Notice2026-11919
Self-Regulatory Organizations; MEMX LLC; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Amend the Exchange's Fee Schedule Concerning Equities Transaction Pricing
Primary source
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Published
June 15, 2026
Issuing agencies
Securities and Exchange Commission
Full Text
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<title>Federal Register, Volume 91 Issue 114 (Monday, June 15, 2026)</title>
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[Federal Register Volume 91, Number 114 (Monday, June 15, 2026)]
[Notices]
[Pages 36026-36031]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2026-11919]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-105649; File No. SR-MEMX-2026-16]
Self-Regulatory Organizations; MEMX LLC; Notice of Filing and
Immediate Effectiveness of a Proposed Rule Change To Amend the
Exchange's Fee Schedule Concerning Equities Transaction Pricing
June 10, 2026.
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(the ``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given
that, on May 29, 2026, MEMX LLC (``MEMX'' or the ``Exchange'') filed
with the Securities and Exchange Commission (the ``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
The Exchange is filing with the Commission a proposed rule change
to amend the Exchange's fee schedule applicable to Members \3\ (the
``Fee Schedule'') pursuant to Exchange Rules 15.1(a) and (c). As is
further described below, the Exchange proposes to: (i) reduce the base
rebate for executions of orders subject to the Exchange's Display-Price
Sliding \4\ that add liquidity to the Exchange and receive price
improvement when executed (such orders, ``Added Price Improved
Volume''); (ii) reduce the base rebate for executions of orders that
add non-displayed liquidity to the Exchange (such orders, ``Added Non-
Midpoint Non-Displayed Volume''); (iii) reduce the base rebate provided
for executions of Midpoint Peg orders that add non-displayed liquidity
to the Exchange (such orders, ``Added Midpoint Non-Displayed Volume'');
(iv) modify the Non-Display Add Tiers by adopting a new Non-Display Add
Tier 2 and eliminating Added Price Improved Volume from the set of
execution categories eligible to receive an enhanced rebate under the
Non-Display Add Tiers; (v) eliminate the Display-Price Sliding Tier 1;
(vi) reduce the additive rebate provided under the Tape A Quoting Tier;
and (vii) reduce the
[[Page 36027]]
additive rebate provided under the Tape C Quoting Tier. The Exchange
proposes to implement the changes to the Fee Schedule pursuant to this
proposal on June 1, 2026. The text of the proposed rule change is
provided in Exhibit 5.
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\3\ See Exchange Rule 1.5(p).
\4\ See Exchange Rule 11.6(j)(1)(A).
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II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
In its filing with the Commission, the Exchange included statements
concerning the purpose of and basis for the proposed rule change and
discussed any comments it received on the proposed rule change. The
text of these statements may be examined at the places specified in
Item IV below. The Exchange has prepared summaries, set forth in
sections A, B, and C below, of the most significant aspects of such
statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
1. Purpose
The purpose of the proposed rule change is to amend the Fee
Schedule to: (i) reduce the base rebate for executions of orders
subject to the Exchange's Display-Price Sliding \5\ that add liquidity
to the Exchange and receive price improvement when executed (such
orders, ``Added Price Improved Volume''); (ii) reduce the base rebate
for executions of orders that add non-displayed liquidity to the
Exchange (such orders, ``Added Non-Midpoint Non-Displayed Volume'');
(iii) reduce the base rebate provided for executions of Midpoint Peg
orders that add non-displayed liquidity to the Exchange (such orders,
``Added Midpoint Non-Displayed Volume''); (iv) modify the Non-Display
Add Tiers by adopting a new Non-Display Add Tier 2 and eliminating
Added Price Improved Volume from the set of execution categories
eligible to receive an enhanced rebate under the Non-Display Add Tiers;
(v) eliminate the Display-Price Sliding Tier 1; (vi) reduce the
additive rebate provided under the Tape A Quoting Tier; and (vii)
reduce the additive rebate provided under the Tape C Quoting Tier, each
as further described below.
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\5\ See Exchange Rule 11.6(j)(1)(A).
