NYSE American Options Fee Schedule Amendment Proposal

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1. Text of the Proposed Rule Change(a) Pursuant to the provisions of Section 19(b)(1) of the Securities Exchange Act of1934 (the “Act”)and Rule 19b-4 thereunder,NYSE American LLC (“NYSEAmerican” or the “Exchange”) proposes to amend the NYSE American OptionsFee Schedule (“Fee Schedule”) to adopt fees applicable to trading in options thatoverlie each of the MSCI EAFE Index and the MSCI Emerging Markets Index.A notice of the proposed rule change for publication in the Federal Register isattached hereto as Exhibit 1, and the text of the proposed rule change is attachedas Exhibit 5.(b) The Exchange does not believe that the proposed rule change will have any directeffect, or any significant indirect effect, on any other Exchange rule in effect atthe time of this filing.(c) Not applicable.2. Procedures of the Self-Regulatory OrganizationSenior management has approved the proposed rule change pursuant to authoritydelegated to it by the Board of the Exchange. No further action is required under theExchange’s governing documents. Therefore, the Exchange’s internal procedures withrespect to the proposed rule change are complete.The persons on the Exchange staff prepared to respond to questions and comments on theproposed rule change are:Michael BautzSenior CounselNYSE Group, Inc.(212) 656-3. Self-Regulatory Organization’s Statement of the Purpose of, and Statutory Basis for, theProposed Rule Change(a) PurposeThe purpose of this filing is to amend the Fee Schedule to establish fees in connectionwith the launch of trading in options that overlie the MSCI EAFE Index (“EAFE options”or “MXEA”) and the MSCI Emerging Markets Index (“EM options” or “MXEF”). TheExchange recently filed a proposed rule change to adopt rules to facilitate the transfer andtrading of EAFE options and EM options, which currently trade on Cboe Exchange, Inc.15 U.S.C. 78s(b)(1). (“Cboe Options”).The Exchange proposes that the fees set forth in this filing will takeeffect on March 16, 2026, the day that trading in EAFE options and EM options beginson the Exchange.The MSCI EAFE Index (“EAFE Index”) and MSCI Emerging Markets Index (“EMIndex”) are both free float-adjusted market capitalization indexes calculated by MSCIInc. (“MSCI”). The EAFE Index is designed to measure the equity market performanceof developed markets, excluding the United States and Canada,and the EM Index isdesigned to measure equity market performance of emerging markets.Both indexesconsist of large and midcap components, and each covers approximately 85% of the freefloat-adjusted market capitalization in each country included in the respective index.The Exchange proposes to adopt the following per contract transaction fees for manualexecutions in MXEA and MXEF, which are largely based on the fees currently assessedby Cboe Options:PennyRate Per ContractManual TransactionsSee Securities Exchange Act Release No. 104957 (March 10, 2026) 91 FR 12473 (March 13, 2026) (SR-NYSEAMER-2026-15) (Notice of Filing and Immediate Effectiveness of a Proposed Rule Change toFacilitate the Transfer and Trading of Options that Overlie the MSCI EAFE Index and the MSCI EmergingMarkets Index); see also Securities Exchange Act Release No. 74681 (April 8, 2015), 80 FR 20032 (April14, 2015) (SR-CBOE-2015-023) (Order Granting Accelerated Approval of Proposed Rule Change, asModified by Amendment No. 1, to List and Trade Options on the MSCI EAFE Index and on the MSCIEmerging Markets Index).See https://www.nyse.com/trader-update/history#110000955053.The MSCI EAFE Index consists currently of the following 21 developed market country indexes: Australia,Austria, Belgium, Denmark, Finland, France, Germany, Hong Kong, Ireland, Israel, Italy, Japan, theNetherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland, and the UnitedKingdom.The MSCI EM Index consists currently of the following 24 emerging market country indexes: Brazil,Chile, China, Colombia, Czech Republic, Egypt, Greece, Hungary, India, Indonesia, Korea, Malaysia,Mexico, Pakistan, Peru, Philippines, Poland, Qatar, Russia, South Africa, Taiwan, Thailand, Turkey andUnited Arab Emirates.See Cboe Options Fee Schedule, available at (providing for $0.45 per contract rate for Cboe OptionsMarket-Maker/DPM/LMM manual transactions in index products; $0.25 per contract rate for Broker-Dealer manual transaction in index products; $0.25 per contract rate for Customer manual transactions inMXEA and MXEF). As further discussed below, the Exchange’s proposed fee structure for transactions inMXEA and MXEF is consistent with Cboe Options’ fee structure except for differences in the pricingprograms from which transactions in MXEA and MXEF are excluded (based on differences between theprograms offered by the Exchange and those offered by Cboe Options) and the amount of the proposedIndex License Surcharge.

