric.
    These changes are discussed below.

Professional Fees

    As part of the Proposed Fee Schedule, the Operating Committee 
proposes a Professional fee for Tape A that collapses the four existing 
Tape A tiers into a single flat fee, which aligns with the fee 
structure applied to Tapes B and C. Under the Existing Fee Schedules, 
Tape A employs tiered per-device pricing ($45 for one to two devices; 
$27 for three to 999 devices; $23 for 1,000 to 9,999 devices; and $19 
for 10,000 or more devices), while Tape B and Tape C each apply a flat 
per-device rate of $23 and $24, respectively. The proposal simplifies 
the Tape A fee structure by establishing a flat per-device professional 
rate of $26 for Tape A, while maintaining the existing $23 rate for 
Tape B and $24 rate for Tape C. The Operating Committee calculated the 
$26 per Professional fee for Tape A by reviewing the current 
distribution of fee tiers across market data subscribers and selecting 
a fee that resulted in fee neutrality across the entire universe of 
subscribers. An overwhelming majority of users are currently paying 
either $45 or $27 for their device fee, and therefore, most users will 
see a decrease in their Tape A Professional fee as a result of this 
change. While larger users may experience a slight increase in their 
fees, the Operating Committee believes that the new fee is reasonable 
as it is in line with the fees charged for Tape B and Tape C.
    The Operating Committee also believes that the proposed fees are 
reasonable because the proposed Professional fees for each Tape are 
comparable to similar fees offered by the largest exchange families. 
While the consolidated feeds provide more data than the exchange 
families' top-of-book proprietary data feeds, the Operating Committee 
believes that these products are helpful benchmarks in determining 
whether the fees proposed here are fair and reasonable. The largest 
exchange families offer consolidated products that cost $18.00 per 
professional user, $10.00 per professional user, and $27.30 per 
professional user. As a result, the Professional fees for each Tape in 
the Proposed Fee Schedule are within the range of fees offered by these 
exchange families for their top-of-book feeds.
    While the Operating Committee has proposed increasing certain fees 
to account for inflation since the fee schedule was last changed, the 
Operating Committee has not applied an inflation adjustment to the 
Professional fee. Because the Professional fee is charged on a per-user 
basis, the Operating Committee believes that it is more sensitive to 
price changes, and increases could lead to market data subscribers 
limiting their use of the consolidated feed. Consequently, to prevent 
attrition and ensure the continued widespread availability of the 
consolidated feed to Professionals, the Operating Committee has 
determined not to apply the inflation adjustment to such Professional 
fees.
Non-Professional Fees
    Under the Existing Fee Schedules, non-professionals are charged $1 
on each of Tapes A, B, and C. The Proposed Fee Schedule introduces the 
following sliding scale per Tape based on the reported number of 
individuals engaged in Non-Professional Use:

------------------------------------------------------------------------
                                                      Fee per individual
    Individuals engaged in non-professional use        engaged in  non-
                                                       professional use
------------------------------------------------------------------------
1-2,000............................................                $0.90
2,001-50,000.......................................                 0.75
50,001-250,000.....................................                 0.60
250,001-1,000,000..................................                 0.40
1,000,001+.........................................                 0.25
------------------------------------------------------------------------

    The sliding scale operates in a manner similar to tax brackets, 
where a market data subscriber will pay the per Non-Professional fee 
for the portion of their Non-Professional customer base falling within 
each tier before moving to the next tier. For example, for the first 
2,000 Non-Professionals, a market data subscriber will be charged $0.90 
per Non-Professional. For the next tier (between 2,001 and 50,000 Non-
Professionals), a market data subscriber will be charged $0.75 per Non-
Professional. The remaining tiers follow a similar pattern.
    Before arriving at the sliding scale proposed above, the Operating 
Committee considered a number of alternative fee structures for Non-
Professional Fees, including a flat Non-Professional usage fee and a 
tiered flat-fee approach where firms would be charged a flat fee based 
on the number of reported Non-Professionals.
    The Operating Committee ultimately decided on proposing the sliding 
scale described above, which it believes will incentivize firms to 
increase their dissemination to Non-Professionals and meet the goals of 
the Governance Order to ensure the widespread availability of

