
[Federal Register Volume 79, Number 28 (Tuesday, February 11, 2014)]
[Notices]
[Pages 8217-8221]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2014-02874]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-71483; File No. SR-NYSEArca-2014-12]


Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing 
and Immediate Effectiveness of a Proposed Rule Change Amending the Fees 
for NYSE ArcaBook

February 5, 2014.
    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 January 27, 2014, NYSE Arca, Inc. (the ``Exchange'' or ``NYSE 
Arca'') 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 self-regulatory 
organization. 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 proposes to amend the fees for NYSE ArcaBook. The 
Exchange proposes to implement the fee changes effective February 1, 
2014. The text of the proposed rule change is available on the 
Exchange's Web site at www.nyse.com, at the principal office of the 
Exchange, and at the Commission's Public Reference Room.

[[Page 8218]]

II. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

    In its filing with the Commission, the self-regulatory organization 
included statements concerning the purpose of, and basis for, the 
proposed rule change and discussed any comments it received on the 
proposed rule change. The text of 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 Exchange proposes to amend the fees for NYSE ArcaBook. The 
Exchange proposes to implement the fee changes effective February 1, 
2014.
    NYSE ArcaBook is a real-time market data product that is a 
compilation of all limit orders resident in the NYSE Arca limit order 
book.\3\ The Exchange charges the following monthly display fees for 
NYSE ArcaBook:
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    \3\ See SR-NYSEArca-2014-07.

------------------------------------------------------------------------
 
------------------------------------------------------------------------
Access fee.............................  $750
Redistribution Fee.....................  $1,500
Subscriber Fees........................  Tape A & B Securities
                                          (including ETFs)
                                         Professional: $15
                                         Non-professional: $5.
                                         Tape C Securities (excluding
                                          ETFs)
                                         Professional: $15
                                         Non-professional: $5.
                                         Non-professional Fee Cap:
                                          $20,000.
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    The Exchange proposes to increase the monthly access fee from $750 
to $2,000 and to offer Tape A and B Securities (including ETFs) and 
Tape C Securities (excluding ETFs) for a single monthly fee of $40 for 
professional subscribers and $10 for non-professional subscribers for 
display use. The Exchange would no longer offer separate pricing for 
the Tape C Securities (excluding ETFs) data. The Exchange has 
determined not to separately offer the Tape C option in order to have 
greater ease of management. The Exchange also notes that it has not 
increased NYSE ArcaBook access fees or the subscriber fees for display 
use since they were originally proposed in 2006.\4\
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    \4\ See Securities Exchange Act Release No. 59039 (Dec. 2, 
2008), 73 FR 74770 (Dec. 9, 2008) (SR-NYSEArca-2006-21).
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    The Exchange proposes to make a technical change to remove the 
operative date for the NYSE ArcaBook redistribution fee, but does not 
otherwise propose any changes to the NYSE ArcaBook redistribution fee, 
non-professional fee cap, or non-display fees at this time. The 
Exchange notes that the access fee applies to all users of NYSE 
ArcaBook, regardless of whether they elect display, non-display, and/or 
managed non-display use.
    The Exchange further believes that the proposed rule change is 
consistent with the market-based approach of the Securities and 
Exchange Commission (``Commission''). The decision of the United States 
Court of Appeals for the District of Columbia Circuit in NetCoalition 
v. SEC, 615 F.3d 525 (DC Cir. 2010), upheld reliance by the Commission 
upon the existence of competitive market mechanisms to set reasonable 
and equitably allocated fees for proprietary market data:

    In fact, the legislative history indicates that the Congress 
intended that the market system `evolve through the interplay of 
competitive forces as unnecessary regulatory restrictions are 
removed' and that the SEC wield its regulatory power `in those 
situations where competition may not be sufficient,' such as in the 
creation of a `consolidated transactional reporting system.'