CustomerDOMMPenny N/AFirmPenny N/AMakerThe Exchange also proposes to amend Footnotes 3 and 5 of Fee Schedule Section I.A.“Rates for Options transactions” to exclude MXEA and MXEF: (i) from MarketingCharges applicable to Market Makers who are counterparties to an electronic trade with acustomer; and (ii) from the per contract surcharge applied to any Non-Customer orderthat is not a Simple Order that executes against a Customer order that is not a SimpleOrder. The Exchange further proposes to amend Fee Schedule Sections I and J to excludetransactions in MXEA and MXEF from the Firm Monthly Fee Cap and StrategyExecution Fee Cap, respectively.Finally, the Exchange proposes to adopt an Index License Surcharge of $0.20 percontract for all Non-Customer transactions in MXEA and MXEF. The proposed IndexLicense Surcharge is likewise based on the index license surcharge fee assessed by CboeOptions for transactions in MXEA and MXEFand reflects costs incurred by theExchange related to licensing for purposes of listing and trading EAFE options and EMoptions.(b) Statutory BasisSee Cboe Options Fee Schedule, Surcharge Fee Index License (applying $0.15 surcharge on transactions inMXEA and MXEF).

The Exchange believes that the proposed rule change is consistent with Section 6(b) ofthe Act,in general, and furthers the objectives of Sections 6(b)(4) and (5) of the Act,inparticular, because it provides for the equitable allocation of reasonable dues, fees, andother charges among its members, issuers and other persons using its facilities and doesnot unfairly discriminate between customers, issuers, brokers or dealers.The Exchange operates in a highly competitive market. The Commission has repeatedlyexpressed its preference for competition over regulatory intervention in determiningprices, products, and services in the securities markets. In Regulation NMS, theCommission highlighted the importance of market forces in determining prices and SROrevenues and, also, recognized that current regulation of the market system “has beenremarkably successful in promoting market competition in its broader forms that are mostimportant to investors and listed companies.”There are currently 18 registered options exchanges competing for order flow. Based onpublicly available information, and excluding index-based options, no single exchangehas more than 16% of the market share of executed volume of multiply-listed equity andETF options trades.Therefore, currently no exchange possesses significant pricingpower in the execution of multiply-listed equity and ETF options order flow. Morespecifically, in January 2026, the Exchange had 9.03% market share of executed volumeof multiply-listed equity and ETF options trades.In such a low-concentrated and highlycompetitive market, no single options exchange possesses significant pricing power in theexecution of options order flow. Within this environment, market participants can freelyand often do shift their order flow among the Exchange and competing venues inresponse to changes in their respective pricing schedules.The Exchange believes that the ever-shifting market share among the exchanges frommonth to month demonstrates that market participants can shift order flow or discontinueor reduce use of certain categories of products, in response to fee changes. Accordingly,competitive forces constrain options exchange transaction fees.The Exchange believes the proposed fees for trading in MXEA and MXEF arereasonable, equitable, and not unfairly discriminatory. As noted above, the proposed feesare generally based on fees currently assessed by Cboe Options for trading in EAFE15 U.S.C. 78f(b).15 U.S.C. 78f(b)(4) and (5).See Securities Exchange Act Release No. 51808 (June 9, 2005), 70 FR 37496, 37499 (June 29, 2005) (S7-10-04) (“Reg NMS Adopting Release”).

options and EM options.The Exchange believes that it is reasonable for the Exchangeto adopt fees largely based on the existing pricing structure for EAFE options and EMoptions, which would provide continuity to market participants trading in these options.The Exchange also believes that the proposed fees are reasonable because the proposedfees for manual transactions in MXEA and MXEF are within the range of fees currentlyapplicable to manual transactions on the Exchange in other products. Similarly, theproposed exclusion of transactions in MXEA and MXEF from certain pricing programs isconsistent with the exclusion of fees related to other index products traded on theExchange.The Exchange also believes that the proposed Index License Surcharge isreasonable because it is intended to help recoup some of the costs associated with thelicense required to make MXEA and MXEF options available for trading on theExchange. The Exchange further believes that the proposed change is reasonablydesigned to encourage market participants to continue trading in MXEA and MXEF oncetrading in these options begins on the Exchange and believes that maintainingconsistency with the current Cboe Options pricing structure would facilitate the transitionfor all market participants to trading these options on the Exchange. To the extent theproposed change is effective in encouraging market participants to maintain or increasetheir trading activity in MXEA and MXEF, the Exchange believes the proposed changewould improve the Exchange’s overall competitiveness and strengthen its market qualityfor all market participants.The Exchange believes the proposed rule change is an equitable allocation of its fees andcredits and is not unfairly discriminatory because the proposed fees are based on theamount and type of business transacted on the Exchange. Trading in EAFE options andEM options is voluntary, and all similarly situated market participants would be subjectto the same fee structure, on an equal and non-discriminatory basis, as proposed. To theextent that the proposed change attracts increased order flow to the Exchange, it wouldcontinue to make the Exchange a more competitive venue for, among other things, orderexecution, thereby improving market quality for all market participants on the Exchange.Finally, the Exchange believes that it is subject to significant competitive forces, asdescribed below in the Exchange’s statement regarding the burden on competition.4. Self-Regulatory Organization’s Statement on Burden on CompetitionIn accordance with Section 6(b)(8) of the Act, the Exchange does not believe that theproposed rule change would impose any burden on competition that is not necessary orappropriate in furtherance of the purposes of the Act. Instead, as discussed above, theExchange believes that the proposed changes would encourage the submission ofadditional liquidity to a public exchange, thereby promoting market depth, priceSee notes 7 & 8 supra.See Fee Schedule, FIRM MONTHLY FEE CAP (excluding Royalty Fees for KBW Bank Index optionsfrom fees that count towards the Firm and Broker Dealer Monthly Fee Cap); STRATEGY EXECUTIONFEE CAP (excluding Royalty Fees for KBW Bank Index options from calculation of cap on transactionfees for strategy executions).