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The Exchange first notes that it operates in a highly competitive
market in which market participants can readily direct order flow to
competing venues if they deem fee levels at a particular venue to be
excessive or incentives to be insufficient. More specifically, the
Exchange is only one of 18 registered equities exchanges, as well as a
number of alternative trading systems and other off-exchange venues, to
which market participants may direct their order flow. Based on
publicly available information, no single registered equities exchange
currently has more than approximately 14% of the total market share of
executed volume of equities trading.\6\ Thus, in such a low-
concentrated and highly competitive market, no single equities exchange
possesses significant pricing power in the execution of order flow, and
the Exchange currently represents approximately 2% of the overall
market share.\7\ The Exchange in particular operates a ``Maker-Taker''
model whereby it provides rebates to Members that add liquidity to the
Exchange and charges fees to Members that remove liquidity from the
Exchange. The Fee Schedule sets forth the standard rebates and fees
applied per share for orders that add and remove liquidity,
respectively. Additionally, in response to the competitive environment,
the Exchange also offers tiered pricing, which provides Members with
opportunities to qualify for higher rebates or lower fees where certain
volume criteria and thresholds are met. Tiered pricing provides an
incremental incentive for Members to strive for higher tier levels,
which provides increasingly higher benefits or discounts for satisfying
increasingly more stringent criteria.
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\6\ Market share percentage calculated as of May 28, 2026. The
Exchange receives and processes data made available through
consolidated data feeds (i.e., CTS and UTDF).
\7\ Id.
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Reduce Base Rebate for Added Price Improved Volume
The Exchange currently provides a base rebate of $0.0025 per share
for executions of Added Price Improved Volume \8\ in securities priced
above at or above $1.00 per share. The Exchange now proposes to reduce
the base rebate for executions of Added Price Improved Volume to
$0.0010 per share. The purpose of reducing the base rebate for
executions of Added Price Improved [sic] is for business and
competitive reasons, as the Exchange believes that reducing such rebate
as proposed would decrease the Exchange's expenditures with respect to
its transaction pricing in a manner that is still consistent with the
Exchange's overall pricing philosophy of encouraging added liquidity to
the Exchange. The Exchange is not proposing to change the base rebate
for executions of Added Price Improved Volume in securities priced
below $1.00 per share.
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\8\ The base rebate for executions of Added Price-Improved
Volume is referred to by the Exchange on the Fee Schedule under the
existing description ``Added volume, order subject to Display-Price
Sliding that received price improvement when executed'' with a Fee
Code of ``P'', on execution reports.
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Reduce Base Rebate for Added Non-Midpoint Non-Displayed Volume
The Exchange currently provides a base rebate of $0.0025 per share
for executions of Added Non-Midpoint Non-Displayed Volume in securities
priced at or above $1.00 per share.\9\ The Exchange now proposes to
reduce the base rebate for executions of Added Non-Midpoint Non-
Displayed Volume to $0.0020 per share. The purpose of reducing the base
rebate for executions of Added Non-Midpoint Non-Displayed Volume is for
business and competitive reasons, as the Exchange believes that
reducing such rebate as proposed would decrease the Exchange's
expenditures with respect to its transaction pricing in a manner that
is still consistent with the Exchange's overall pricing philosophy of
encouraging added liquidity to the Exchange. The Exchange is not
proposing to change the base rebate for executions of Added Non-
Midpoint Non-Displayed Volume in securities priced below $1.00 per
share.
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\9\ The base rebate for executions of Added Non-Midpoint Non-
Displayed Volume is referred to by the Exchange on the Fee Schedule
under the existing description ``Added non-displayed volume'' with a
Fee Code of ``H'', on execution reports.
