Self-Regulatory Organizations; Nasdaq GEMX, LLC; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Discontinue the Options Regulatory Fee Model Scheduled To Be Implemented in June 2025

• Published date: 08 May 2025
• FR Document: 2025-07983
• Citation: 90 FR 19542
• Pages: 19542-19543
• Section: Notices
• Issuer: Securities and Exchange Commission

19542

Federal Register/Vol. 90, No. 88/Thursday, May 8, 2025/Notices

1

15 U.S.C. 78s(b)(1).

2

17 CFR 240.19b–4.

3

See Securities Exchange Act Release No. 101875

(December 11, 2024), 89 FR 102223 (December 17,

2024) (SR–GEMX–2024–42) (Notice of Filing and

Immediate Effectiveness of Proposed Rule Change

To Adopt a New Approach to the Options

Regulatory Fee (ORF) in 2025). See also Securities

Exchange Act Release No. 102341 (February 4,

2025), 90 FR 9268 (February 10, 2025) (SR–GEMX–

2025–05) (Notice of Filing and Immediate

Effectiveness of a Proposed Rule Change To Delay

the Implementation of the New Options Regulatory

Fee (ORF) and ORF Methodology Proposed in SR–

GEMX–2024–42) (collectively ‘‘June 2025 ORF’’).

4

See June 2025 ORF.

5

See June 2025 ORF.

6

See June 2025 ORF.

7

See Securities Exchange Act Release No. 102341

(February 4, 2025), 90 FR 9268 (February 10, 2025)

(SR–GEMX–2025–05) (Notice of Filing and

Immediate Effectiveness of a Proposed Rule Change

To Delay the Implementation of the New Options

Regulatory Fee (ORF) and ORF Methodology

Proposed in SR–GEMX–2024–42).

8

The Exchange has discussed the implementation

of its June 2025 ORF with various Clearing

Members.

9

See SIFMA comment letter at https://

www.sec.gov/comments/sr-nasdaq-2024-078/

srnasdaq2024078-550079-1574622.pdf.

10

See https://www.theocc.com/company-

information/occ-transformation.

11

15 U.S.C. 78f(b).

12

15 U.S.C. 78f(b)(4).

13

15 U.S.C. 78f(b)(5).

SECURITIES AND EXCHANGE

COMMISSION

[Release No. 34–102975; File No. SR–

GEMX–2025–09]

Self-Regulatory Organizations; Nasdaq

GEMX, LLC; Notice of Filing and

Immediate Effectiveness of a Proposed

Rule Change To Discontinue the

Options Regulatory Fee Model

Scheduled To Be Implemented in June

2025

May 2, 2025.

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 April 28,

2025, Nasdaq GEMX, LLC (‘‘GEMX’’ or

‘‘Exchange’’) filed with the Securities

and Exchange Commission (the

‘‘Commission’’) the proposed rule

change as described in Items I and II

below, which Items have been prepared

by the Exchange. The Commission is

publishing this notice to solicit

comments on the proposed rule change

from interested persons.

I. Self-Regulatory Organization’s

Statement of the Terms of Substance of

the Proposed Rule Change

The Exchange proposes to

discontinue the ORF model scheduled

to be implemented in June 2025.

3

The text of the proposed rule change

is available on the Exchange’s website at

https://listingcenter.nasdaq.com/

rulebook/gemx/rulefilings, at the

principal office of the Exchange, and at

the Commission’s Public Reference

Room.

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

GEMX proposes to discontinue the

ORF model scheduled to be

implemented in June 2025.

4

GEMX previously filed a proposed

amendment to its ORF, effective as of

January 1, 2025,

5

to amend its

methodology of collection to: (1) specify

that it is including options transactions

in GEMX proprietary products; and (2)

assess ORF in all clearing ranges except

market makers who clear as ‘‘M’’ at The

Options Clearing Corporation (‘‘OCC’’).

Additionally, GEMX proposed to assess

a different rate for trades executed on

GEMX (‘‘Local ORF Rate’’) and trades

executed on non-GEMX exchanges

(‘‘Away ORF Rate’’).

