NYSE Arca Equities Market Data Fees Amendment Proposal

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1. Text of the Proposed Rule ChangePursuant to the provisions of Section 19(b)(1) of the Securities ExchangeAct of 1934 (the “Act”)and Rule 19b-4 thereunder,NYSE Arca, Inc.(“NYSE Arca” or the “Exchange”) proposes to amend the NYSE ArcaEquities Proprietary Market Data Fees (“Fee Schedule”) to 1) establish aNYSE Arca BBO Digital Media Enterprise Fee, 2) extend the proposedNYSE Arca BBO Digital Media Enterprise Fee to NYSE Arca BBOEnterprise Fee subscribers, and 3) extend the NYSE Arca Trades DigitalMedia Enterprise Fee to NYSE Arca Trades Enterprise Fee subscribers.A notice of the proposed rule change for publication in the FederalRegister is attached hereto as Exhibit 1.(b) The Exchange does not believe that the proposed rule change will haveany direct effect, or any significant indirect effect, on any other Exchangerule in effect at the 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 underthe Exchange’s governing documents. Therefore, the Exchange’s internalprocedures with respect to the proposed rule change are complete.The person on the Exchange staff prepared to respond to questions and commentson the proposed rule change is:Samir PatelSenior CounselNYSE Group, Inc.(212) 656-3. Self-Regulatory Organization’s Statement of the Purpose of, and Statutory Basisfor, the Proposed Rule Change(a) PurposeThe Exchange proposes to amend the Fee Schedule to 1) establish a NYSE ArcaBBO Digital Media Enterprise Fee, 2) extend the proposed NYSE Arca BBODigital Media Enterprise Fee to NYSE Arca BBO Enterprise Fee subscribers, and15 U.S.C. 78s(b)(1).
2. extend the NYSE Arca Trades Digital Media Enterprise Fee to NYSE ArcaTrades Enterprise Fee subscribers.NYSE Arca BBO Digital MediaNYSE Arca BBO is a NYSE Arca-only market data product that allows a vendorto redistribute on a real-time basis the same best-bid-and-offer information thatNYSE Arca reports under the Consolidated Quotation Plan (“CQ Plan”) forinclusion in the CQ Plan’s consolidated quotation information data stream(“NYSE Arca BBO Information”).NYSE Arca BBO Information includes thebest bids and offers for all securities that are traded on the Exchange and forwhich NYSE Arca reports quotes under the CQ Plan. NYSE Arca BBO isavailable over a single data feed, regardless of the markets on which the securitiesare listed. NYSE Arca BBO is made available to its subscribers no earlier thanthe information it contains is made available to the processor under the CQ Plan.The Exchange proposes to amend the Fee Schedule to establish a Digital MediaEnterprise Fee of $20,000 per month for NYSE Arca BBO. As proposed, aNYSE Arca BBO Digital Media Enterprise subscription will include, as withNYSE Arca BBO as currently offered, access to real-time best-bid-and-offerinformation. As proposed, NYSE Arca BBO Digital Media Enterprise use willpermit market data vendors, television broadcasters, website and mobile deviceservice providers, and others to distribute bid and offer data to their customers forviewing via television, website, and mobile devices. Vendors will not bepermitted to provide NYSE Arca BBO Digital Media Enterprise in a context inwhich a trading or order routing decision can be implemented. A single DigitalMedia Enterprise Fee will apply for subscribers receiving both NYSE Arca BBOand NYSE Arca Trades. To reflect this new use case, the Exchange proposes toamend the Fee Schedule to adopt a Digital Media Enterprise Fee under NYSEArca BBO and a corresponding footnote with the following rule text: “A singleDigital Media Enterprise Fee allows subscribers to receive both NYSE Arca BBOand NYSE Arca Trades for distribution to an unlimited number of Users forinformation and non-trading purposes only.”NYSE Arca BBO Enterprise and NYSE Arca BBO Digital MediaThe Exchange currently charges an enterprise fee of $22,000 per month for anunlimited number of professional and non-professional users for NYSE ArcaThe Exchange originally filed to amend the Fee Schedule on March 2, 2026 (SR-NYSEARCA-2026-19). SR-NYSEARCA-2026-19 was withdrawn on March 16, 2026,and replaced by this filing.See Securities Exchange Act Release Nos. 61937 (April 16, 2010), 75 FR 21378 (April23, 2010) (SR-NYSEArca-2010-23) (notice – NYSE Arca BBO); and 62188 (May 27,2010), 75 FR 31484 (June 3, 2010) (SR-NYSEArca-2010-23) (approval order – NYSEArca BBO). BBO.A single Enterprise Fee applies to subscribers receiving both NYSE ArcaBBO and NYSE Arca Trades.Accordingly, a subscriber currently pays a flat feefor an unlimited number of professional and non-professional users of both datafeeds without having to report the number of such users on a monthly basis.With this proposed rule change, a data recipient that chooses to license for andpays the proposed NYSE Arca BBO Digital Media Enterprise Fee can also chooseto license for enterprise use of NYSE Arca BBO at no additional cost. Suchcombined licensing would allow the subscriber to redistribute NYSE Arca BBOto an unlimited number of professional and non-professional users, andredistribute NYSE Arca BBO via television, website and mobile devices, withouthaving to separately pay both the existing NYSE Arca BBO Enterprise Fee andthe proposed NYSE Arca BBO Digital Media Enterprise Fee. A subscriber thatchooses such combined licensing would pay a flat fee of $20,000 per month(instead of $42,000 per month) for both NYSE Arca BBO enterprise and NYSEArca BBO Digital Media use cases. To reflect this new combined licensing, theExchange propose to adopt new rule text in a footnote to the Fee Schedule. Theproposed rule text would allow a subscriber that pays a NYSE Arca BBO DigitalMedia Enterprise Fee to subscribe to enterprise use of NYSE Arca BBO at noadditional cost.NYSE Arca Trades Enterprise and NYSE Arca Trades Digital MediaNYSE Arca Trades is a NYSE Arca-only market data feed that allows a vendor toredistribute on a real-time basis the same last sale information that the Exchangereports to the Consolidated Tape Association (“CTA”) for inclusion in the CTA'sconsolidated data stream and certain other related data elements (“NYSE ArcaLast Sale Information”).NYSE Arca Last Sale Information includes real-timelast sale information for all securities that are traded on the Exchange and a stocksummary message. The stock summary message updates every minute andincludes NYSE Arca's opening price, high price, low price, closing price, andSee Securities Exchange Act Release No. 82099 (November 16, 2017), 82 FR 55702(November 22, 2016) (SR-NYSEArca-2017-129).See Securities Exchange Act Release No. 70213 (August 15, 2013), 78 FR 51796(August 21, 2013) (SR-NYSEArca-2013-81).As is the case currently, a data recipient, upon request, must provide the Exchange with acount of the total number of natural person users of NYSE Arca BBO, including bothprofessional and non-professional users.See Securities Exchange Act Release Nos. 59308 (January 28, 2009), 74 FR 5955(February 3, 2009) (SR-NYSEArca-2009-05) (notice - NYSE Arca Trades); 59598(March 18, 2009), 74 FR 12919 (March 25, 2009) (SR-NYSEArca-2009- 05) (approvalorder - NYSE Arca Trades). The fees applicable to subscribers of NYSE Arca Trades arepublished on the Fee Schedule, available athttps://www.nyse.com/publicdocs/nyse/data/NYSE_Arca_Equities_Proprietary_Data_Fee_Schedule.pdf.