    Id. at 535 (quoting H.R. Rep. No. 94-229 at 92 (1975), as reprinted 
in 1975 U.S.C.C.A.N. 323). The court agreed with the Commission's 
conclusion that ``Congress intended that `competitive forces should 
dictate the services and practices that constitute the U.S. national 
market system for trading equity securities.' '' \5\
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    \5\ NetCoalition, 615 F.3d at 535.
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    As explained below in the Exchange's Statement on Burden on 
Competition, the Exchange believes that there is substantial evidence 
of competition in the marketplace for proprietary market data and that 
the Commission can rely upon such evidence in concluding that the fees 
proposed in this filing are the product of competition and therefore 
satisfy the relevant statutory standards.\6\ In addition, the existence 
of alternatives to NYSE ArcaBook, including real-time consolidated 
data, free delayed consolidated data, and proprietary data from other 
sources, as described below, further ensures that the Exchange cannot 
set unreasonable fees, or fees that are unreasonably discriminatory, 
when vendors and subscribers can elect such alternatives.
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    \6\ Section 916 of the Dodd-Frank Wall Street Reform and 
Consumer Protection Act of 2010 (the ``Dodd-Frank Act'') amended 
paragraph (A) of Section 19(b)(3) of the Act, 15 U.S.C. 78s(b)(3), 
to make clear that all exchange fees for market data may be filed by 
exchanges on an immediately effective basis.
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    As the NetCoalition decision noted, the Commission is not required 
to undertake a cost-of-service or ratemaking approach.\7\ The Exchange 
believes that, even if it were possible as a matter of economic theory, 
cost-based pricing for non-core market data would be so complicated 
that it could not be done practically.\8\
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    \7\ NetCoalition, 615 F.3d at 536.
    \8\ The Exchange believes that cost-based pricing would be 
impractical because it would create enormous administrative burdens 
for all parties, including the Commission, to cost-regulate a large 
number of participants and standardize and analyze extraordinary 
amounts of information, accounts, and reports. In addition, and as 
described below, it is impossible to regulate market data prices in 
isolation from prices charged by markets for other services that are 
joint products. Cost-based rate regulation would also lead to 
litigation and may distort incentives, including those to minimize 
costs and to innovate, leading to further waste. Under cost-based 
pricing, the Commission would be burdened with determining a fair 
rate of return, and the industry could experience frequent rate 
increases based on escalating expense levels. Even in industries 
historically subject to utility regulation, cost-based ratemaking 
has been discredited. As such, the Exchange believes that cost-based 
ratemaking would be inappropriate for proprietary market data and 
inconsistent with Congress's direction that the Commission use its 
authority to foster the development of the national market system, 
and that market forces will continue to provide appropriate pricing 
discipline. See Appendix C to NYSE's comments to the Commission's 
2000 Concept Release on the Regulation of Market Information Fees 
and Revenues, which can be found on the Commission's Web site at 
http://www.sec.gov/rules/concept/s72899/buck1.htm.

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[[Page 8219]]