[[Page 61468]]

consolidated data to investors. Based on the results of the 
Consultant's second survey, respondents stated that they preferred a 
Non-Professional model that rewarded scale and promoted fairness. The 
Operating Committee believes that the proposed sliding scale aligns 
with the results of the survey because the sliding scale ensures that 
firms can take advantage of decreased pricing as their usage increases.
    The Operating Committee also believes that the proposed fees are 
reasonable because the Non-Professional fees for each Tape are 
comparable to similar fees offered by the largest exchange families. 
While the consolidated feeds provide more data than the exchange 
families' top-of-book proprietary data feeds, the Operating Committee 
believes that these products are helpful benchmarks in determining 
whether the proposed fees are fair and reasonable. The largest exchange 
families offer consolidated products that cost $1.00 per non-
professional user, $1.00 per non-professional user, and $0.25 per non-
professional user. As a result, the Non-Professional fees for each Tape 
in the Proposed Fee Schedule are within the range of fees offered by 
these exchange families for their top-of-book feeds.
Enterprise Cap
    Under the Existing Fee Schedules, Tape A, Tape B, and Tape C offer 
enterprise caps of $686,400, $520,000, and $648,000, respectively. For 
Tape A and Tape B, the enterprise cap includes both Professional and 
Non-Professional usage while Tape C includes only Non-Professional 
usage. The Proposed Fee Schedule maintains a cap, but aligns the Tape A 
and Tape B caps with the Tape C cap by eliminating Professionals from 
inclusion in the cap. Because of the removal of Professionals from the 
cap, the Operating Committee proposes reducing the Tape A cap from 
$686,400 to $648,000 in order to align with the Tape C cap. Because the 
Tape C cap already excludes Professionals, the Operating Committee 
believes the Tape C cap is the appropriate level at which to set the 
Tape A cap. Additionally, while the Tape B cap was at a lower level in 
the Existing Fee Schedules than that of Tape A and Tape C, the 
Operating Committee proposes reducing the Tape B cap by the same 
percentage that the Tape A cap is reduced, such that the new Tape B cap 
for Non-Professional usage will be $490,000.\10\
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    \10\ Unlike the other fees in the Proposed Fee Schedule, the 
Operating Committee did not make a comparison between the proposed 
Enterprise Cap and enterprise licenses offered by exchanges for 
their proprietary data feeds. Given the differences in what is 
permitted under the various enterprise licenses, the Operating 
Committee did not believe that it is a relevant comparison.
---------------------------------------------------------------------------

    The Operating Committee determined it was appropriate to maintain a 
cap on Non-Professionals in order to incentivize continued widespread 
availability of consolidated data to the same number of Non-
Professionals. The Operating Committee was concerned that, if a cap was 
removed, the firms taking advantage of the cap today would decrease 
their usage to ensure that their overall market data spend remained the 
same. This would have resulted in decreased availability of the 
consolidated data to Non-Professionals. This concern was supported by 
the results of the Consultant's surveys.
    The Operating Committee also decided to remove Professionals from 
the cap because the Operating Committee believes their prior inclusion 
created an unequal competitive landscape between large and small firms. 
The Operating Committee does not believe that the largest firms should 
effectively receive a benefit from decreased or eliminated Professional 
fees simply because of their large Non-Professional client base. 
Further, unlike a cap on Non-Professional usage, the Operating 
Committee does not believe that including Professional usage under the 
cap would have a material effect on incentivizing the dissemination of 
consolidated volume to more Professional users. Based on comparisons 
between Tape A (which does include Professionals in the cap) and Tape C 
(which does not include Professionals in the cap), the Operating 
Committee found that dissemination to Professionals within firms taking 
advantage of the current Enterprise Caps is relatively equal between 
Tape A and Tape C. In other words, it appears that including 
Professionals under the cap has not caused a one-sided increase in 
dissemination under just Tape A as opposed to Tape C, and therefore, 
the Operating Committee believes that the inclusion of Professionals in 
the cap simply confers an unfair advantage with no public interest 
being served.
    Further, the Operating Committee believes that reducing the caps 
for Tape A and Tape B will help to offset increases in fees as a result 
of removing Professional usage from the cap. In particular, with an 
approximately $40,000 decrease in the Tape A cap and $30,000 decrease 
in the Tape B cap, those firms effected by the proposed change would 
have additional funds available to pay for new Professional usage fees 
before seeing an increase in their combined Professional and Non-
Professional usage fees.
Inflation-Adjusted Fees
    The Operating Committee proposes an inflation-related adjustment to 
certain of its fees for subscribing to the consolidated feed. The fees 
include: (1) Non-Display Fees; (2) Access Fees; and (3) Redistribution 
Fee. Under the Existing Fee Schedules, these fees are as follows:

----------------------------------------------------------------------------------------------------------------
                                                                 Existing fee schedules
                                      --------------------------------------------------------------------------
                                                Tape A                   Tape B                   Tape C
----------------------------------------------------------------------------------------------------------------
Non-Display (Electronic Trading        Last Sale: $2,000/ETS..  Last Sale: $1,000/ETS..  $3,500/ETS.
 System (``ETS'')).                    Bid-Ask: $2,000/ETS....  Bid-Ask: $1,000/ETS....
Non-Display (Own Behalf).............  Last Sale: $2,000......  Last Sale: $1,000......  $3,500.
                                       Bid-Ask: $2,000........  Bid-Ask: $1,000........
Non-Display (For Customer)...........  Last Sale: $2,000......  Last Sale: $1,000......  $3,500.
                                       Bid-Ask: $2,000........  Bid-Ask: $1,000........
Direct Access........................  Last Sale: $1,250......  Last Sale: $750........  $2,500.
                                       Bid-Ask: $1,750........  Bid-Ask: $1,250........
Indirect Access......................  Last Sale: $750........  Last Sale: $400........  $500.
                                       Bid-Ask: $1,250........  Bid-Ask: $600..........
Real-Time Redistributor..............  $1,000.................  $1,000.................  $1,000.
----------------------------------------------------------------------------------------------------------------


[[Page 61469]]

    The Operating Committee proposes setting these fees to the 
following levels:

----------------------------------------------------------------------------------------------------------------
                                                                 Proposed fee schedules
                                      --------------------------------------------------------------------------
                                                Tape A                   Tape B                   Tape C
----------------------------------------------------------------------------------------------------------------
Non-Display (ETS) (Per ETS)..........  Last Sale: $2,315......  Last Sale: $1,155......  Last Sale: $2,025.
                                       Bid-Ask: $2,315........  Bid-Ask: $1,155........  Bid-Ask: $2,025.
Non-Display (Own Behalf).............  Last Sale: $2,315......  Last Sale: $1,155......  Last Sale: $2,025.
                                       Bid-Ask: $2,315........  Bid-Ask: $1,155........  Bid-Ask: $2,025.
Non-Display (For Customer)...........  Last Sale: $2,315......  Last Sale: $1,155......  Last Sale: $2,025.
                                       Bid-Ask: $2,315........  Bid-Ask: $1,155........  Bid-Ask: $2,025.
Direct Access \11\...................  Last Sale: $1,445......  Last Sale: $865........  Last Sale: $1,155.
                                       Bid-Ask: $2,025........  Bid-Ask: $1,445........  Bid-Ask: $1,735.
Indirect Access \12\.................  Last Sale: $865........  Last Sale: $460........  Last Sale: $230.
                                       Bid-Ask: $1,445........  Bid-Ask: $695..........  Bid-Ask: $345.
Real-Time Redistributor..............  $1,155.................  $1,155.................  $1,155.
----------------------------------------------------------------------------------------------------------------

    Of these fees, the latest one to be established/modified is the 
Non-Display fee in 2014, with an effective date of January 1, 2015.\13\ 
The other fees have been in place even longer without adjustment. Over 
the past decade, the Members have expended significant resources to 
improve the operation of the SIPs to meet customer expectations, 
including continued investment in all aspects of the technology 
ecosystem (e.g., software, hardware, and network). The Members continue 
to invest heavily in enhancing the SIP for the benefit of its users, 
and these investments have increased the performance of the SIPs. Yet 
the Operating Committee has not adjusted any of the fees discussed in 
this section since at least 2014. As discussed below, the Operating 
Committee proposes to adjust these three fees by an industry- and 
product-specific inflationary measure. It is reasonable and consistent 
with the Act for the Members to recoup their investments, at least in 
part, by adjusting the fees described herein. Continuing to operate at 
fees frozen at 2014 levels impacts the Operating Committee's ability to 
enhance the SIP and the interests of market participants and investors.
---------------------------------------------------------------------------