6

The Exchange also

filed to delay the implementation of SR–

GEMX–2024–42, with respect to the

new ORF and methodology therein

which was effective on January 1, 2025,

so that it would be implemented on

June 1, 2025.

7

At this time, the Exchange proposes to

discontinue its June 2025 ORF. The

Exchange received feedback from

Members

8

and SIFMA

9

related to the

implementation of its June 2025 ORF. In

particular, two fields necessary for

information sharing of executing

exchange information among Members

and Clearing Members will not be

available after an upcoming technology

migration at OCC.

10

In light of this

information, the Exchange has been re-

evaluating its ORF model and plans to

revamp the current process of assessing

and collecting ORF, which would be

subject to, and described further in, a

future rule filing. Particularly, the

Exchange is exploring proposing a

modified ORF model in which ORF

would only be assessed to on-exchange

transactions and would continue to be

assessed only to customers. At this this

time, the Exchange expects to continue

assessing ORF as it does today and will

continue to ensure that ORF Regulatory

Revenue, in combination with its other

regulatory fees and fines, does not

exceed Options Regulatory Cost.

To create real ORF reform, moving to

a new ORF model that only assesses a

fee to transactions that occur on the

Exchange would remove any

duplicative ORF billing. The Exchange

believes that each exchange should

likewise adopt a similar model to ensure

consistent industry billing of ORF to the

benefit of market participants. A

consistent methodology of assessing and

collecting ORF will also remove

confusion and complexity in the billing

of ORF. The Exchange has been engaged

in remodeling its current ORF over the

last year and has held many

conversations with market participants

to establish a framework that is practical

and fair. The Exchange remains

committed to ORF reform and will

continue to evaluate its ORF model and

seek feedback from market participants.

2. Statutory Basis

The Exchange believes the proposed

rule change is consistent with the

Securities Exchange Act of 1934 (the

‘‘Act’’) and the rules and regulations

thereunder applicable to the Exchange

and, in particular, the requirements of

Section 6(b) of the Act.

11

Specifically,

the Exchange believes the proposed rule

change is consistent with Section 6(b)(4)

of the Act,

12

which provides that

Exchange rules may provide for the

equitable allocation of reasonable dues,

fees, and other charges among its

members, and other persons using its

facilities. Additionally, the Exchange

believes the proposed rule change is

consistent with the Section 6(b)(5)

13

requirement that the rules of an

exchange not be designed to permit

unfair discrimination between

customers, issuers, brokers, or dealers.

The Exchange’s proposal to

discontinue its June 2025 ORF is

reasonable because it has come to light

that certain information necessary for

billing of ORF would not be available

later in 2025. In light of this

information, the Exchange has been re-

evaluating its ORF model and plans to

revamp the current process of assessing

and collecting ORF, which would be

subject to, and described further in, a

future rule filing. Particularly, the

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19543

Federal Register/Vol. 90, No. 88/Thursday, May 8, 2025/Notices

14

15 U.S.C. 78s(b)(3)(A).

15

17 CFR 240.19b–4(f).

16

17 CFR 200.30–3(a)(12).

1

15 U.S.C. 78s(b)(1).

2

17 CFR 240.19b–4.

3

15 U.S.C. 78s(b)(3)(A).

4

17 CFR 240.19b–4(f)(4).

Exchange anticipates moving to a

modified ORF model in which ORF

would only be assessed to on-exchange

transactions and would continue to be

assessed only to customers. At this this

time, the Exchange expects to continue

assessing ORF as it does today and will

continue to ensure that ORF Regulatory

Revenue, in combination with its other

regulatory fees and fines, does not

exceed Options Regulatory Cost.

The Exchange’s proposal to

discontinue its June 2025 ORF is

equitable and not unfairly

discriminatory as the proposal would

not apply to any Member.

B. Self-Regulatory Organization’s

Statement on Burden on Competition

The Exchange does not believe that

the proposed rule change will impose

any burden on competition not

necessary or appropriate in furtherance

of the purposes of the Act.

This proposal does not create an

unnecessary or inappropriate intra-

market burden on competition because

no Member would be subject to the June

2025 ORF as a result of this proposal.

Additionally, this proposal does not

create an unnecessary or inappropriate

inter-market burden on competition

because it is a regulatory fee that

supports regulation in furtherance of the

purposes of the Act. The Exchange is

obligated to ensure that the amount of

ORF Regulatory Revenue collected from

the ORF, in combination with its other

regulatory fees and fines, does not

exceed Options Regulatory Cost.