2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with the provisions of Section 6 of the Act,\9\ in general, and 
Sections 6(b)(4) and 6(b)(5) of the Act,\10\ in particular, in that it 
provides an equitable allocation of reasonable fees among its members, 
issuers, and other persons using its facilities and is not designed to 
permit unfair discrimination among customers, issuers, brokers, or 
dealers. The Exchange also believes that the proposed rule change is 
consistent with Section 11(A) of the Act \11\ in that it is consistent 
with (i) fair competition among brokers and dealers, among exchange 
markets, and between exchange markets and markets other than exchange 
markets; and (ii) the availability to brokers, dealers, and investors 
of information with respect to quotations for and transactions in 
securities. Furthermore, the proposed rule change is consistent with 
Rule 603 of Regulation NMS,\12\ which provides that any national 
securities exchange that distributes information with respect to 
quotations for or transactions in an NMS stock do so on terms that are 
not unreasonably discriminatory.
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    \9\ 15 U.S.C. 78f(b).
    \10\ 15 U.S.C. 78f(b)(4), (5).
    \11\ 15 U.S.C. 78k-1.
    \12\ See 17 CFR 242.603.
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    The Exchange believes that the proposed subscriber fees for display 
use of NYSE ArcaBook are reasonable because they are less than 
subscriber fees that are currently being charged for a comparable 
product by at least one other exchange.\13\ The Exchange believes that 
the proposed subscriber fees are equitable and not unfairly 
discriminatory because the fee structure of differentiated professional 
and non-professional fees has long been used by the Exchange for other 
products, by other exchanges for their products, and by the CTA and CQ 
Plans in order to make data more broadly available to retail 
customers.\14\ The Exchange further believes that continuing to offer 
NYSE ArcaBook to non-professional users with the same data available to 
professional users results in greater equity among data recipients.
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    \13\ The NASDAQ Stock Market LLC (``NASDAQ'') offers NASDAQ 
Level 2 with NASDAQ OpenView for a monthly fee of $51 per 
professional subscriber for NASDAQ, NYSE, and NYSE MKT issues ($45 
for NASDAQ issues plus $6 for NYSE and NYSE MKT issues) and $10 per 
non-professional subscriber for NASDAQ, NYSE, and NYSE MKT issues 
($9 for NASDAQ issues plus $1 for NYSE and NYSE MKT issues). See 
NASDAQ Rule 7023(b).
    \14\ See, e.g., Securities Exchange Act Release No. 20002, File 
No. S7-433 (July 22, 1983) (establishing non-professional fees for 
CTA data); NASDAQ Rules 7023(b), 7047.
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    The proposed access fee for NYSE ArcaBook also is reasonable 
because it is less than or equal to access fees that are currently 
charged by other exchanges for comparable products.\15\ The Exchange 
believes that the proposed access fee for NYSE ArcaBook is equitable 
and not unfairly discriminatory because it will be charged uniformly to 
vendors and subscribers that elect to offer NYSE ArcaBook, whether for 
display, non-display, and/or managed non-display use.
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    \15\ The Exchange's affiliate, NYSE, charges a monthly access 
fee of $5,000 for its NYSE OpenBook product. See Securities Exchange 
Act Release No. 69278 (Apr. 2, 2013), 78 FR 20973 (Apr. 8, 2013) 
(SR-NYSE-2013-25). In addition, NASDAQ charges a monthly access fee 
for NASDAQ Level 2 of $3,000 for NASDAQ, NYSE, and NYSE MKT issues 
($2,000 direct access fee for NASDAQ issues plus $1,000 direct 
access fee for NYSE and NYSE MKT issues). See NASDAQ Rule 7019(b).
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    The Exchange has not raised the subscriber fees for display use of 
NYSE ArcaBook or access fees for NYSE ArcaBook since the fees were 
originally proposed more than seven years ago, in 2006.\16\ During this 
time period, the Exchange has enhanced NYSE ArcaBook through delivery 
upgrades, and the bandwidth to support NYSE ArcaBook has increased 
fivefold. The Exchange believes that the new fees are fair and 
reasonable in light of its ongoing effort to improve the delivery 
technology for market data.
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    \16\ See Securities Exchange Act Release No. 54597 (Oct. 12, 
2006), 71 FR 62029 (Oct. 20, 2006) (SR-NYSEArca-2006-21).
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    The Exchange also notes that the use of NYSE ArcaBook is entirely 
optional. Firms have a wide variety of alternative market data products 
from which to choose.\17\ Moreover, the Exchange is not required to 
make these proprietary data products available or to offer any specific 
pricing alternatives to any customers. For these reasons, the Exchange 
believes that the proposed fees are reasonable, equitable, and not 
unfairly discriminatory.
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    \17\ See supra notes 13 and15.
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B. Self-Regulatory Organization's Statement on Burden on Competition