    \11\ Direct Access is any connection within any data center in 
which a Processor is located.
    \12\ Indirect Access is any connection that is not Direct 
Access.
    \13\ See Securities Exchange Act Release No. 73279 (Oct. 1, 
2014), 79 FR 60522, (October 7, 2014).
---------------------------------------------------------------------------

    The fee increases the Operating Committee proposes in this section 
are based on an industry-specific Producer Price Index (``PPI''), which 
is a tailored measure of inflation.\14\ As a general matter, the PPI is 
a family of indexes that measures the average change over time in 
selling prices received by domestic producers of goods and services. 
PPI measures price change from the perspective of the seller. This 
contrasts with other metrics, such as the Consumer Price Index 
(``CPI''), that measure price change from the purchaser's 
perspective.\15\ About 10,000 PPIs for individual products and groups 
of products are tracked and released each month.\16\ PPIs are available 
for the output of nearly all industries in the goods-producing sectors 
of the U.S. economy--mining, manufacturing, agriculture, fishing, and 
forestry--as well as natural gas, electricity, and construction, among 
others. The PPI program covers approximately 69 percent of the service 
sector's output, as measured by revenue reported in the 2017 Economic 
Census.
---------------------------------------------------------------------------

    \14\ See <a href="https://fred.stlouisfed.org/series/PCU51825182#0">https://fred.stlouisfed.org/series/PCU51825182#0</a>, (as 
viewed on December 7, 2025).
    \15\ See <a href="https://www.bls.gov/ppi/overview.htm">https://www.bls.gov/ppi/overview.htm</a>.
    \16\ Id.
---------------------------------------------------------------------------

    For purposes of this proposal, the relevant industry-specific PPI 
is the Data Processing and Related Services PPI (``Data PPI''), which 
is an industry net-output PPI that measures the average change in 
selling prices received by companies that provide data processing 
services. The Data PPI was introduced in January 2002 by the Bureau of 
Labor Statistics (``BLS'') as part of an ongoing effort to expand 
Producer Price Index coverage of the services sector of the U.S. 
economy and is identified as NAICS--518210 in the North American 
Industry Classification System.\17\ According to the BLS ``[t]he 
primary output of NAICS 518210 is the provision of electronic data 
processing services. In the broadest sense, computer services companies 
help their customers efficiently use technology. The processing 
services market consists of vendors who use their own computer 
systems--often utilizing proprietary software--to process customers' 
transactions and data. Companies that offer processing services 
collect, organize, and store a customer's transactions and other data 
for record-keeping purposes. Price movements for the NAICS 518210 index 
are based on changes in the revenue received by companies that provide 
data processing services. Each month, companies provide net transaction 
prices for a specified service. The transaction is an actual contract 
selected by probability, where the price-determining characteristics 
are held constant while the service is repriced. The prices used in the 
index calculation are the actual prices billed for the selected service 
contract.'' \18\
---------------------------------------------------------------------------

    \17\ NAICS appears in table 5 of the PPI Detailed Report and is 
available at <a href="https://data.bls.gov/timeseries/PCU518210518210">https://data.bls.gov/timeseries/PCU518210518210</a>.
    \18\ See <a href="https://www.bls.gov/ppi/factsheets/producer-price-index-for-the-data-processing-and-related-services-industry-naics-518210.htm">https://www.bls.gov/ppi/factsheets/producer-price-index-for-the-data-processing-and-related-services-industry-naics-518210.htm</a>.
---------------------------------------------------------------------------

    The Operating Committee believes the Data PPI is an appropriate 
measure to be considered in the context of the proposal to modify the 
fees described in this section because the Members use their ``own 
computer systems'' and ``proprietary software,'' i.e., their own data 
center and proprietary matching engine software, respectively, to 
collect, organize, store and report customers' transactions in U.S. 
equity securities. In other words, the Members are in the business of 
data processing and related services.
    For purposes of the Proposed Fee Schedule, the Operating Committee 
examined the Data PPI value for the period from January 2015 to May 
2025.\19\ The Data PPI had a starting value of 101 in January 2015 and 
an ending value of 124.185 in May 2025, a 15.95% increase. This 
indicates that companies that are also in the data storage and 
processing business have generally increased prices for a specified 
service covered under NAICS 518210 by an average of 15.95% during this 
period. Based on that percentage