cumulative volume for the security. NYSE Arca Trades is made available tosubscribers no earlier than the information it contains is made available to theprocessor under the CTA Plan.In 2013, the Exchange established the NYSE Arca Trades Digital MediaEnterprise Fee of $20,000 per month,which allows a subscriber to redistributethe NYSE Arca Trades data feed to an unlimited number of television, website,and mobile device viewers without having to differentiate between professionalsubscribers and non-professional subscribers, without having to account for theextent of access to the data, and without having to report the number of users.The Exchange also currently provides for enterprise use of NYSE Arca Tradesand charges a fee of $22,000 per month for redistribution to an unlimited numberof professional and non-professional users.A single Enterprise Fee applies tosubscribers receiving both NYSE Arca Trades and NYSE Arca BBO.Accordingly, a subscriber currently pays a flat fee for an unlimited number ofprofessional and non-professional users of both data feeds without having toreport the number of such users on a monthly basis.With this proposed rule change, a data recipient that currently pays the NYSEArca Trades Digital Media Enterprise Fee can choose to license for enterprise useof NYSE Arca Trades at no additional cost. Such combined licensing wouldallow the subscriber to redistribute NYSE Arca Trades to an unlimited number ofprofessional and non-professional users, and redistribute NYSE Arca Trades viatelevision, website and mobile devices, without having to separately pay both theexisting NYSE Arca Trades Enterprise Fee and the existing NYSE Arca TradesDigital Media Enterprise Fee. A subscriber that chooses such combined licensingwould pay a flat fee of $20,000 per month (instead of $42,000 per month) for bothNYSE Arca Trades enterprise and NYSE Arca Trades Digital Media use cases.To reflect this new licensing, the Exchange proposes to adopt new rule text in afootnote to the Fee Schedule. The proposed rule text would allow a subscriberthat pays a NYSE Arca Trades Digital Media Enterprise Fee to subscribe toenterprise use of NYSE Arca Trades at no additional cost.See Securities Exchange Act Release No. 69274 (April 2, 2013), 78 FR 20986 (April 8,2013) (SR-NYSEArca-2013-30). See also Securities Exchange Act Release Nos. 69299(April 4, 2013), 78 FR 21436 (April 10, 2013) (SR-NYSEArca-2013-31); and 70067(July 30, 2013), 78 FR 47467 (August 5, 2013) (SR-NYSEArca-2013-74).See Securities Exchange Act Release No. 79310 (November 14, 2016), 81 FR 81820(November 18, 2016) (SR-NYSEArca-2016-142).See Securities Exchange Act Release No. 70213 (August 15, 2013), 78 FR 51796(August 21, 2013) (SR-NYSEArca-2013-81).As is the case currently, a data recipient, upon request, must provide the Exchange with acount of the total number of natural person users of NYSE Arca Trades, including bothprofessional and non-professional users.

DiscussionThis Proposal is a response to customer requests. A number of firms, includingfinancial media firms, retail broker-dealers, mobile application vendors, and datavendors, have informed the Exchange that they have observed an increase indemand for bid and offer information from the general investing public, andrequested that the Exchange create the proposed enterprise license. Thesepotential customers compared NYSE Arca’s market data fee schedule to that ofone of its competitors, which already allows general news websites to distributereal-time quote and trade information on open public websites and applications,and concluded that overall market transparency would be improved if NYSE ArcaBBO was distributed on open public websites and applications as well.Upon consideration of these requests, the Exchange has determined thatdistribution of best bid and offer information is in the best interest of ourcustomers and the market as a whole. The release of pre-trade information wouldexpand the availability and accessibility of accurate and reliable tradinginformation, increasing overall transparency.NYSE Arca believes that there is little risk that the proposed license will changethe way that Professionals use pre-trade data. Although the new license mayoccasionally result in incidental professional use, data that is generally availableto online customers via television, open websites, mobile devices, or any otherunrestricted means of transmission is unlikely to have the breadth or depth ofinformation, or desktop applications, used by Professionals. Information forprofessional use is typically distributed through firewall-protected websites,intranet sites, secured terminals, or is otherwise protected from widespreaddissemination.As an additional safeguard, the Exchange proposes that anyplatform used to distribute data under this license contain sufficient controls toensure that the feeds cannot be modified into a data feed or otherwise madesuitable for Professional use.The Exchange expects the new license to be attractive to financial media outlets,search engines and firms engaged in the development and sale of new financialapplications. The Exchange also believes that subscribers that currently distributeSee, e.g., Securities Exchange Act Release No. 79699 (December 28, 2016), 82 FR 892(January 4, 2017) (SR-BatsEDGA-2016-32) (introducing the digital media license forBats EDGA); see also Cboe One Feed, Digital Media License, available athttps://www.cboe.com/us/equities/market_data_services/cboe_one/ (allowing general news websites to distribute real-time quote and trade information on open public websites andapplications; information may be distributed via television, websites and mobile devicesfor informational and non-trading purposes only).Professionals are also subject to regulatory requirements not applicable to the generalinvesting public that require different sets of information to be displayed. SEC Rule603(c), for example, requires Professionals to provide consolidated information, ratherthan proprietary data, under certain circumstances. See 17 CFR 242.603(c).