    In accordance with Section 6(b)(8) of the Act,\18\ the Exchange 
does not believe that the proposed rule change will impose any burden 
on competition that is not necessary or appropriate in furtherance of 
the purposes of the Act. An exchange's ability to price its proprietary 
data feed products is constrained by (1) the inherent contestability of 
the market for proprietary data and actual competition for the sale of 
such data, (2) the joint product nature of exchange platforms, and (3) 
the existence of alternatives to proprietary data.
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    \18\ 15 U.S.C. 78f(b)(8).
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    The Existence of Actual Competition. The market for proprietary 
data products is currently competitive and inherently contestable 
because there is fierce competition for the inputs necessary to the 
creation of proprietary data and strict pricing discipline for the 
proprietary products themselves. Numerous exchanges compete with each 
other for listings and order flow and sales of market data itself, 
providing virtually limitless opportunities for entrepreneurs who wish 
to compete in any or all of those areas, including producing and 
distributing their own market data. Proprietary data products are 
produced and distributed by each individual exchange, as well as other 
entities, in a vigorously competitive market.
    Competitive markets for listings, order flow, executions, and 
transaction reports provide pricing discipline for the inputs of 
proprietary data products and therefore constrain markets from 
overpricing proprietary market data. The U.S. Department of Justice 
also has acknowledged the aggressive competition among exchanges, 
including for the sale of proprietary market data itself. In 2011, 
Assistant Attorney General Christine Varney stated that exchanges 
``compete head to head to offer real-time equity data products. These 
data products include the best bid and offer of every exchange and 
information on each equity trade, including the last sale.'' \19\
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    \19\ Press Release, U.S. Department of Justice, Assistant 
Attorney General Christine Varney Holds Conference Call Regarding 
NASDAQ OMX Group Inc. and IntercontinentalExchange Inc. Abandoning 
Their Bid for NYSE Euronext (May 16, 2011), available at http://www.justice.gov/iso/opa/atr/speeches/2011/at-speech-110516.html.
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    It is common for broker-dealers to further exploit this recognized 
competitive constraint by sending their order flow and transaction 
reports to multiple markets, rather than providing them all to a single 
market. As a 2010 Commission Concept Release noted, the ``current 
market structure can be described as dispersed and complex'' with 
``trading volume . . . dispersed among many highly automated trading 
centers that compete for order flow in the same stocks'' and ``trading 
centers offer[ing] a wide range of services that are designed to 
attract different types of market participants with varying trading 
needs.'' \20\
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    \20\ Concept Release on Equity Market Structure, Securities 
Exchange Act Release No. 61358 (Jan. 14, 2010), 75 FR 3594 (Jan. 21, 
2010) (File No. S7-02-10). This Concept Release included data from 
the third quarter of 2009 showing that no market center traded more 
than 20% of the volume of listed stocks, further evidencing the 
dispersal of and competition for trading activity. Id. at 3598.

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[[Page 8220]]