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Reduce Base Rebate for Added Midpoint Non-Displayed Volume
Similarly, the Exchange currently provides a base rebate of $0.0025
per share for executions of Added Midpoint Non-Displayed Volume in
securities priced at or above $1.00 per share.\10\ The Exchange now
proposes to reduce the base rebate for executions of Added Midpoint
Non-Displayed Volume to $0.0020 per share. The purpose of reducing the
base rebate for executions of Added Midpoint Non-Displayed Volume is
for business and competitive reasons, as the Exchange believes that
reducing such rebate as proposed would decrease the Exchange's
expenditures with respect to its transaction pricing in a manner that
is still consistent with the Exchange's overall pricing philosophy of
encouraging added liquidity to the Exchange. The Exchange is not
[[Page 36028]]
proposing to change the base rebate for executions of Added Midpoint
Non-Displayed Volume in securities priced below $1.00 per share.
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\10\ The base rebate for executions of Added Midpoint Non-
Displayed Volume is referred to by the Exchange on the Fee Schedule
under the existing description ``Added non-displayed volume,
Midpoint Peg'' with a Fee Code of ``M'', on execution reports.
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Non-Display Add Tiers
The Exchange currently offers Non-Display Add Tier 1 under which a
Member may receive an enhanced rebate for executions of Added Non-
Displayed Volume by achieving the corresponding required volume
criteria for each such tier. Currently, the Added Non-Displayed Volume
eligible to qualify for this rebate is comprised of the three following
types of orders: (i) Added Midpoint Volume, which as noted above, is
assigned the Fee Code ``M''; (ii) orders which are not orders subject
to Display-Price Sliding that receive price improvement when executed
or Midpoint Peg Orders, that add non-displayed liquidity to the
Exchange (i.e. Added Non-Midpoint Non-Displayed Volume), which are
assigned the Fee Code ``H''; and (iii) Added Price-Improved Volume,
which is assigned the Fee Code ``P''. At this time, the Exchange is
proposing to modify the Non-Display Add Tiers (i.e. the current Non-
Display Add Tier 1 and the newly proposed Non-Display Add Tier 2, as
described further below), by removing Added Price Improved Volume from
the group of order types eligible to receive the enhanced rebate under
any Non-Display Add Tier. Accordingly, only executions of Added
Midpoint Non-Displayed Volume and Added Non-Midpoint Non-Displayed
Volume will be able to receive the applicable enhanced rebate.\11\ The
Exchange, notes, however, that executions of Added Price Improved
Volume will continue to be counted towards a Member's Non-Displayed
ADAV \12\ for purposes of meeting the applicable criteria under the
Non-Display Add Tiers.
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\11\ The Exchange will reflect this amendment on the Fee
Schedule by deleting the Fee Code ``P1'' from the Transaction Fee
table next to the description ``Added non-displayed volume, Non-
Display Add Tier 1'', as well as by adding a note under the Non-
Display Add Tiers pricing table that denotes which executions the
rebate shall apply.
\12\ As noted on the Fee Schedule, Non-Displayed ADAV is defined
as ADAV with respect to non-displayed orders (including orders
subject to Display-Price Sliding that receive price improvement when
executed and Midpoint Peg orders) (emphasis added).
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Additionally, the Exchange is proposing to add a new tier under the
Non-Display Add Tiers, Non-Display Add Tier 2. Under this tier, the
Exchange would provide an enhanced rebate of $0.0025 per share for
executions of Added Midpoint Non-Displayed Volume and Added Non-
Midpoint Non-Displayed Volume for Members that qualify for such tier by
achieving a Non-Displayed ADAV that is equal to or greater than
1,000,000 shares.\13\ The proposed new Non-Display Add Tier 2 is
designed to encourage Members to maintain or increase their order flow
that adds liquidity, including in the form of non-displayed orders, to
the Exchange in order to qualify for the proposed enhanced rebate for
executions of Added Non-Displayed Volume, which, in turn, would
encourage the submission of additional orders, thereby promoting price
discovery and contributing to a deeper and more robust and well-
balanced market ecosystem on the Exchange to the benefit of all Members
and market participants.
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\13\ The pricing for Non-Display Add Tier 2 would be referred to
by the Exchange on the Fee Schedule under the description ``Added
non-displayed volume, Non-Display Add Tier 2'' with a Fee Code of
``H2'' or ``M2'', as applicable, to be provided by the Exchange on
the monthly invoices provided to Members.