discovery and transparency and enhancing order execution opportunities for all marketparticipants. As a result, the Exchange believes that the proposed change furthers theCommission’s goal in adopting Regulation NMS of fostering integrated competitionamong orders, which promotes “more efficient pricing of individual stocks for all typesof orders, large and small.”Intramarket Competition. The proposed change is designed to facilitate trading in EAFE options and EM options on the Exchange and to promote continuity for marketparticipants by maintaining general consistency with the existing fee structure on CboeOptions for trading in MXEA and MXEF. The proposed fees would apply to all similarlysituated market participants that trade EAFE options and EM options, and, accordingly,the proposed changes would not impose a disparate burden on competition among marketparticipants on the Exchange.Intermarket Competition. The Exchange operates in a highly competitive market in which market participants can readily favor one of the other 17 competing options exchanges ifthey deem the Exchange’s fee levels to be excessive. In such an environment, theExchange must continually adjust its fees to remain competitive with other exchangesand to attract order flow to the Exchange. Based on publicly available information, andexcluding index-based options, no single exchange has more than 16% of the marketshare of executed volume of multiply-listed equity and ETF options trades.Therefore,currently no exchange possesses significant pricing power in the execution of multiply-listed equity and ETF options order flow. More specifically, in January 2026, theExchange had 9.03% market share of executed volume of multiply-listed equity and ETFoptions trades.The Exchange believes that the proposed rule change reflects this competitiveenvironment because it adopts fees for trading in EAFE options and EM optionsgenerally based on Cboe Options’ fees, thereby modifying the Exchange’s fees in amanner designed to encourage market participants to maintain or increase trading activityin such options once they transition to list and trade on the Exchange. To the extent thatmarket participants continue to trade in MXEA and MXEF on the Exchange, allExchange market participants stand to benefit from increased order flow and additionaltrading opportunities on the Exchange. The Exchange notes that it operates in a highlycompetitive market in which market participants can readily favor competing venues. Insuch an environment, the Exchange must continually review, and consider adjusting, itsfees and credits to remain competitive with other exchanges. For the reasons describedSee Reg NMS Adopting Release, supra note 11, at 37499.

above, the Exchange believes that the proposed rule change reflects this competitiveenvironment.5. Self-Regulatory Organization’s Statement on Comments on the Proposed Rule ChangeReceived from Members, Participants, or OthersThe Exchange has neither solicited nor received written comments on the proposed rulechange.6. Extension of Time Period for Commission ActionNot applicable.7. Basis for Summary Effectiveness Pursuant to Section 19(b)(3) or for AcceleratedEffectiveness Pursuant to Section 19(b)(2)The foregoing rule change is effective upon filing pursuant to Section 19(b)(3)(A)(ii) ofthe Actbecause it establishes a due, fee, or other charge imposed by the Exchange. Atany time within 60 days of the filing of such proposed rule change, the Commissionsummarily may temporarily suspend such rule change if it appears to the Commissionthat such action is necessary or appropriate in the public interest, for the protection ofinvestors, or otherwise in furtherance of the purposes of the Act. If the Commission takessuch action, the Commission shall institute proceedings under Section 19(b)(2)(B) of theAct to determine whether the proposed rule change should be approved or disapproved.8. Proposed Rule Change Based on Rules of Another Self-Regulatory Organization or of theCommissionThe proposed rule change is not based on the rules of another self-regulatory organizationor of the Commission.9. Security-Based Swap Submissions Filed Pursuant to Section 3C of the ActNot applicable.10. Advance Notices Filed Pursuant to Section 806(e) of the Payment, Clearing andSettlement Supervision ActNot applicable.11. ExhibitsExhibit 1 – Form of Notice of the Proposed Rule Change for Publication in the Federal15 U.S.C. 78s(b)(3)(A)(ii).15 U.S.C. 78s(b)(2)(B).