    In addition, in the case of products that are distributed through 
market data vendors, the market data vendors themselves provide 
additional price discipline for proprietary data products because they 
control the primary means of access to certain end users. These vendors 
impose price discipline based upon their business models. For example, 
vendors that assess a surcharge on data they sell are able to refuse to 
offer proprietary products that their end users do not or will not 
purchase in sufficient numbers. Internet portals, such as Google, 
impose price discipline by providing only data that they believe will 
enable them to attract ``eyeballs'' that contribute to their 
advertising revenue. Similarly, vendors will not elect to make 
available NYSE ArcaBook unless their subscribers request it, and 
subscribers will not elect to purchase it unless it can be used for 
profit-generating purposes. All of these operate as constraints on 
pricing proprietary data products.
    Joint Product Nature of Exchange Platform. Transaction execution 
and proprietary data products are complementary in that market data is 
both an input and a byproduct of the execution service. In fact, market 
data and trade executions are a paradigmatic example of joint products 
with joint costs. The decision whether and on which platform to post an 
order will depend on the attributes of the platforms where the order 
can be posted, including the execution fees, data quality, and price 
and distribution of their data products. The more trade executions a 
platform does, the more valuable its market data products become.
    The costs of producing market data include not only the costs of 
the data distribution infrastructure, but also the costs of designing, 
maintaining, and operating the exchange's transaction execution 
platform and the cost of regulating the exchange to ensure its fair 
operation and maintain investor confidence. The total return that a 
trading platform earns reflects the revenues it receives from both 
products and the joint costs it incurs. Moreover, an exchange's broker-
dealer customers view the costs of transaction executions and market 
data as a unified cost of doing business with the exchange.
    Other market participants have noted that the liquidity provided by 
the order book, trade execution, core market data, and non-core market 
data are joint products of a joint platform and have common costs.\21\ 
The Exchange also notes that the economics literature confirms that 
there is no way to allocate common costs between joint products that 
would shed any light on competitive or efficient pricing.\22\
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    \21\ See Securities Exchange Act Release No. 62887 (Sept. 10, 
2010), 75 FR 57092, 57095 (Sept. 17, 2010) (SR-Phlx-2010-121); 
Securities Exchange Act Release No. 62907 (Sept. 14, 2010), 75 FR 
57314, 57317 (Sept. 20, 2010) (SR-NASDAQ-2010-110); and Securities 
Exchange Act Release No. 62908 (Sept. 14, 2010), 75 FR 57321, 57324 
(Sept. 20, 2010) (SR-NASDAQ-2010-111) (``all of the exchange's costs 
are incurred for the unified purposes of attracting order flow, 
executing and/or routing orders, and generating and selling data 
about market activity. The total return that an exchange earns 
reflects the revenues it receives from the joint products and the 
total costs of the joint products.''); see also Securities Exchange 
Act Release Nos. 71217 (Dec. 31, 2013), 79 FR 875, 877 (Jan. 7, 
2014) (SR-NASDAQ-2013-162) and 70945 (Nov. 26, 2013), 78 FR 72740, 
72741 (Dec. 3, 2013) (SR-NASDAQ-2013-142) (``Transaction execution 
and proprietary data products are complementary in that market data 
is both an input and a byproduct of the execution service. In fact, 
market data and trade execution are a paradigmatic example of joint 
products with joint costs.'').
    \22\ See generally Mark Hirschey, Fundamentals of Managerial 
Economics, at 600 (2009) (``It is important to note, however, that 
although it is possible to determine the separate marginal costs of 
goods produced in variable proportions, it is impossible to 
determine their individual average costs. This is because common 
costs are expenses necessary for manufacture of a joint product. 
Common costs of production--raw material and equipment costs, 
management expenses, and other overhead--cannot be allocated to each 
individual by-product on any economically sound basis. . . . Any 
allocation of common costs is wrong and arbitrary.''). This is not 
new economic theory. See, e.g., F.W. Taussig, ``A Contribution to 
the Theory of Railway Rates,'' Quarterly Journal of Economics V(4) 
438, 465 (July 1891) (``Yet, surely, the division is purely 
arbitrary. These items of cost, in fact, are jointly incurred for 
both sorts of traffic; and I cannot share the hope entertained by 
the statistician of the Commission, Professor Henry C. Adams, that 
we shall ever reach a mode of apportionment that will lead to 
trustworthy results.'').
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    Analyzing the cost of market data product production and 
distribution in isolation from the cost of all of the inputs supporting 
the creation of market data and market data products will inevitably 
underestimate the cost of the data and data products. Thus, because it 
is impossible to obtain the data inputs to create market data products 
without a fast, technologically robust, and well-regulated execution 
system, system costs and regulatory costs affect the price of both 
obtaining the market data itself and creating and distributing market 
data products. It would be equally misleading, however, to attribute 
all of an exchange's costs to the market data portion of an exchange's 
joint products. Rather, all of an exchange's costs are incurred for the 
unified purposes of attracting order flow, executing and/or routing 
orders, and generating and selling data about market activity. The 
total return that an exchange earns reflects the revenues it receives 
from the joint products and the total costs of the joint products.
    The level of competition and contestability in the market is 
evident in the numerous alternative venues that compete for order flow, 
including 14 equities self-regulatory organization (``SRO'') markets, 
as well as internalizing broker-dealers (``BDs'') and various forms of 
alternative trading systems (``ATSs''), including dark pools and 
electronic communication networks (``ECNs''). Competition among trading 
platforms can be expected to constrain the aggregate return that each 
platform earns from the sale of its joint products, but different 
platforms may choose from a range of possible, and equally reasonable, 
pricing strategies as the means of recovering total costs. For example, 
some platforms may choose to pay rebates to attract orders, charge 
relatively low prices for market data products (or provide market data 
products free of charge), and charge relatively high prices for 
accessing posted liquidity. Other platforms may choose a strategy of 
paying lower rebates (or no rebates) to attract orders, setting 
relatively high prices for market data products, or setting relatively 
low prices for accessing posted liquidity. In this environment, there 
is no economic basis for regulating maximum prices for one of the joint 
products in an industry in which suppliers face competitive constraints 
with regard to the joint offering.
    Existence of Alternatives. The large number of SROs, BDs, and ATSs 
that currently produce proprietary data or are currently capable of 
producing it provides further pricing discipline for proprietary data 
products. Each SRO, ATS, and BD is currently permitted to produce 
proprietary data products, and many currently do or have announced 
plans to do so, including but not limited to the Exchange, NYSE, NYSE 
MKT, NASDAQ OMX, BATS, and Direct Edge.
    The fact that proprietary data from ATSs, BDs, and vendors can 
bypass SROs is significant in two respects. First, non-SROs can compete 
directly with SROs for the production and sale of proprietary data 
products. Second, because a single order or transaction report can 
appear in an SRO proprietary product, a non-SRO proprietary product, or 
both, the amount of data available via proprietary products is greater 
in size than the actual number of orders and transaction reports that 
exist in the marketplace. Because market data users can thus find 
suitable substitutes for most proprietary market data