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Eliminate Display-Price Sliding Tier 1
Currently, as noted above, the Exchange provides a base rebate of
$0.0025 per share for executions of Added Price Improved Volume, which
the Exchange is proposing to reduce to $0.0010 per share in connection
with this filing. Additionally, the Exchange offers the Display-Price
Sliding Tier 1, under which the Exchange provides an enhanced rebate
for executions of Added Price Improved Volume if a Member achieves an
ADAV \14\ with respect to Added Price Improved Volume (excluding Retail
Orders) \15\ that is equal to or greater than 5,000,000 shares. The
``enhanced rebate'' is not a set amount, but rather, the highest Added
Displayed Volume \16\ rebate for all of its Added Price Improved Volume
transactions during that month, plus any otherwise achieved additive
rebates. The Exchange is now proposing to eliminate this Display-Price
Sliding Tier 1, as the Exchange no longer wishes to, nor is required
to, maintain such tier.
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\14\ As set forth on the Fee Schedule, ``ADAV'' means the
average daily added volume calculated as the number of shares added
per day, which is calculated on a monthly basis, and ``Displayed
ADAV'' means ADAV with respect to displayed orders.
\15\ A ``Retail Order'' means an agency or riskless principal
order that meets the criteria of FINRA Rule 5320.03 that originates
from a natural person and is submitted to the Exchange by a Retail
Member Organization (``RMO''), provided that no change is made to
the terms of the order with respect to price or side of market and
the order does not originate from a trading algorithm or any other
computerized methodology. See Exchange Rule 11.21(a).
\16\ Specifically, the possible rebates are those that the
Exchange identifies in the Transaction Fees table on the Fee
Schedule with the Fee Code ``I'' and include the base rebate for
Added Displayed Volume, as well as the enhanced rebates under the
Liquidity Provision Tiers, DLI Tiers, and Cross Asset Tiers.
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Tape A Quoting Tier
The Exchange currently offers the Tape A Quoting Tier under which a
Member may receive an additive rebate of $0.0002 per share for a
qualifying Member's executions of Added Displayed Volume (other than
Retail Orders) in Tape A securities priced over $1.00 per share by
achieving an NBBO Time \17\ of at least 25% in an average of at least
500 Tape A securities per trading day during the month. Now, the
Exchange proposes to reduce the additive rebate provided under the Tape
A Quoting Tier to $0.0001 per share.\18\ The Exchange is not proposing
to change the criteria required to qualify for Tape A Quoting Tier.
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\17\ As set forth on the Fee Schedule, the term ``NBBO Time''
means the aggregate of the percentage of time during regular trading
hours during which one of a Member's market participant identifiers
(``MPIDs'') has a displayed order of at least one round lot at the
national best bid or the national best offer.
\18\ The pricing for the Tape A Quoting Tier is referred to by
the Exchange on the Fee Schedule under the existing description
``Tape A Quoting'' Tier with a Fee Code of ``a'' to be appended to
the otherwise applicable Fee Code assigned by the Exchange on the
monthly invoices for qualifying executions.
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The Exchange believes that the proposed reduction of the additive
rebate under the Tape A Quoting Tier (i.e., by $0.0001 per share)
represents a modest reduction and that the proposed additive rebate
under Tape A Quoting Tier remains commensurate with the required
criteria under such tier and is reasonably related to the market
quality benefits that the tier is designed to achieve.
Tape C Quoting Tier
Lastly, the Exchange currently offers the Tape C Quoting Tier under
which a Member may receive an additive rebate of $0.0002 per share for
a qualifying Member's executions of Added Displayed Volume (other than
Retail Orders) in Tape C securities priced over $1.00 per share by
achieving an NBBO Time of at least 50% in an average of at least 500
Tape C securities per trading day during the month. Now, the Exchange
proposes to reduce the additive rebate provided under the Tape C
Quoting Tier to $0.0001 per share.\19\
[[Page 36029]]
The Exchange is not proposing to change the criteria required to
qualify for Tape C Quoting Tier.