RegisterExhibit 5 – Amendment to the Exchange’s Fee Schedule

EXHIBIT 1SECURITIES AND EXCHANGE COMMISSION(Release No. 34- ; File No. SR-NYSEAMER-2026-23)[Date]Self-Regulatory Organizations; NYSE American LLC; Notice of Filing and ImmediateEffectiveness of Proposed Change to Amend the NYSE American Options Fee SchedulePursuant to Section 19(b)(1)of the Securities Exchange Act of 1934 (“Act”)and Rule19b-4 thereunder,notice is hereby given that, on March 16, 2026, NYSE American LLC(“NYSE American” 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 Itemshave been prepared by the self-regulatory organization. The Commission is publishing thisnotice to solicit comments on the proposed rule change from interested persons.I. Self-Regulatory Organization’s Statement of the Terms of Substance of the ProposedRule ChangeThe Exchange proposes to amend the NYSE American Options Fee Schedule (“FeeSchedule”) to adopt fees applicable to trading in options that overlie each of the MSCI EAFEIndex and the MSCI Emerging Markets Index. The proposed rule change is available on theExchange’s website at www.nyse.com, at the principal office of the Exchange, and at theCommission’s Public Reference Room.II. Self-Regulatory Organization’s Statement of the Purpose of, and Statutory Basis for, theProposed Rule ChangeIn its filing with the Commission, the self-regulatory organization included statements15 U.S.C. 78s(b)(1).15 U.S.C. 78a.

concerning the purpose of, and basis for, the proposed rule change and discussed any commentsit received on the proposed rule change. The text of those statements may be examined at theplaces specified in Item IV below. The Exchange has prepared summaries, set forth in sectionsA, B, and C below, of the most significant parts of such statements.A. Self-Regulatory Organization’s Statement of the Purpose of, and the StatutoryBasis for, the Proposed Rule Change1. PurposeThe purpose of this filing is to amend the Fee Schedule to establish fees in connectionwith the launch of trading in options that overlie the MSCI EAFE Index (“EAFE options” or“MXEA”) and the MSCI Emerging Markets Index (“EM options” or “MXEF”). The Exchangerecently filed a proposed rule change to adopt rules to facilitate the transfer and trading of EAFEoptions and EM options, which currently trade on Cboe Exchange, Inc. (“Cboe Options”).TheExchange proposes that the fees set forth in this filing will take effect on March 16, 2026, theday that trading in EAFE options and EM options begins on the Exchange.The MSCI EAFE Index (“EAFE Index”) and MSCI Emerging Markets Index (“EMIndex”) are both free float-adjusted market capitalization indexes calculated by MSCI Inc.(“MSCI”). The EAFE Index is designed to measure the equity market performance of developedmarkets, excluding the United States and Canada,and the EM Index is designed to measureSee Securities Exchange Act Release No. 104957 (March 10, 2026) 91 FR 12473 (March 13, 2026) (SR-NYSEAMER-2026-15) (Notice of Filing and Immediate Effectiveness of a Proposed Rule Change toFacilitate the Transfer and Trading of Options that Overlie the MSCI EAFE Index and the MSCI EmergingMarkets Index); see also Securities Exchange Act Release No. 74681 (April 8, 2015), 80 FR 20032 (April14, 2015) (SR-CBOE-2015-023) (Order Granting Accelerated Approval of Proposed Rule Change, asModified by Amendment No. 1, to List and Trade Options on the MSCI EAFE Index and on the MSCIEmerging Markets Index).See https://www.nyse.com/trader-update/history#110000955053.The MSCI EAFE Index consists currently of the following 21 developed market country indexes: Australia,Austria, Belgium, Denmark, Finland, France, Germany, Hong Kong, Ireland, Israel, Italy, Japan, theNetherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland, and the United

equity market performance of emerging markets.Both indexes consist of large and midcapcomponents, and each covers approximately 85% of the free float-adjusted market capitalizationin each country included in the respective index.The Exchange proposes to adopt the following per contract transaction fees for manualexecutions in MXEA and MXEF, which are largely based on the fees currently assessed by CboeOptions:PennyRate Per ContractManual TransactionsCustomerDOMMPenny N/AFirmPenny N/AKingdom.The MSCI EM Index consists currently of the following 24 emerging market country indexes: Brazil,Chile, China, Colombia, Czech Republic, Egypt, Greece, Hungary, India, Indonesia, Korea, Malaysia,Mexico, Pakistan, Peru, Philippines, Poland, Qatar, Russia, South Africa, Taiwan, Thailand, Turkey andUnited Arab Emirates.See Cboe Options Fee Schedule, available at (providing for $0.45 per contract rate for Cboe OptionsMarket-Maker/DPM/LMM manual transactions in index products; $0.25 per contract rate for Broker-Dealer manual transaction in index products; $0.25 per contract rate for Customer manual transactions inMXEA and MXEF). As further discussed below, the Exchange’s proposed fee structure for transactions inMXEA and MXEF is consistent with Cboe Options’ fee structure except for differences in the pricingprograms from which transactions in MXEA and MXEF are excluded (based on differences between theprograms offered by the Exchange and those offered by Cboe Options) and the amount of the proposedIndex License Surcharge.