last sale transaction reports under the Exchange’s existing NYSE Arca TradesDigital Media License to the general investing public would similarly beinterested in distributing NYSE Arca BBO data on their open websites to generatetraffic and attract customers. Any firm that is interested in distributing NYSEArca BBO to the general investing public under the conditions set forth in thisproposed rule change would be able to do so. The Exchange expects financialmedia firms, firms engaged in the development and sale of new financialapplications, broker-dealers, and data vendors in particular to benefit from theproposed license. The Exchange believes this proposed rule change will promotecompetition as it is similar to a media license already offered by other(b) Statutory BasisThe Exchange believes that the proposed rule change is consistent with theprovisions of Section 6 of the Act,in general, and Sections 6(b)(4) and 6(b)(5)of the Act,in particular, in that it provides an equitable allocation of reasonablefees among users and recipients of the data and is not designed to permit unfairdiscrimination among customers, issuers, and brokers. The Exchange alsobelieves that the proposed rule change is consistent with Section 11(A) of theActin that it is consistent with (i) fair competition among brokers and dealers,among exchange markets, and between exchange markets and markets other thanexchange markets; and (ii) the availability to brokers, dealers, and investors ofinformation with respect to quotations for and transactions in securities.Furthermore, the proposed rule change is consistent with Rule 603 of RegulationNMS,which provides that any national securities exchange that distributesinformation with respect to quotations for or transactions in an NMS stock do soon terms that are not unreasonably discriminatory.The Proposal Is an Equitable Allocation of Reasonable Dues, Fees and OtherChargesIn adopting Regulation NMS, the Commission granted self-regulatoryorganizations and broker-dealers increased authority and flexibility to offer newand unique market data to the public. The Commission has repeatedly expressedits preference for competition over regulatory intervention in determining prices,products, and services in the securities markets. Specifically, in Regulation NMS,the Commission highlighted the importance of market forces in determiningprices and SRO revenues, and also recognized that current regulation of theSee infra, notes 23-24.15 U.S.C. 78f(b).15 U.S.C. 78f(b)(4), (5).15 U.S.C. 78k-1.17 CFR 242.603.

market system “has been remarkably successful in promoting market competitionin its broader forms that are most important to investors and listed companies.”With respect to market data, the decision of the United States Court of Appealsfor the District of Columbia Circuit in NetCoalition v. SEC upheld theCommission’s reliance on the existence of competitive market mechanisms toevaluate the reasonableness and fairness of fees for proprietary market data:In fact, the legislative history indicates that the Congress intendedthat the market system “evolve through the interplay ofcompetitive forces as unnecessary regulatory restrictions areremoved” and that the SEC wield its regulatory power “in thosesituations where competition may not be sufficient,” such as in thecreation of a “consolidated transactional reporting system.”The court agreed with the Commission’s conclusion that “Congress intended that‘competitive forces should dictate the services and practices that constitute theU.S. national market system for trading equity securities.’”More recently, the Commission confirmed that it applies a “market-based” test inits assessment of market data fees, and that under that test:the Commission considers whether the exchange was subject tosignificant competitive forces in setting the terms of its proposalfor [market data], including the level of any fees. If an exchangemeets this burden, the Commission will find that its fee rule isconsistent with the Act unless there is a substantial countervailingbasis to find that the terms of the rule violate the Act or the rulesthereunder.In addition, the proposed NYSE Arca BBO Digital Media license would removeimpediments to and would perfect the mechanism of a free and open market and anational market system by providing investors with alternative market data andwould compete with similar market data products currently offered by the NasdaqStock Market LLC (“Nasdaq”) through its Nasdaq Basicdata feed and the fourSee Regulation NMS Adopting Release, 70 FR 37495, at 37499.NetCoalition v. SEC, 615 F.3d 525, 535 (D.C. Cir. 2010) (“NetCoalition I”) (quotingH.R. Rep. No. 94–229 at 92 (1975), as reprinted in 1975 U.S.C.C.A.N. 323).Id. at 535.See Securities Exchange Act Release No. 34-90217 (October 16, 2020), 85 FR 67392(October 22, 2020) (SR-NYSENAT-2020-05) (“National IF Approval Order”) (internalquotation marks omitted), quoting Securities Exchange Act Release No. 59039(December 2, 2008), 73 FR 74770, 74781 (December 9, 2008).See https://www.nasdaq.com/solutions/data/equities/nasdaq-basic. See alsohttps://www.nasdaqtrader.com/TraderNews.aspx?id=dn2022-1.