[[Page 61470]]

change, the Operating Committee proposes to make a fee increase by up 
to 15.95% for the fees described in this section, which reflects an 
increase covering the entire period since the last adjustment was 
made.\20\
---------------------------------------------------------------------------

    \19\ The Operating Committee utilized the data from the last 
month that was not designated as Preliminary and potentially subject 
to revision.
    \20\ The Operating Committee rounded some fees downward to the 
closest multiple of five.
---------------------------------------------------------------------------

    The Operating Committee further believes the Data PPI is an 
appropriate measure for purposes of the proposed rule change on the 
basis that it is a stable metric with limited volatility, unlike other 
consumer-side inflation metrics. In fact, the Data PPI has not 
experienced a greater than 2.16% increase for any one calendar year 
period since Data PPI was introduced into the PPI in January 2002.
    The Operating Committee also believes that the proposed fees are 
reasonable because the Non-Display fees for each Tape are comparable to 
similar fees offered by the largest exchange families. While the 
consolidated feeds provide more data than the exchange families' top-
of-book proprietary data feeds, the Operating Committee believes that 
these products are helpful benchmarks in determining whether the 
proposed fees are fair and reasonable.
    For instance, with respect to the Non-Display fees, various 
exchanges offer a proprietary data feed with non-display use that costs 
between $1,000 to $5,000. As a result, the Non-Display fees for each 
Tape in the Proposed Fee Schedule are within the range of fees offered 
by exchanges. The same is true for Access fees. For instance, the 
largest exchange families charge $6,250, $1,600, and $1,500. As a 
result, the Access fees for each Tape in the Proposed Fee Schedule are 
within the range of fees offered by exchange families for their top-of-
book feeds. Finally, the Real-Time Redistributor fee is lower than 
comparable fees for proprietary top-of-book data. For instance, the 
largest exchange families charge $2,500, $2,080, and $5,000 for real-
time redistributor fees. The Operating Committee therefore believes 
that the proposed Non-Display fees, Access fees, and Redistributor fees 
are fair and reasonable because such fees are within or below the range 
of fees charged for comparable proprietary top-of-book data.
Aligning and Eliminating Fees
    As part of reconciling the fee schedules across Tapes A, B, and C, 
the Operating Committee identified certain fees that were charged as 
part of one fee schedule but not the other. With respect to these fees, 
the Operating Committee reviewed the fees, determined their purpose, 
and decided whether to align the fee across all three Tapes or to 
eliminate the fee from the fee schedule.
    For instance, Tapes A and B charge a Multiple Feed Charge, while 
Tape C does not have a corresponding charge. The fee is currently 
assessed for each data feed that a data recipient receives in excess of 
the data recipient's receipt of one primary data feed and one backup 
data feed. Due to the additional administrative burden associated with 
maintaining additional feeds, the Operating Committee believes it is 
appropriate to maintain this fee in the combined fee schedule and 
expand the fee to apply to Tape C.
    Additionally, Tapes A and B charge a Late/Clearly Erroneous 
Reporting Charge, which is assessed for each month in which there is a 
failure to provide a network's required data-usage report to the 
administrator. Tape C does not contain a similar charge. The Operating 
Committee believes that this fee is appropriate to incentivize data 
recipients to correctly report their usage to the administrator and to 
offset the additional costs associated with incorrect reporting.
    Finally, Tapes A and B charge a Non-Compliance Fee where market 
data recipients display consolidated volume (not subject to a charge), 
where such display appears on the same screen as bid-asked quotes or 
last-sale prices that are not consolidated quotes or prices under the 
CTA Plan or CQ Plan, and the market data recipient fails to 
conspicuously display a clarifying statement (the ``Display 
Statement'') that reads ``Realtime quote and/or trade prices are not 
sourced from all markets.'' The Operating Committee believes that the 
Display Statement ensures that subscribers are not confused when the 
consolidated volume is from all markets while the real-time quote and/
or trade prices are not a consolidated view. The Non-Compliance Fee 
ensures that market data recipients are incentivized to properly 
include the Display Statement in order to reduce market confusion.
    Additionally, as part of the reconciliation process, the Operating 
Committee proposes eliminating certain fees that were previously 
charged by the CQ/CTA Plans or UTP Plan. For example, Tape C has a 
delayed Redistributor fee of $250, while Tape A and Tape B do not have 
a similar charge. The Operating Committee proposes removing this fee 
for Tape C. Additionally, Tape C charges a Delayed Data Access Fee of 
$250 per year, while Tape A and Tape B do not have a similar charge. 
The Operating Committee proposes removing this fee for Tape C. Finally, 
Tape C has a per voice response port fee of $21.25 per port, while Tape 
A and Tape B do not have a similar charge. The Operating Committee 
proposes removing this fee for Tape C.