C. Self-Regulatory Organization’s

Statement on Comments on the

Proposed Rule Change Received From

Members, Participants, or Others

No written comments were either

solicited or received.

III. Date of Effectiveness of the

Proposed Rule Change and Timing for

Commission Action

The foregoing rule change has become

effective pursuant to Section 19(b)(3)(A)

of the Act

14

and paragraph (f) of Rule

19b–4

15

thereunder. At any time within

60 days of the filing of the proposed rule

change, the Commission summarily may

temporarily suspend such rule change if

it appears to the Commission that such

action is necessary or appropriate in the

public interest, for the protection of

investors, or otherwise in furtherance of

the purposes of the Act. If the

Commission takes such action, the

Commission will institute proceedings

to determine whether the proposed rule

change should be approved or

disapproved.

IV. Solicitation of Comments

Interested persons are invited to

submit written data, views and

arguments concerning the foregoing,

including whether the proposed rule

change is consistent with the Act.

Comments may be submitted by any of

the following methods:

Electronic Comments

•Use the Commission’s internet

comment form (https://www.sec.gov/

rules/sro.shtml); or

•Send an email to rule-comments@

sec.gov. Please include file number SR–

GEMX–2025–09 on the subject line.

Paper Comments

•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–GEMX–2025–09. 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 (https://www.sec.gov/

rules/sro.shtml). Copies of the

submission, all subsequent

amendments, all written statements

with respect to the proposed rule

change that are filed with the

Commission, and all written

communications relating to the

proposed rule change between the

Commission and any person, other than

those that may be withheld from the

public in accordance with the

provisions of 5 U.S.C. 552, will be

available for website viewing and

printing in the Commission’s Public

Reference Room, 100 F Street NE,

Washington, DC 20549, on official

business days between the hours of 10

a.m. and 3 p.m. 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–GEMX–2025–09 and should be

submitted on or before May 29, 2025.

For the Commission, by the Division of

Trading and Markets, pursuant to delegated

authority.

16

Sherry R. Haywood,

Assistant Secretary.

[FR Doc. 2025–07983 Filed 5–7–25; 8:45 am]

BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE

COMMISSION

[Release No. 34–102984; File No. SR–

NSCC–2025–009]

Self-Regulatory Organizations;

National Securities Clearing

Corporation; Notice of Filing and

Immediate Effectiveness of Proposed

Rule Change To Amend the Rules

Relating to the Legal Entity Identifier

Requirement

May 2, 2025.

Pursuant to Section 19(b)(1) of the

Securities Exchange Act of 1934

(‘‘Act’’)

1

and Rule 19b–4 thereunder,

2

notice is hereby given that on April 25,

2025, National Securities Clearing

Corporation (‘‘NSCC’’) filed with the

Securities and Exchange Commission

(‘‘Commission’’) the proposed rule

change as described in Items I, II and III

below, which Items have been prepared

by the clearing agency. NSCC filed the

proposed rule change pursuant to

Section 19(b)(3)(A) of the Act

3

and Rule

19b–4(f)(4) thereunder.

4

The

Commission is publishing this notice to

solicit comments on the proposed rule

change from interested persons.

I. Clearing Agency’s Statement of the

Terms of Substance of the Proposed

Rule Change

The proposed rule change consists of

amendments to the NSCC Rules &

Procedures (‘‘Rules’’) in order to require

(i) each applicant applying to become a

Member or a Limited Member to obtain

and provide a Legal Entity Identifier

(‘‘LEI’’) to NSCC as part of its

membership application, (ii) each

Member and Limited Member to have a

current LEI on file with NSCC at all

times, (iii) each Sponsoring Member to

provide NSCC with an LEI for each of

their current Sponsored Members and

for each newly added Sponsored

Member going forward, and (iv) CDS

Clearing and Depository Services Inc.

(‘‘CDS’’) to provide NSCC with an LEI

for each current participant of CDS

(‘‘CDS Participant’’) for which CDS

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