U.S. equities exchanges operated by Cboe Exchange, Inc. - Cboe BZX Exchange,Inc. (“BZX”), Cboe BYX Exchange, Inc. (“BYX”), Cboe EDGA Exchange, Inc.(“EDGA”), and Cboe EDGX Exchange, Inc. (“EDGX”), each of whichcontributes to a market data product that comprises the Cboe One Feed thatpermits a digital media use.Similar to both Nasdaq Basic and the Cboe OneFeed, which provide real-time best bid and offer information for all U.S.exchange-listed stocks, NYSE Arca BBO Digital Media would allow vendors andsubscribers to utilize NYSE Arca BBO, or NYSE BQT for subscribers thatchoose to subscribe to the BBO data feeds from New York Stock Exchange LLC(“NYSE”) and NYSE American LLC (“NYSE American”), to quickly access anddistribute real time bid and offer data.Competition among exchanges in the sale of top-of-book data is a powerfulcompetitive force that constrains the price of top-of-book data products. NYSEArca BBO provides choices to broker-dealers and other data consumers byoffering less than the quantum of data provided through the consolidated tapefeeds, but at a lower price.Top-of-book data can be used for many purposes—from a retail investor casuallysurveying the market to sophisticated market participants using it for a variety ofapplications, such as investment analysis, risk management, or portfoliovaluation.All major exchange groups compete to sell top-of-book data. As noted above,Nasdaq Basic provides data derived from liquidity within the Nasdaq marketcenter and trades reported to the FINRA/Nasdaq TRFs. As noted above, theNYSE BQT feed disseminates top-of-book information from the NYSE, NYSEAmerican, NYSE Arca, NYSE National and NYSE Texas exchanges, while theSee BZX Rule 11.22(j) Cboe One Feed; BYX Rule 11.22(i) BYX Cboe One Feed;EDGA Rule 13.8(b) Cboe One Feed; and EDGX Rule 13.8(b) Cboe One Feed. The CboeOne Feed offered by BZX, BYX, EDGA and EDGX are each a data feed that thatcontains the aggregate best bid and offer of all displayed orders for securities traded eachof those exchanges.The NYSE BQT feed disseminates top-of-book information from the NYSE, NYSEAmerican, NYSE Arca, NYSE National, Inc. and NYSE Texas, Inc. exchanges. SeeNYSE Best Quote & Trades (BQT), available at https://www.nyse.com/market-data/real- time/nyse-bqt. As set forth in footnote 5 of the NYSE Fee Schedule, to subscribe to NYSE BQT, subscribers must also separately pay applicable fees for NYSE BBO, NYSETrades, NYSE Arca BBO, NYSE Arca Trades, NYSE American BBO, NYSE AmericanTrades, NYSE National BBO, NYSE National Trades, NYSE Texas BBO and NYSETexas Trades, as may be amended from time to time. This proposed fee change, takentogether with similar fee changes filed by the Exchange’s affiliated exchanges, NYSEand NYSE American, will reduce the fees associated with NYSE BQT for Redistributorsof NYSE Arca BBO and NYSE Arca Trades who wish to provide these top of bookproducts to an unlimited number of professional and non-professional users, andredistribute such data via television, website and mobile devices.

Cboe One Summary Feed provides data from the four Cboe equities exchanges:BZX Exchange, BYX Exchange, EDGX Exchange and EDGA Exchange.Nasdaq, NYSE and Cboe compete on price and quality. Nasdaqand Cboeboth currently offer enterprise licenses for their top-of book feeds.Competition among exchanges for order flow has long been recognized by thecourts. As the D.C. Circuit recognized in NetCoalition I, “[n]o one disputes thatcompetition for order flow is fierce.”The court further noted that “no exchangepossesses a monopoly, regulatory or otherwise, in the execution of order flowfrom broker dealers,” and that an exchange “must compete vigorously for orderflow to maintain its share of trading volume.”The proposed NYSE Arca BBO Digital Media Enterprise license is an element ofthe competition among exchanges for the sale of top-of-book feeds. As explainedabove, it was drafted in response to requests from potential customers, includingfinancial media firms, retail broker-dealers, mobile application vendors, and datavendors, and is consistent with the license offered by one of the Exchange’scompetitors allowing general news websites to distribute real-time quote and tradeinformation.The Exchange expects the proposed new license to be attractive tofinancial media outlets, search engines, and firms engaged in the development andsale of new financial applications, as well as broker-dealers, and expects that theincreased dissemination of NYSE Arca BBO data will enhance the Exchange’sability to compete with other exchanges in the sale of top-of-book data.In establishing the Digital Media Enterprise Fee, the Exchange recognizes thatthere is demand for a more seamless and easier–to-administer data distributionmode that takes into account the expanded variety of media and communicationSee Cboe Market Data Services, U.S. Equities, U.S. Equities Market Data Products, available at:https://markets.cboe.com/us/equities/market_data_services/#:~:text=Cboe%20Top%20is%20a%20real,time%20on%20a%20Cboe%20book.&text=It%20is%20a%20real%2Dtime,time%20on%20a%20Cboe%20book. See Section 132, Market Data Enterprise License for Display Usage, available athttps://listingcenter.nasdaq.com/rulebook/nasdaq/rules/Nasdaq%20Equity%207#section132marketdataenterpriselicensefordisplayusage. See Cboe, Market Data Services, Cboe One Feed, available at https://markets.cboe.com/us/ equities/marketdataservices/cboeone/. NetCoalition I, 615 F.3d at 544 (internal quotation omitted).Id.See, e.g., Securities Exchange Act Release No. 79699 (December 28, 2016), 82 FR 892(January 4, 2017) (SR-BatsEDGA-2016-32) (introducing the digital media license forBats EDGA); see also Cboe One Feed, Digital Media License, available athttps://www.cboe.com/us/equities/marketdataservices/cboeone/ (allowing general news websites to distribute real-time quote and trade information on open public websitesand applications; information may be distributed via television, websites and mobiledevices for informational and non-trading purposes only).