2. Governing or Constituent Documents

    Not applicable.

3. Implementation of Amendments

    The amendments proposed herein would be implemented following 
Commission approval and to coincide with the transition from the CQ/
CTA/UTP Plans to the CT Plan.

4. Development and Implementation Phases

    Not applicable.

5. Analysis of Impact on Competition

    The Operating Committee believes that the proposed fee schedule is 
fair and reasonable. First, in the two surveys conducted by the 
Consultant, market participants repeatedly stated that they were 
looking for the Operating Committee to reduce their administrative 
burdens and lessen their audit risk. From the surveys, the top three 
suggestions from market participants were to (1) address the 
professional versus non-professional definitions, (2) remove references 
to outdated terminology, and (3) add clarity to definitions to reduce 
potential audit risk. The Operating Committee believes that the 
Proposed Fee Schedule addresses each of these concerns. In particular, 
as described above, the Operating Committee made the following changes 
to reduce administrative burdens:
    1. Modifying the Professional and Non-Professional definitions and 
adding a safe harbor to reduce audit risk;
    2. Modifying the Direct and Indirect Access definitions;
    3. Eliminating fee liability for Single Security Derived Data and 
incorporating the creation of Derived Data into Non-Display Use; and
    4. Aligning definitions and non-billable services between Tapes A, 
B, and C.
    The Operating Committee believes that these changes will reduce 
unnecessary burdens on competition and simplify the fee schedule, 
thereby reducing potential audit risk of market data subscribers.
    With respect to the level of fees proposed herein, the Operating 
Committee believes that the Proposed Fee Schedule is fair and 
reasonable based for three reasons: (1) the current fees do not 
properly reflect the quality of the services and products, as fees for

[[Page 61471]]

the services and products in question have been static in nominal 
terms, and therefore falling in real terms due to inflation; (2) the 
Operating Committee believes that investments made in enhancing the 
capacity and speed of the SIP systems increase the performance of the 
services and products; and (3) the fees are comparable to alternative 
proprietary data products that compete with the consolidated feeds.
    As noted above, the fees being increased in this proposal have not 
been set or increased since 2014, potentially much earlier. However, in 
the years following the last change, the Members have made significant 
investments in upgrades to their own and the SIPs' systems, enhancing 
the quality of its services. Between 2015 and 2025, the cumulative 
inflation rate of Data PPI was 15.95%. The Operating Committee believes 
the Data PPI is a reasonable metric to base fee increases on because it 
is targeted to producer-side increases in the data processing industry, 
which based on the definition adopted by BLS would include the 
consolidated data feed. Notwithstanding inflation, as noted above, the 
market data fees at issue have not increased for over ten years.
    Additionally, the Operating Committee believes that the proposed 
fees are equitably allocated and not unfairly discriminatory because 
they would apply to all data recipients that choose to subscribe to the 
consolidated feed. The only exception to this general rule is that the 
Operating Committee does offer a sliding scale for Non-Professional 
usage as well as a cap on Non-Professional usage. The Operating 
Committee believes that the sliding scale is appropriate in order to 
incentivize the dissemination of the consolidated feed to Non-
Professionals, where deeper discounts are provided as dissemination 
increases. Additionally, the Operating Committee believes that the cap 
is appropriate in order to prevent decreased dissemination by those 
firms currently taking advantage of the Enterprise Cap. Based on survey 
results, the Operating Committee was concerned that the firms taking 
advantage of the Enterprise Cap would decrease their dissemination of 
the consolidated feed to Non-Professionals in order to maintain current 
spending levels. Maintaining a cap potentially prevents that decrease. 
The Operating Committee proposes to remove Professionals from inclusion 
in the caps because the Operating Committee believes that such 
inclusion would be unfairly discriminatory; it was unclear why larger 
firms should pay decreased or no Professional Usage fees simply because 
those same firms had a significant Non-Professional customer base.
    Finally, as detailed above, the Proposed Fee Schedule is set at 
levels that are competitive with alternative proprietary data products. 
The fees associated with each tape are within ranges set by proprietary 
data top-of-book products offered by the largest exchange families. The 
Operating Committee believes that comparing the Proposed Fee Schedule 
to alternative, top-of-book proprietary data products is appropriate 
for determining the reasonableness of the fees. In its guidance on SRO 
Rule Filings Relating to Fees, the Staff of the Division of Trading and 
Markets stated that it would analyze the reasonableness of fees by 
determining whether the SRO making the proposal is subject to 
significant competitive forces in setting the terms of its 
proposal.\21\ While that guidance is focused on SRO rule filings, the 
Operating Committee believes its guidance is appropriately applied to 
the current proposal given the nature of competition between the 
consolidated feed and proprietary data products.
---------------------------------------------------------------------------