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\19\ The pricing for the Tape C Quoting Tier is referred to by
the Exchange on the Fee Schedule under the existing description
``Tape C Quoting'' Tier with a Fee Code of ``c'' to be appended to
the otherwise applicable Fee Code assigned by the Exchange on the
monthly invoices for qualifying executions.
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The Exchange believes that the proposed reduction of the additive
rebate under the Tape C Quoting Tier (i.e., by $0.0001 per share)
represents a modest reduction and that the proposed additive rebate
under Tape C Quoting Tier remains commensurate with the required
criteria under such tier and is reasonably related to the market
quality benefits that the tier is designed to achieve.
2. Statutory Basis
The Exchange believes that the proposed rule change is consistent
with the provisions of Section 6 of the Act,\20\ in general, and with
Sections 6(b)(4) and 6(b)(5) of the Act,\21\ in particular, in that it
provides for the equitable allocation of reasonable dues, fees and
other charges among its Members and other persons using its facilities
and is not designed to permit unfair discrimination between customers,
issuers, brokers, or dealers.
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\20\ 15 U.S.C. 78f.
\21\ 15 U.S.C. 78f(b)(4) and (5).
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As discussed above, the Exchange operates in a highly fragmented
and competitive market in which market participants can readily direct
order flow to competing venues if they deem fee levels at a particular
venue to be excessive or incentives to be insufficient, and the
Exchange represents only a small percentage of the overall market. The
Commission and the courts have repeatedly expressed their 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.'' \22\
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\22\ Securities Exchange Act Release No. 51808 (June 9, 2005),
70 FR 37496, 37499 (June 29, 2005).
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The Exchange believes that the ever-shifting market share among the
exchanges from month to month demonstrates that market participants can
shift order flow or discontinue use of certain categories of products,
in response to new or different pricing structures being introduced
into the market. Accordingly, competitive forces constrain the
Exchange's transaction fees and rebates, and market participants can
readily trade on competing venues if they deem pricing levels at those
other venues to be more favorable. The Exchange believes the proposal
reflects a reasonable and competitive pricing structure designed to
incentivize market participants to direct additional order flow,
including displayed and non-displayed, liquidity-adding orders to the
Exchange, both which the Exchange believes would promote price
discovery and enhance liquidity and market quality on the Exchange to
the benefit of all Members and market participants.
The Exchange believes that the proposed changes to reduce the base
rebates for executions of Added Price Improved Volume, Added Non-
Midpoint Non-Displayed Volume, and Added Midpoint Non-Displayed Volume,
are reasonable because the amended rebates remain in line with or are
greater than the rebates provided by at least one other exchange for
executions of the same type.\23\ The Exchange also believes the reduced
rebates are equitable and not unfairly discriminatory, as such rebates
will apply equally to all Members of the Exchange.
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\23\ See, e.g., the Cboe BZX equities fee schedule on its public
website (available at <a href="https://www.cboe.com/us/equities/membership/fee_schedule/bzx/">https://www.cboe.com/us/equities/membership/fee_schedule/bzx/</a>) which reflects a standard rebate for Added Price
Improved Volume of ``Free'' and a standard rebate for Added Non-
Displayed Volume of $0.0008 per share per share for executions of
orders in Tape A securities priced at or above $1.00 per share that
remove liquidity.
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The Exchange notes that volume and quoting-based incentives (such
as tiers) have been widely adopted by exchanges, including the
Exchange, and are reasonable, equitable and not unfairly discriminatory
because they are open to all members on an equal basis and provide
additional benefits that are reasonably related to the value of an
exchange's market quality associated with higher levels of market
activity, such as higher levels of liquidity provision and/or growth
patterns, and the introduction of higher volumes of orders into the
price and volume discovery process. The Exchange believes that the Tape
A and Tape C Quoting Tiers, each as modified by the proposed changes
herein, as well as the adoption of Non-Display Add Tier 2, are
reasonable, equitable and not unfairly discriminatory, as such tiers
will continue to provide Members with an incremental incentive to
achieve certain volume thresholds on the Exchange, are available to all
Members on an equal basis, and, as described above, are designed to
encourage Members to maintain or increase their order flow, including
in the form of displayed, and/or non-displayed, liquidity-adding orders
to the Exchange, thereby contributing to a deeper, more liquid and well
balanced market ecosystem on the Exchange to the benefit of all Members
and market participants.