devices that investors utilize today. The Exchange believes the proposed DigitalMedia Enterprise Fee will be easy to administer because data recipients thatpurchase it would not be required to differentiate between Professional and Non-Professional Users, account for the extent of access to the data, or report thenumber of Users. This is a significant reduction on a recipient firm’sadministrative burden and is a benefit to investors. For example, a televisionbroadcaster could display the NYSE Arca BBO data during market-relatedprogramming and on its website or allow viewers to view the data via their mobiledevices, creating a more seamless distribution model that would allow investorsmore choice in how they receive and view market data, all without having toaccount for and/or measure who accesses the data and how often they do so.The proposed Digital Media Enterprise Fee is also reasonable and equitablyallocated because it will enable recipient firms to more widely distribute datafrom the NYSE Arca BBO data feed to investors for informational purposes at alower cost than is available today. For example, Nasdaq provides a Digital MediaEnterprise License for Nasdaq Basic for $100,000 per month per firm.The Exchange also believes the proposed Digital Media Enterprise License isreasonable and equitably allocated as the proposed rule change would allowsubscribers to redistribute NYSE Arca BBO to an unlimited number ofProfessional and non-Professional Users, and redistribute NYSE Arca BBO viatelevision, website and mobile devices, at a lower cost. The Exchange believesthe proposed enterprise license would result in lower fees for subscribers able toreach the largest audience of investors, including retail investors. Discounts forbroader dissemination of market data information have routinely been adopted byexchanges as equitable allocations of reasonable dues, fees and charges.The Exchange believes the proposed enterprise license to allow both digital mediause and enterprise use is reasonable and equitably allocated because it wouldreduce exchange fees, lower administrative costs for subscribers and help expandthe availability of market information to investors and thereby increaseparticipation in financial markets. As discussed above, a subscriber would pay aflat fee of $20,000 per month (instead of $42,000 per month) for both enterpriseuse of NYSE Arca BBO and NYSE Arca BBO Digital Media use cases. Asubscriber would similarly pay a flat fee of $20,000 per month (instead of$42,000 per month) for both enterprise use of NYSE Arca Trades and NYSE ArcaTrades Digital Media use cases. Subscribers would be able to disseminate NYSEArca BBO and/or NYSE Arca Trades, as the case may be, to an unlimited numberSee https://data.nasdaq.com/price-list?category=U.S.+Equities&subcategory=Nasdaq+Basic.For example, the Commission has permitted pricing discounts for market data underNasdaq Rules at Section 132. Market Data Enterprise License for Display Usage andSection 147. Nasdaq Basic (b) User Fees. See also Securities Exchange Act Release No.82182 (November 30, 2017), 82 FR 57627 (December 6, 2017) (SR-NYSE-2017-60)(changing an enterprise fee for NYSE BBO and NYSE Trades).

of Professional and non-Professional Users for a monthly fee that is lower than ifthe subscriber licensed for each use separately.The Proposal Does Not Permit Unfair DiscriminationThe Exchange believes that the proposed fee change is not unfairly discriminatorybecause it neither targets nor will it have a disparate impact on any category ofmarket participant and would apply uniformly to all subscribers of Exchange dataon an equal and non-discriminatory basis. As explained below in the Exchange’sStatement on Burden on Competition, the Exchange believes that there issubstantial evidence of competition in the marketplace for data and that theCommission can rely upon such evidence in concluding that the fees establishedin this filing are the product of competition and therefore satisfy the relevantstatutory standards. In addition, the existence of alternatives to the Exchange’soffering, including real-time consolidated data, free delayed consolidated data,and proprietary data from other sources, ensures that the Exchange cannot setunreasonable fees, or fees that are unfairly discriminatory, when vendors andsubscribers can elect such alternatives. In addition, the proposal would not permitunfair discrimination because the proposed licensing options would be availableto all of the Exchange’s current and future subscribers on an equivalent basis.For all of the reasons set forth herein, the Exchange believes that the proposedDigital Media Enterprise license will be subject to significant competition.Moreover, the Exchange believes that the proposed rule change will benefit thegeneral investing public by lowering the cost of distributing NYSE BBO, therebyenhancing overall market transparency.4. Self-Regulatory Organization’s Statement on Burden on CompetitionIn accordance with Section 6(b)(8)of the Act, the Exchange does not believethat the proposed rule change will impose any burden on competition that is notnecessary or appropriate in furtherance of the purposes of the Act.Intramarket Competition. The Exchange believes that the proposed rule change does not put any market participant at a relative disadvantage compared to othermarket participants. As noted above, the proposed fees would apply equally to allsubscribers of NYSE Arca BBO, and subscribers may choose whether tosubscribe for Digital Media use of NYSE Arca BBO at all. The Exchange alsobelieves that the proposed fees neither favor nor penalize one or more categoriesof market participants in a manner that would impose an undue market oncompetition.Intermarket Competition. The Exchange believes the proposed rule change does not impose a burden on competition or on other exchanges that is not necessary or78 U.S.C. 78f(b)(8).