[[Page 8221]]

products,\23\ a market that overprices its market data products stands 
a high risk that users may substitute another source of market data 
information for its own.
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    \23\ See supra notes 13-15.
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    Those competitive pressures imposed by available alternatives are 
evident in the Exchange's proposed pricing. As noted above, the 
proposed subscriber and access fees for NYSE ArcaBook are generally 
lower than or the same as the subscriber and access fees charged by 
other exchanges such as NYSE and NASDAQ for comparable products.\24\
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    \24\ Id.
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    In addition to the competition and price discipline described 
above, the market for proprietary data products is also highly 
contestable because market entry is rapid and inexpensive. The history 
of electronic trading is replete with examples of entrants that swiftly 
grew into some of the largest electronic trading platforms and 
proprietary data producers: Archipelago, Bloomberg Tradebook, Island, 
RediBook, Attain, TrackECN, BATS, and Direct Edge. Today, BATS and 
Direct Edge provide certain market data at no charge on their Web sites 
in order to attract more order flow, and use revenue rebates from 
resulting additional executions to maintain low execution charges for 
their users.\25\
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    \25\ This is simply a securities market-specific example of the 
well-established principle that in certain circumstances more sales 
at lower margins can be more profitable than fewer sales at higher 
margins; this example is additional evidence that market data is an 
inherent part of a market's joint platform.
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    Further, data products are valuable to certain end users only 
insofar as they provide information that end users expect will assist 
them or their customers. The Exchange believes that only vendors and 
subscribers that expect to derive a reasonable benefit from the 
ArcaBook will choose to pay the attendant monthly fees.
    In establishing the proposed fees, the Exchange considered the 
competitiveness of the market for proprietary data and all of the 
implications of that competition. The Exchange believes that it has 
considered all relevant factors and has not considered irrelevant 
factors in order to establish fair, reasonable, and not unreasonably 
discriminatory fees and an equitable allocation of fees among all 
users. The existence of alternatives to the Exchange's products, 
including proprietary data from other sources, ensures that the 
Exchange cannot set unreasonable fees, or fees that are unreasonably 
discriminatory, when vendors and subscribers can elect these 
alternatives or choose not to purchase a specific proprietary data 
product if its cost to purchase is not justified by the returns any 
particular vendor or subscriber would achieve through the purchase.

C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants, or Others

    No written comments were solicited or received with respect to the 
proposed rule change.

III. Date of Effectiveness of the Proposed Rule Change and Timing for 
Commission Action

    The foregoing rule change is effective upon filing pursuant to 
Section 19(b)(3)(A) \26\ of the Act and subparagraph (f)(2) of Rule 
19b-4 \27\ thereunder, because it establishes a due, fee, or other 
charge imposed by the Exchange.
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    \26\ 15 U.S.C. 78s(b)(3)(A).
    \27\ 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 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 (http://www.sec.gov/rules/sro.shtml); or
     Send an email to rule-comments@sec.gov. Please include 
File Number SR-NYSEArca-2014-12 on the subject line.

Paper Comments

     Send paper comments in triplicate to Elizabeth M. Murphy, 
Secretary, Securities and Exchange Commission, 100 F Street NE., 
Washington, DC 20549-1090.

All submissions should refer to File Number SR-NYSEArca-2014-12. 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 Web site (http://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 Web site 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 
10:00 a.m. and 3:00 p.m. Copies of the filing also will be available 
for inspection and copying at the principal office of the Exchange. All 
comments received will be posted without change; the Commission does 
not edit personal identifying information from submissions. You should 
submit only information that you wish to make available publicly. All 
submissions should refer to File Number SR-NYSEArca-2014-12 and should 
be submitted on or before March 4, 2014.
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    \28\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\28\
Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2014-02874 Filed 2-10-14; 8:45 am]
BILLING CODE 8011-01-P