The Exchange believes the proposed change to eliminate the Display-
Price Sliding Tier 1 is reasonable because it would enable to the
Exchange to redirect the associated resources and funding into other
incentives and tiers, and the Exchange is not required to maintain such
incentive or provide Members any opportunities to receive enhanced
rebates. The Exchange believes the proposal to eliminate such incentive
is also equitable and not unfairly discriminatory because it applies
equally to all Members, in that the incentive would no longer be
available for any Member.
For the reasons discussed above, the Exchange submits that the
proposal satisfies the requirements of Sections 6(b)(4) and 6(b)(5) of
the Act \24\ in that it provides for the equitable allocation of
reasonable dues, fees and other charges among its Members and other
persons using its facilities and is not designed to unfairly
discriminate between customers, issuers, brokers, or dealers. As
described more fully below in the Exchange's statement regarding the
burden on competition, the Exchange believes that its transaction
pricing is subject to significant competitive forces, and that the
proposed rebates described herein are appropriate to address such
forces.
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\24\ 15 U.S.C. 78f(b)(4) and (5).
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B. Self-Regulatory Organization's Statement on Burden on Competition
The Exchange does not believe that the proposal will result in any
burden on competition that is not necessary or appropriate in
furtherance of the purposes of the Act. Instead, as discussed above,
the proposal is intended to incentivize market participants to direct
additional order flow to the Exchange, thereby enhancing liquidity and
market quality on the Exchange to the benefit of all Members and market
participants. As a result, the Exchange believes the proposal would
enhance its competitiveness as a market that attracts actionable
orders, thereby making it a more desirable destination venue for its
customers. For these reasons, the Exchange believes that the proposal
furthers the Commission's goal in adopting Regulation NMS of fostering
competition among orders, which promotes ``more efficient pricing of
[[Page 36030]]
individual stocks for all types of orders, large and small.'' \25\
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\25\ See supra note 21 [sic].
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Intramarket Competition
As discussed above, the Exchange believes that the proposal would
incentivize Members to submit additional order flow, including
displayed and non-displayed, liquidity-adding orders to the Exchange,
thereby enhancing liquidity and market quality on the Exchange to the
benefit of all Members, as well as enhancing the attractiveness of the
Exchange as a trading venue, which the Exchange believes, in turn,
would continue to encourage market participants to direct additional
order flow to the Exchange. Greater liquidity benefits all Members by
providing more trading opportunities and encourages Members to send
additional orders to the Exchange, thereby contributing to robust
levels of liquidity, which benefits all market participants.
The Exchange does not believe that the proposed changes to reduce
the base rebates for executions of Added Price Improved Volume, Added
Non-Midpoint Non-Displayed Volume, and Added Midpoint Non-Displayed
Volume would impose any burden on intramarket competition because such
changes will apply to all Members uniformly in that the proposed
reduced rebates for such executions would be the rebates applicable to
all Members, and the opportunity to qualify for enhanced rebates, as
applicable, is available to all Members. Further, the opportunity to
qualify for the newly proposed Non-Display add Tier 2, and thus receive
the proposed enhanced rebate for executions of Added Non-Displayed
Volume under such tier, and the opportunity to qualify for the reduced
additive rebates under the Tape A and Tape C Quoting Tiers,
respectively, would be available to all Members that meet the
associated volume or quoting requirements in any month. Additionally,
as noted above, the elimination of the Display-Price Sliding Tier will
apply to all Members equally. For the foregoing reasons, the Exchange
believes the proposed changes would not impose any burden on
intramarket competition that is not necessary or appropriate in
furtherance of the purposes of the Act.