appropriate because of the availability of similar products and licensing options inthe marketplace. Because other exchanges already offer similar products andlicensing options, the Exchange’s proposed NYSE Arca BBO Digital MediaEnterprise will further enhance competition. The NYSE Arca BBO Digital MediaEnterprise will foster competition by providing an alternative to similar licensingopportunities offered by other exchanges, notably Nasdaq and the CboeThe NYSE Arca BBO Digital Media Enterprise would provideinvestors with a new subscription option, which was a primary goal of the marketdata amendments adopted by Regulation NMS.Thus, the Exchange believesthe proposed rule change is necessary to permit fair competition among nationalsecurities exchanges.5. Self-Regulatory Organization’s Statement on Comments on the Proposed RuleChange Received from Members, Participants or OthersThe Exchange has neither solicited nor received written comments on theproposed rule change.6. Extension of Time Period for Commission ActionThe Exchange does not consent at this time to an extension of any time period forCommission action.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 Section19(b)(3)(A)of the Act and subparagraph (f)(2) of Rule 19b-4thereunderbecause it establishes a due, fee, or other charge imposed by the Exchange. At anytime within 60 days of the filing of such proposed rule change, the Commissionsummarily may temporarily suspend such rule change if it appears to theCommission that such action is necessary or appropriate in the public interest, forthe protection of investors, or otherwise in furtherance of the purposes of the Act.If the Commission takes such action, the Commission shall institute proceedingsunder Section 19(b)(2)(B)of the Act to determine whether the proposed rulechange should be approved or disapproved.8. Proposed Rule Change Based on Rules of Another Self-Regulatory Organizationor of the CommissionSee supra, notes 27-28.See supra, note 19, at 37503.15 U.S.C. 78s(b)(3)(A).17 CFR 240.19b-4(f)(2).15 U.S.C. 78s(b)(2)(B).

Not applicable.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 Proposed Rule Change for Publication in theFederal RegisterExhibit 5 - Proposed Rule Change

EXHIBIT 1SECURITIES AND EXCHANGE COMMISSION(Release No. 34- ; File No. SR-NYSEARCA-2026-31)[Date]Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing and Immediate Effectivenessof Proposed Rule Change to Amend the NYSE Arca Equities Proprietary Market Data FeesPursuant 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 Arca, Inc. (“NYSEArca” 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 Arca Equities Proprietary Market Data Fees(“Fee Schedule”) to 1) establish a NYSE Arca BBO Digital Media Enterprise Fee, 2) extend theproposed NYSE Arca BBO Digital Media Enterprise Fee to NYSE Arca BBO Enterprise Feesubscribers, and 3) extend the NYSE Arca Trades Digital Media Enterprise Fee to NYSE ArcaTrades Enterprise Fee subscribers. The proposed rule change is available on the Exchange’swebsite at www.nyse.com, at the principal office of the Exchange, and at the Commission’sPublic Reference Room.15 U.S.C. 78s(b)(1).15 U.S.C. 78a.

1. 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 statementsconcerning 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 Exchange proposes to amend the Fee Schedule to 1) establish a NYSE Arca BBODigital Media Enterprise Fee, 2) extend the proposed NYSE Arca BBO Digital Media EnterpriseFee to NYSE Arca BBO Enterprise Fee subscribers, and 3) extend the NYSE Arca Trades DigitalMedia Enterprise Fee to NYSE Arca Trades Enterprise Fee subscribers.NYSE Arca BBO Digital MediaNYSE Arca BBO is a NYSE Arca-only market data product that allows a vendor toredistribute on a real-time basis the same best-bid-and-offer information that NYSE Arca reportsunder the Consolidated Quotation Plan (“CQ Plan”) for inclusion in the CQ Plan’s consolidatedquotation information data stream (“NYSE Arca BBO Information”).NYSE Arca BBOInformation includes the best bids and offers for all securities that are traded on the Exchangeand for which NYSE Arca reports quotes under the CQ Plan. NYSE Arca BBO is available overThe Exchange originally filed to amend the Fee Schedule on March 2, 2026 (SR-NYSEARCA-2026-19).SR-NYSEARCA-2026-19 was withdrawn on March 16, 2026, and replaced by this filing.See Securities Exchange Act Release Nos. 61937 (April 16, 2010), 75 FR 21378 (April 23, 2010) (SR-NYSEArca-2010-23) (notice – NYSE Arca BBO); and 62188 (May 27, 2010), 75 FR 31484 (June 3, 2010)(SR-NYSEArca-2010-23) (approval order – NYSE Arca BBO). a single data feed, regardless of the markets on which the securities are listed. NYSE Arca BBOis made available to its subscribers no earlier than the information it contains is made available tothe processor under the CQ Plan.The Exchange proposes to amend the Fee Schedule to establish a Digital MediaEnterprise Fee of $20,000 per month for NYSE Arca BBO. As proposed, a NYSE Arca BBODigital Media Enterprise subscription will include, as with NYSE Arca BBO as currentlyoffered, access to real-time best-bid-and-offer information. As proposed, NYSE Arca BBODigital Media Enterprise use will permit market data vendors, television broadcasters, websiteand mobile device service providers, and others to distribute bid and offer data to their customersfor viewing via television, website, and mobile devices. Vendors will not be permitted toprovide NYSE Arca BBO Digital Media Enterprise in a context in which a trading or orderrouting decision can be implemented. A single Digital Media Enterprise Fee will apply forsubscribers receiving both NYSE Arca BBO and NYSE Arca Trades. To reflect this new usecase, the Exchange proposes to amend the Fee Schedule to adopt a Digital Media Enterprise Feeunder NYSE Arca BBO and a corresponding footnote with the following rule text: “A singleDigital Media Enterprise Fee allows subscribers to receive both NYSE Arca BBO and NYSEArca Trades for distribution to an unlimited number of Users for information and non-tradingpurposes only.”NYSE Arca BBO Enterprise and NYSE Arca BBO Digital MediaThe Exchange currently charges an enterprise fee of $22,000 per month for an unlimitednumber of professional and non-professional users for NYSE Arca BBO.A single EnterpriseSee Securities Exchange Act Release No. 82099 (November 16, 2017), 82 FR 55702 (November 22, 2016)(SR-NYSEArca-2017-129).