MakerThe Exchange also proposes to amend Footnotes 3 and 5 of Fee Schedule Section I.A.“Rates for Options transactions” to exclude MXEA and MXEF: (i) from Marketing Chargesapplicable to Market Makers who are counterparties to an electronic trade with a customer; and(ii) from the per contract surcharge applied to any Non-Customer order that is not a SimpleOrder that executes against a Customer order that is not a Simple Order. The Exchange furtherproposes to amend Fee Schedule Sections I and J to exclude transactions in MXEA and MXEFfrom the Firm Monthly Fee Cap and Strategy Execution Fee Cap, respectively.Finally, the Exchange proposes to adopt an Index License Surcharge of $0.20 percontract for all Non-Customer transactions in MXEA and MXEF. The proposed Index LicenseSurcharge is likewise based on the index license surcharge fee assessed by Cboe Options fortransactions in MXEA and MXEFand reflects costs incurred by the Exchange related tolicensing for purposes of listing and trading EAFE options and EM options.2. Statutory BasisThe Exchange believes that the proposed rule change is consistent with Section 6(b) ofSee Cboe Options Fee Schedule, Surcharge Fee Index License (applying $0.15 surcharge on transactions inMXEA and MXEF).

the Act,in general, and furthers the objectives of Sections 6(b)(4) and (5) of the Act,inparticular, because it provides for the equitable allocation of reasonable dues, fees, and othercharges among its members, issuers and other persons using its facilities and does not unfairlydiscriminate between customers, issuers, brokers or dealers.The Exchange operates in a highly competitive market. The Commission has repeatedlyexpressed its preference for competition over regulatory intervention in determining prices,products, and services in the securities markets. In Regulation NMS, the Commissionhighlighted 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 inpromoting market competition in its broader forms that are most important to investors and listedcompanies.”There are currently 18 registered options exchanges competing for order flow. Based onpublicly available information, and excluding index-based options, no single exchange has morethan 16% of the market share of executed volume of multiply-listed equity and ETF optionstrades.Therefore, currently no exchange possesses significant pricing power in the executionof multiply-listed equity and ETF options order flow. More specifically, in January 2026, theExchange had 9.03% market share of executed volume of multiply-listed equity and ETF optionstrades.In such a low-concentrated and highly competitive market, no single options exchange15 U.S.C. 78f(b).15 U.S.C. 78f(b)(4) and (5).See Securities Exchange Act Release No. 51808 (June 9, 2005), 70 FR 37496, 37499 (June 29, 2005) (S7-10-04) (“Reg NMS Adopting Release”).

possesses significant pricing power in the execution of options order flow. Within thisenvironment, market participants can freely and often do shift their order flow among theExchange and competing venues in response to changes in their respective pricing schedules.The Exchange believes that the ever-shifting market share among the exchanges frommonth to month demonstrates that market participants can shift order flow or discontinue orreduce use of certain categories of products, in response to fee changes. Accordingly,competitive forces constrain options exchange transaction fees.The Exchange believes the proposed fees for trading in MXEA and MXEF arereasonable, equitable, and not unfairly discriminatory. As noted above, the proposed fees aregenerally based on fees currently assessed by Cboe Options for trading in EAFE options and EMoptions.The Exchange believes that it is reasonable for the Exchange to adopt fees largelybased on the existing pricing structure for EAFE options and EM options, which would providecontinuity to market participants trading in these options. The Exchange also believes that theproposed fees are reasonable because the proposed fees for manual transactions in MXEA andMXEF are within the range of fees currently applicable to manual transactions on the Exchangein other products. Similarly, the proposed exclusion of transactions in MXEA and MXEF fromcertain pricing programs is consistent with the exclusion of fees related to other index productstraded on the Exchange.The Exchange also believes that the proposed Index LicenseSurcharge is reasonable because it is intended to help recoup some of the costs associated withSee notes 8 & 9 supra.See Fee Schedule, FIRM MONTHLY FEE CAP (excluding Royalty Fees for KBW Bank Index optionsfrom fees that count towards the Firm and Broker Dealer Monthly Fee Cap); STRATEGY EXECUTIONFEE CAP (excluding Royalty Fees for KBW Bank Index options from calculation of cap on transactionfees for strategy executions).