Intermarket Competition
As noted above, the Exchange operates in a highly competitive
market in which market participants can readily direct order flow to
competing venues if they deem fee levels at a particular venue to be
excessive or incentives to be insufficient. Members have numerous
alternative venues that they may participate on and direct their order
flow to, including 17 other equities exchanges and numerous alternative
trading systems and other off-exchange venues. As noted above, no
single registered equities exchange currently has more than
approximately 14% of the total market share of executed volume of
equities trading. Thus, in such a low-concentrated and highly
competitive market, no single equities exchange possesses significant
pricing power in the execution of order flow. Moreover, the Exchange
believes that the ever-shifting market share among the exchanges from
month to month demonstrates that market participants can shift order
flow or reduce use of certain categories of products, in response to
new or different pricing structures being introduced into the market.
Accordingly, competitive forces constrain the Exchange's transaction
fees and rebates, including with respect to Added Non-Displayed Volume
and Added Displayed Tape A and Tape C volume and market participants
can readily choose to send their orders to other exchange and off-
exchange venues if they deem fee levels at those other venues to be
more favorable. As described above, the proposed changes represent a
competitive proposal through which the Exchange is seeking to generate
additional revenue with respect to its transaction pricing and to
encourage the submission of additional order flow to the Exchange
through volume and quoting-based tiers, which have been widely adopted
by exchanges, including the Exchange. Accordingly, the Exchange
believes the proposal would not burden, but rather promote, intermarket
competition by enabling it to better compete with other exchanges that
offer similar pricing incentives to market participants.
Additionally, the Commission has repeatedly expressed its
preference for competition over regulatory intervention in determining
prices, products, and services in the securities markets. Specifically,
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.'' \26\ The fact
that this market is competitive has also long been recognized by the
courts. In NetCoalition v. SEC, the D.C. Circuit stated as follows:
``[n]o one disputes that competition for order flow is `fierce.' . . .
As the SEC explained, `[i]n the U.S. national market system, buyers and
sellers of securities, and the broker-dealers that act as their order-
routing agents, have a wide range of choices of where to route orders
for execution'; [and] `no exchange can afford to take its market share
percentages for granted' because `no exchange possesses a monopoly,
regulatory or otherwise, in the execution of order flow from broker
dealers'. . . .''.\27\ Accordingly, the Exchange does not believe its
proposed pricing changes impose any burden on competition that is not
necessary or appropriate in furtherance of the purposes of the Act.
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\26\ Id.
\27\ NetCoalition v. SEC, 615 F.3d 525, 539 (D.C. Cir. 2010)
(quoting Securities Exchange Act Release No. 59039 (December 2,
2008), 73 FR 74770, 74782-83 (December 9, 2008) (SR-NYSE-2006-21)).
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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)(ii) of the Act \28\ and Rule 19b-4(f)(2) \29\ thereunder.
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\28\ 15 U.S.C. 78s(b)(3)(A)(ii).
\29\ 17 CFR 240.19b-4(f)(2).
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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 shall institute proceedings to
determine whether the proposed rule change should be approved or
disapproved.
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:
[[Page 36031]]
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#8bf9fee7eea6e8e4e6e6eee5fff8cbf8eee8a5ece4fd"><span class="__cf_email__" data-cfemail="d1a3a4bdb4fcb2bebcbcb4bfa5a291a2b4b2ffb6bea7">[email protected]</span></a>. Please include
file number SR-MEMX-2026-16 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-MEMX-2026-16. 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 also will be available for inspection
and copying at the principal office of the Exchange. Do not include
personal identifiable information in submissions; you should submit
only information that you wish to make available publicly. We may
redact in part or withhold entirely from publication submitted material
that is obscene or subject to copyright protection. All submissions
should refer to file number SR-MEMX-2026-16 and should be submitted on
or before July 6, 2026.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\30\
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\30\ 17 CFR 200.30-3(a)(12).
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Vanessa A. Countryman,
Secretary.
[FR Doc. 2026-11919 Filed 6-12-26; 8:45 am]
BILLING CODE 8011-01-P
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</html>Indexed from Federal Register on June 15, 2026.
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.