Fee applies to subscribers receiving both NYSE Arca BBO and NYSE Arca Trades.Accordingly, a subscriber currently pays a flat fee for an unlimited number of professional andnon-professional users of both data feeds without having to report the number of such users on amonthly basis.With this proposed rule change, a data recipient that chooses to license for and pays theproposed NYSE Arca BBO Digital Media Enterprise Fee can also choose to license forenterprise use of NYSE Arca BBO at no additional cost. Such combined licensing would allowthe subscriber to redistribute NYSE Arca BBO to an unlimited number of professional and non-professional users, and redistribute NYSE Arca BBO via television, website and mobile devices,without having to separately pay both the existing NYSE Arca BBO Enterprise Fee and theproposed NYSE Arca BBO Digital Media Enterprise Fee. A subscriber that chooses suchcombined licensing would pay a flat fee of $20,000 per month (instead of $42,000 per month) forboth NYSE Arca BBO enterprise and NYSE Arca BBO Digital Media use cases. To reflect thisnew combined licensing, the Exchange propose to adopt new rule text in a footnote to the FeeSchedule. The proposed rule text would allow a subscriber that pays a NYSE Arca BBO DigitalMedia Enterprise Fee to subscribe to enterprise use of NYSE Arca BBO at no additional cost.NYSE Arca Trades Enterprise and NYSE Arca Trades Digital MediaNYSE Arca Trades is a NYSE Arca-only market data feed that allows a vendor toredistribute on a real-time basis the same last sale information that the Exchange reports to theConsolidated Tape Association (“CTA”) for inclusion in the CTA's consolidated data stream andSee Securities Exchange Act Release No. 70213 (August 15, 2013), 78 FR 51796 (August 21, 2013) (SR-NYSEArca-2013-81).As is the case currently, a data recipient, upon request, must provide the Exchange with a count of the totalnumber of natural person users of NYSE Arca BBO, including both professional and non-professionalusers.

certain other related data elements (“NYSE Arca Last Sale Information”).NYSE Arca LastSale Information includes real-time last sale information for all securities that are traded on theExchange and a stock summary message. The stock summary message updates every minuteand includes NYSE Arca's opening price, high price, low price, closing price, and cumulativevolume for the security. NYSE Arca Trades is made available to subscribers no earlier than theinformation it contains is made available to the processor under the CTA Plan.In 2013, the Exchange established the NYSE Arca Trades Digital Media Enterprise Feeof $20,000 per month,which allows a subscriber to redistribute the NYSE Arca Trades datafeed to an unlimited number of television, website, and mobile device viewers without having todifferentiate between professional subscribers and non-professional subscribers, without havingto account for the extent of access to the data, and without having to report the number of users.The Exchange also currently provides for enterprise use of NYSE Arca Trades andcharges a fee of $22,000 per month for redistribution to an unlimited number of professional andnon-professional users.A single Enterprise Fee applies to subscribers receiving both NYSEArca Trades and NYSE Arca BBO.Accordingly, a subscriber currently pays a flat fee for anunlimited number of professional and non-professional users of both data feeds without havingSee Securities Exchange Act Release Nos. 59308 (January 28, 2009), 74 FR 5955 (February 3, 2009) (SR-NYSEArca-2009-05) (notice - NYSE Arca Trades); 59598 (March 18, 2009), 74 FR 12919 (March 25,2009) (SR-NYSEArca-2009- 05) (approval order - NYSE Arca Trades). The fees applicable to subscribersof NYSE Arca Trades are published on the Fee Schedule, available athttps://www.nyse.com/publicdocs/nyse/data/NYSE_Arca_Equities_Proprietary_Data_Fee_Schedule.pdf. See Securities Exchange Act Release No. 69274 (April 2, 2013), 78 FR 20986 (April 8, 2013) (SR-NYSEArca-2013-30). See also Securities Exchange Act Release Nos. 69299 (April 4, 2013), 78 FR 21436(April 10, 2013) (SR-NYSEArca-2013-31); and 70067 (July 30, 2013), 78 FR 47467 (August 5, 2013) (SR-NYSEArca-2013-74).See Securities Exchange Act Release No. 79310 (November 14, 2016), 81 FR 81820 (November 18, 2016)(SR-NYSEArca-2016-142).See Securities Exchange Act Release No. 70213 (August 15, 2013), 78 FR 51796 (August 21, 2013) (SR-NYSEArca-2013-81).

to report the number of such users on a monthly basis.With this proposed rule change, a data recipient that currently pays the NYSE ArcaTrades Digital Media Enterprise Fee can choose to license for enterprise use of NYSE ArcaTrades at no additional cost. Such combined licensing would allow the subscriber to redistributeNYSE Arca Trades to an unlimited number of professional and non-professional users, andredistribute NYSE Arca Trades via television, website and mobile devices, without having toseparately pay both the existing NYSE Arca Trades Enterprise Fee and the existing NYSE ArcaTrades Digital Media Enterprise Fee. A subscriber that chooses such combined licensing wouldpay a flat fee of $20,000 per month (instead of $42,000 per month) for both NYSE Arca Tradesenterprise and NYSE Arca Trades Digital Media use cases. To reflect this new licensing, theExchange proposes to adopt new rule text in a footnote to the Fee Schedule. The proposed ruletext would allow a subscriber that pays a NYSE Arca Trades Digital Media Enterprise Fee tosubscribe to enterprise use of NYSE Arca Trades at no additional cost.DiscussionThis Proposal is a response to customer requests. A number of firms, including financialmedia firms, retail broker-dealers, mobile application vendors, and data vendors, have informedthe Exchange that they have observed an increase in demand for bid and offer information fromthe general investing public, and requested that the Exchange create the proposed enterpriselicense. These potential customers compared NYSE Arca’s market data fee schedule to that ofone of its competitors, which already allows general news websites to distribute real-time quoteand trade information on open public websites and applications,and concluded that overallAs is the case currently, a data recipient, upon request, must provide the Exchange with a count of the totalnumber of natural person users of NYSE Arca Trades, including both professional and non-professionalusers.See, e.g., Securities Exchange Act Release No. 79699 (December 28, 2016), 82 FR 892 (January 4, 2017)