the license required to make MXEA and MXEF options available for trading on the Exchange.The Exchange further believes that the proposed change is reasonably designed to encouragemarket participants to continue trading in MXEA and MXEF once trading in these optionsbegins on the Exchange and believes that maintaining consistency with the current Cboe Optionspricing structure would facilitate the transition for all market participants to trading these optionson the Exchange. To the extent the proposed change is effective in encouraging marketparticipants to maintain or increase their trading activity in MXEA and MXEF, the Exchangebelieves the proposed change would improve the Exchange’s overall competitiveness andstrengthen its market quality for all market participants.The Exchange believes the proposed rule change is an equitable allocation of its fees andcredits and is not unfairly discriminatory because the proposed fees are based on the amount andtype of business transacted on the Exchange. Trading in EAFE options and EM options isvoluntary, and all similarly situated market participants would be subject to the same feestructure, on an equal and non-discriminatory basis, as proposed. To the extent that the proposedchange attracts increased order flow to the Exchange, it would continue to make the Exchange amore competitive venue for, among other things, order execution, thereby improving marketquality for all market participants on the Exchange.Finally, the Exchange believes that it is subject to significant competitive forces, asdescribed below in the Exchange’s statement regarding the burden on competition.B. Self-Regulatory Organization’s Statement on Burden on CompetitionIn accordance with Section 6(b)(8) of the Act, the Exchange does not believe that theproposed rule change would impose any burden on competition that is not necessary orappropriate in furtherance of the purposes of the Act. Instead, as discussed above, the Exchange

believes that the proposed changes would encourage the submission of additional liquidity to apublic exchange, thereby promoting market depth, price discovery and transparency andenhancing order execution opportunities for all market participants. As a result, the Exchangebelieves that the proposed change furthers the Commission’s goal in adopting Regulation NMSof fostering integrated competition among orders, which promotes “more efficient pricing ofindividual stocks for all types of orders, large and small.”Intramarket Competition. The proposed change is designed to facilitate trading in EAFE options and EM options on the Exchange and to promote continuity for market participants bymaintaining general consistency with the existing fee structure on Cboe Options for trading inMXEA and MXEF. The proposed fees would apply to all similarly situated market participantsthat trade EAFE options and EM options, and, accordingly, the proposed changes would notimpose a disparate burden on competition among market participants on the Exchange.Intermarket Competition. The Exchange operates in a highly competitive market in which market participants can readily favor one of the other 17 competing options exchanges if theydeem the Exchange’s fee levels to be excessive. In such an environment, the Exchange mustcontinually adjust its fees to remain competitive with other exchanges and to attract order flow tothe Exchange. Based on publicly available information, and excluding index-based options, nosingle exchange has more than 16% of the market share of executed volume of multiply-listedequity and ETF options trades.Therefore, currently no exchange possesses significant pricingpower in the execution of multiply-listed equity and ETF options order flow. More specifically,See Reg NMS Adopting Release, supra note 12, at 37499.

in January 2026, the Exchange had 9.03% market share of executed volume of multiply-listedequity and ETF options trades.The Exchange believes that the proposed rule change reflects this competitiveenvironment because it adopts fees for trading in EAFE options and EM options generally basedon Cboe Options’ fees, thereby modifying the Exchange’s fees in a manner designed toencourage market participants to maintain or increase trading activity in such options once theytransition to list and trade on the Exchange. To the extent that market participants continue totrade in MXEA and MXEF on the Exchange, all Exchange market participants stand to benefitfrom increased order flow and additional trading opportunities on the Exchange. The Exchangenotes that it operates in a highly competitive market in which market participants can readilyfavor competing venues. In such an environment, the Exchange must continually review, andconsider adjusting, its fees and credits to remain competitive with other exchanges. For thereasons described above, the Exchange believes that the proposed rule change reflects thiscompetitive environment.C. Self-Regulatory Organization’s Statement on Comments on the Proposed RuleChange Received from Members, Participants, or OthersNo 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 ActionPursuant to Section 19(b)(3)(A)(ii) of the Act,and Rule 19b-4(f)(2) thereundertheExchange has designated this proposal as establishing or changing a due, fee, or other charge15 U.S.C. 78s(b)(3)(A)(ii).

imposed on any person, whether or not the person is a member of the self-regulatoryorganization, which renders the proposed rule change effective upon filing. At any time within60 days of the filing of the proposed rule change, the Commission summarily may temporarilysuspend such rule change if it appears to the Commission that such action is necessary orappropriate in the public interest, for the protection of investors, or otherwise in furtherance ofthe purposes of the Act.IV. Solicitation of CommentsInterested persons are invited to submit written data, views and arguments concerning theforegoing, including whether the proposed rule change is consistent with the Act. Commentsmay 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-NYSEAMER-2026-23 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-NYSEAMER-2026-23. This file numbershould be included on the subject line if email is used. To help the Commission process andreview your comments more efficiently, please use only one method. The Commission will postall comments on the Commission’s internet website (https://www.sec.gov/rules/sro.shtml).Copies of the filing will be available for inspection and copying at the principal office of the

Exchange. Do not include personal identifiable information in submissions; you should submitonly information that you wish to make available publicly. We may redact in part or withholdentirely from publication submitted material that is obscene or subject to copyright protection.All submissions should refer to file number SR-NYSEAMER-2026-23 and should be submittedon or before [INSERT DATE 21 DAYS AFTER DATE OF PUBLICATION IN THE FEDERAL REGISTER]. For the Commission, by the Division of Trading and Markets, pursuant to delegatedauthority.Sherry R. Haywood,Assistant Secretary. 17 CFR 200.30-3(a)(12).