    \21\ See Staff Guidance on SRO Rule Filings Relating to Fees, 
available at <a href="https://www.sec.gov/about/staff-guidance-sro-rule-filings-fees">https://www.sec.gov/about/staff-guidance-sro-rule-filings-fees</a> (May 21, 2019).
---------------------------------------------------------------------------

    As a result of the surveys conducted by the Consultant, the 
Operating Committee believes that the fees proposed herein are 
constrained by significant competitive forces. The survey respondents 
indicated that they were replacing or considering replacement of the 
SIP as well as utilizing delayed data where possible. Specifically, the 
survey results indicated that over 70% were replacing the SIP with 
proprietary data products in at least some use cases. Additionally, 
Fintech respondents indicated that they were taking advantage of 
enterprise licenses offered by proprietary data products as opposed to 
utilizing the SIP. The Proposed Fee Schedule is designed to address the 
concerns raised by respondents in explaining their shift from the 
consolidated feed to proprietary data products, and therefore increase 
the competitiveness of the consolidated feed vis-[agrave]-vis the 
proprietary top-of-book data products.

6. Written Understanding or Agreements Relating to Interpretation of, 
or Participation in, Plan

    Not applicable.

7. Approval by Sponsors in Accordance With Plan

    See Item 3 above.

8. Description of Operation of Facility Contemplated by the Proposed 
Amendment

    Not applicable.

9. Terms and Conditions of Access

    Not applicable.

10. Method of Determination and Imposition, and Amount of, Fees and 
Charges

    Not applicable.

11. Method and Frequency of Processor Evaluation

    Not applicable.

12. Dispute Resolution

    Not applicable.

II. Rule 601(a)

1. Equity Securities and Nasdaq Securities for Which Transaction 
Reports Shall Be Required by the Plan

    Not applicable.

2. Reporting Requirements

    Not applicable.

3. Manner of Collecting, Processing, Sequencing, Making Available and 
Disseminating Last Sale Information

    Not applicable.

4. Manner of Consolidation

    Not applicable.

5. Standards and Methods Ensuring Promptness, Accuracy and Completeness 
of Transaction Reports

    Not applicable.

6. Rules and Procedures Addressed to Fraudulent or Manipulative 
Dissemination

    Not applicable.

7. Terms of Access to Transaction Reports

    Not applicable.

8. Identification of Marketplace of Execution

    Not applicable.

III. Addendum 1 to the Amendment

BILLING CODE 8011-01-P

[[Page 61472]]

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[[Page 61473]]


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[GRAPHIC] [TIFF OMITTED] TN31DE25.053


[[Page 61478]]


BILLING CODE 8011-01-C

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and 
arguments concerning the foregoing, including whether the proposed 
Amendment 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#2e5c5b424b034d4143434b405a5d6e5d4b4d00494158"><span class="__cf_email__" data-cfemail="7a080f161f57191517171f140e093a091f19541d150c">[email&#160;protected]</span></a>. Please include 
file number 4-757 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 4-757. 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 filing will be available for inspection and copying at 
the principal offices of the Members. 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 4-757 and should be submitted on or before January 
21, 2026.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\42\
---------------------------------------------------------------------------

    \42\ 17 CFR 200.30-3(a)(85).
---------------------------------------------------------------------------

Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2025-24058 Filed 12-30-25; 8:45 am]
BILLING CODE 8011-01-P


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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.