EXHIBIT 5Additions underscoredDeletions [bracketed]NYSE AMERICAN OPTIONS FEE SCHEDULENYSE American Options is the options trading facility of NYSE American LLCEffective as of March 16, 2026***Section I. Options Transaction Fees and CreditsA.Rates for Options transactions. The following transaction fees apply to executions in Option contracts. PennyRate PerContractFor ElectronicTransactionsMarketingCharges PerContract forElectronicTransactionsRate PerContractManualTransactionsRate PerContract OtherManualTransactions1,5,6,8Penny $0.50 N/A $0.25 $0.25Non-Penny $0.85 N/A $0.25 $0.25CustomerPenny $0.00 N/A $0.25 $0.00Non-Penny $0.00 N/A $0.25 $0.00DOMM1,2.3,5,6Penny $0.25 $0.25 N/A N/ANon-Penny $0.25 $0.70 N/A N/A1,2,3,5,6Penny $0.25 $0.25 $0.45 $0.50Non-Penny $0.25 $0.70 $0.45 $0.50Firm1,4,5,6,8Penny $0.49 N/A $0.25 $0.25Non-Penny $0.85 N/A $0.25 $0.25Penny N/A N/A N/A $0.00

Non-Penny N/A N/A N/A $0.00Maker1,2,3,5,6Penny $0.25 $0.25 $0.45 $0.50Non-Penny $0.25 $0.70 $0.45 $0.501,2,5,6,8Penny $0.50 N/A $0.25 $0.25Non-Penny $0.85 N/A $0.25 $0.251,5,8Penny $0.50 N/A $0.25 $0.25Non-Penny $0.85 N/A $0.25 $0.251,2,3,5,6Penny $0.25 $0.25 $0.45 $0.50Non-Penny $0.25 $0.70 $0.45 $0.501.Royalty Fees described in Section I.K., may also apply.2.NYSE American Options Market Makers may qualify for lower rates for Electronic transactions pursuant to the Market MakerSliding Scale in section I. C.3.NYSE American Options Market Makers who are counterparties to an Electronic trade with a Customer are liable forMarketing Charges, except as provided in Section I.M and in MXEA and MXEF. The pool of monies resulting from thecollection of Marketing Charges on Electronic non-Directed Orders will be controlled by the Specialist or the e-Specialistwith superior volume performance over the previous quarter, unless otherwise designated by the ATP Holder that submitsan Electronic non-Directed Order as described below, for distribution by the Exchange at the direction of such Specialist ore-Specialist to eligible payment accepting firms. An ATP Holder that submits an Electronic non-Directed Order to theExchange may designate an NYSE American Options Market Maker to control to pool of monies resulting from thecollection of Marketing Charges, which shall be distributed by the Exchange at the direction of such NYSE AmericanOptions Market Maker to payment accepting firms. The pool of monies resulting from collection of Marketing Charges onElectronic Directed Orders will be controlled by the NYSE American Options Market Maker to which the order wasdirected and distributed by the Exchange at the direction of such NYSE American Options Market Maker to paymentaccepting firms.4.Firms are subject to a Monthly Firm Fee Cap of $250,000 for fees associated with Manual transactions as more fullydescribed below in Section I. I.5.A $0.12 per contract surcharge will be applied to any Non-Customer order that is not a Simple Order that executes against aCustomer order that is not a Simple Order (the “Non-Customer Complex Surcharge”), regardless of whether the executionoccurs in a Complex Order Auction (“COA”). The surcharge will not apply to executions in CUBE Auctions. The

Exchange will reduce this per contract surcharge for Electronic executions to $0.10 for ATP Holders that achieve at least0.20% of TCADV of Electronic Non-Customer Complex Orders in a month. For purposes of the Non-Customer ComplexSurcharge with respect to Manual executions, interest from the Trading Crowd is considered “Non-Customer[.],”andtransactions in MXEA and MXEF are not subject to the surcharge.6.[Reserved]The Index License Surcharge as described in Section I.N., may also apply.7.Reserved.8.ATP Holders that achieve Tier 3 or higher in the American Customer Engagement Program (outlined in Section I.E.) willqualify for a Non-Penny Rate of $0.80 per contract for Electronic transactions in the Professional range (as defined inSection I.H.).**I.Firm Monthly Fee Cap. The Monthly Firm Fee Cap for Manual transactions (including QCC transactions) will aggregate the fees associated with Firm Manual transactions and cap them at $250,000 per month per Firm. Once a Firm has reachedthe Firm Monthly Fee Cap, an incremental service fee of $0.02 per contract for Firm Manual transactions will apply,including for the execution of a QCC order. Any fee or volume associated with a Strategy Execution described in SectionI.J., (e.g., reversal and conversion, box spread, short stock interest spread, merger spread and jelly roll) will not be countedtoward the $250,000 cap. Royalty Fees will continue to be charged at the rates described in Section I. K., and do not counttoward the $250,000 fee cap. The Firm Monthly Fee Cap is not applicable to transactions in MXEA and MXEF.J.Strategy Execution Fee Cap. There is a $1,000 cap on transaction fees for options Strategy Executions involving (a) reversals and conversions, (b) box spreads, (c) short stock interest spreads, (d) merger spreads, (e) jelly rolls, and (f)dividends, which are described below. The cap applies to all Strategy Executions on the same trading day. All RoyaltyFees, described in Section I.K., associated with Strategy Executions on Index and ETFs will be passed through to tradingparticipants on the Strategy Executions on a pro-rata basis and will not be included in the calculation of the $1,000 pertrade cap. Manual Broker-Dealer and Firm Strategy trades that do not reach the $1,000 cap will be billed the rate specifiedin Section 1.A. for Manual transactions. Any qualifying Strategy Execution executed as a QCC order will not be eligiblefor this fee cap, except that a reversal and conversion strategy executed as a QCC order will be eligible for this fee cap. TheStrategy Execution Fee Cap is not applicable to transactions in MXEA and MXEF.However, the cap is reduced to $200 on transactions fees for qualifying strategies traded on the same trading day for thoseATP Holders that trade at least 25,000 monthly billable contract sides in qualifying Strategy Executions.*

a.Reversals and Conversions. A “reversal” is established by combining a short security position with a short put and a longcall position that shares the same strike and expiration. A “conversion” is established by combining a long position inthe underlying security with a long put and a short call position that shares the same strike and expiration.b.Box spread. A “box spread” is defined as transactions involving a long call option and a short put option at one strike,combined with a short call option and long put at a different strike, to create synthetic long and synthetic short stockpositions, respectively.c.Short stock interest spread. A “short stock interest spread" is defined as transactions done to achieve a short stock interestarbitrage involving the purchase, sale and exercise of in-the–money options of the same class.d.Merger spread. A “merger spread” is defined as transactions done to achieve a merger arbitrage involving the purchase,sale and exercise of options of the same class and expiration date, each executed prior to the date on whichshareholders of record are required to elect their respective form of consideration, i.e., cash or stock.e.Jelly rolls. A “jelly roll” is created by entering into two separate positions simultaneously. One position involves buying aput and selling a call with the same strike price and expiration. The second position involves selling a put and buying acall, with the same strike price, but with a different expiration from the first position.f. Dividend. A “dividend” is defined as transactions done to achieve a dividend arbitrage involving the purchase, sale andexercise of in-the-money options of the same class, executed the first business day prior to the date on which theunderlying stock goes ex-dividend.M.BOLD Mechanism Fees & CreditsN.Index License Surcharge. Index License Surcharge applies to all participants other than Customers and Professional Customers as outlined below for both Electronic and Manual transactions.MSCI EAFE Index Options (MXEA), MSCI Emerging Markets Index Options (MXEF) - $0.20 per contractSection III. Monthly Trading Permit, Rights, Floor Access and Premium Product FeesE. Floor Broker Incentive and Rebate Programs

1. Floor Broker Fixed Cost Prepayment Incentive Program (the “FB Prepay Program”)The FB Prepay Program affords each Floor Broker organization the opportunity to prepay its annual “Eligible FixedCosts” (set forth in the table below) for the following calendar year.ELIGIBLE FIXED COSTSSection III.A. Monthly ATP FeesSection III.B. Floor Access FeeSection IV. Monthly Floor Communication, Connectivity, Equipment and Booth or Podia Fees as listed below:Transport ChargesBooth PremisesTelephone ServiceCellular PhonesBooth Telephone System - Line ChargeBooth Telephone System - Single line phone jack and data jackWire ServicesParticipants in the FB Prepay Program qualify for rebates by achieving billable manual volume of certain amounts (the“Manual Billable Rebate Program”). The calculation of volume on which rebates earned through the Manual Billable RebateProgram would be paid is based on transactions including at least one side for which manual transaction fees are applicableand unless otherwise indicated excludes QCCs. Any volume calculated to achieve the Strategy Execution Fee Cap, regardlessof whether the cap is achieved, will likewise be excluded from the Manual Billable Rebate Program because fees on suchvolume are already capped and therefore such volume does not increase billable manual volume. A Manual trade executed by aFloor Broker against a Market Maker on the Trading Floor will be eligible for a rebate of ($0.20) in lieu of any rebatesachieved via the Manual Billable Rebate Program. Transactions in MXEA and MXEF are not eligible for rebates achieved viathe FB Prepay Program (more specifically, the Manual Billable Rebate Program), and such volume does not increase billablemanual volume.*****