market transparency would be improved if NYSE Arca BBO was distributed on open publicwebsites and applications as well.Upon consideration of these requests, the Exchange has determined that distribution ofbest bid and offer information is in the best interest of our customers and the market as a whole.The release of pre-trade information would expand the availability and accessibility of accurateand reliable trading information, increasing overall transparency.NYSE Arca believes that there is little risk that the proposed license will change the waythat Professionals use pre-trade data. Although the new license may occasionally result inincidental professional use, data that is generally available to online customers via television,open websites, mobile devices, or any other unrestricted means of transmission is unlikely tohave the breadth or depth of information, or desktop applications, used by Professionals.Information for professional use is typically distributed through firewall-protected websites,intranet sites, secured terminals, or is otherwise protected from widespread dissemination.Asan additional safeguard, the Exchange proposes that any platform used to distribute data underthis license contain sufficient controls to ensure that the feeds cannot be modified into a data feedor otherwise made suitable for Professional use.The Exchange expects the new license to be attractive to financial media outlets, searchengines and firms engaged in the development and sale of new financial applications. The(SR-BatsEDGA-2016-32) (introducing the digital media license for Bats EDGA); see also Cboe One Feed,Digital Media License, available at https://www.cboe.com/us/equities/market_data_services/cboe_one/ (allowing general news websites to distribute real-time quote and trade information on open publicwebsites and applications; information may be distributed via television, websites and mobile devices forinformational and non-trading purposes only).Professionals are also subject to regulatory requirements not applicable to the general investing public thatrequire different sets of information to be displayed. SEC Rule 603(c), for example, requires Professionalsto provide consolidated information, rather than proprietary data, under certain circumstances. See 17 CFR242.603(c).

Exchange also believes that subscribers that currently distribute last sale transaction reportsunder the Exchange’s existing NYSE Arca Trades Digital Media License to the general investingpublic would similarly be interested in distributing NYSE Arca BBO data on their open websitesto generate traffic and attract customers. Any firm that is interested in distributing NYSE ArcaBBO to the general investing public under the conditions set forth in this proposed rule changewould be able to do so. The Exchange expects financial media firms, firms engaged in thedevelopment and sale of new financial applications, broker-dealers, and data vendors inparticular to benefit from the proposed license. The Exchange believes this proposed rulechange will promote competition as it is similar to a media license already offered by other2. Statutory BasisThe Exchange believes that the proposed rule change is consistent with the provisions ofSection 6 of the Act,in general, and Sections 6(b)(4) and 6(b)(5) of the Act,in particular, inthat it provides an equitable allocation of reasonable fees among users and recipients of the dataand is not designed to permit unfair discrimination among customers, issuers, and brokers. TheExchange also believes that the proposed rule change is consistent with Section 11(A) of theActin that it is consistent with (i) fair competition among brokers and dealers, among exchangemarkets, and between exchange markets and markets other than exchange markets; and (ii) theavailability to brokers, dealers, and investors of information with respect to quotations for andtransactions in securities. Furthermore, the proposed rule change is consistent with Rule 603 ofSee infra, notes 24-25.15 U.S.C. 78f(b).15 U.S.C. 78f(b)(4), (5).15 U.S.C. 78k-1.

Regulation NMS,which provides that any national securities exchange that distributesinformation with respect to quotations for or transactions in an NMS stock do so on terms thatare not unreasonably discriminatory.The Proposal Is an Equitable Allocation of Reasonable Dues, Fees and OtherChargesIn adopting Regulation NMS, the Commission granted self-regulatory organizations andbroker-dealers increased authority and flexibility to offer new and unique market data to thepublic. The Commission has repeatedly expressed its preference for competition over regulatoryintervention in determining prices, products, and services in the securities markets. Specifically,in Regulation NMS, the Commission highlighted the importance of market forces in determiningprices and SRO revenues, and also recognized that current regulation of the market system “hasbeen remarkably successful in promoting market competition in its broader forms that are mostimportant to investors and listed companies.”With respect to market data, the decision of the United States Court of Appeals for theDistrict of Columbia Circuit in NetCoalition v. SEC upheld the Commission’s reliance on theexistence of competitive market mechanisms to evaluate the reasonableness and fairness of feesfor proprietary market data:In fact, the legislative history indicates that the Congress intended that themarket system “evolve through the interplay of competitive forces asunnecessary regulatory restrictions are removed” and that the SEC wieldits regulatory power “in those situations where competition may not besufficient,” such as in the creation of a “consolidated transactional17 CFR 242.603.See Regulation NMS Adopting Release, 70 FR 37495, at 37499.

reporting system.”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. nationalmarket system for trading equity securities.’”More recently, the Commission confirmed that it applies a “market-based” test in itsassessment of market data fees, and that under that test:the Commission considers whether the exchange was subject to significantcompetitive forces in setting the terms of its proposal for [market data],including the level of any fees. If an exchange meets this burden, theCommission will find that its fee rule is consistent with the Act unlessthere is a substantial countervailing basis to find that the terms of the ruleviolate the Act or the rules thereunder.In addition, the proposed NYSE Arca BBO Digital Media license would removeimpediments to and would perfect the mechanism of a free and open market and a nationalmarket system by providing investors with alternative market data and would compete withsimilar market data products currently offered by the Nasdaq Stock Market LLC (“Nasdaq”)through its Nasdaq Basicdata feed and the four U.S. equities exchanges operated by CboeExchange, Inc. - Cboe BZX Exchange, Inc. (“BZX”), Cboe BYX Exchange, Inc. (“BYX”), CboeNetCoalition v. SEC, 615 F.3d 525, 535 (D.C. Cir. 2010) (“NetCoalition I”) (quoting H.R. Rep. No. 94–229 at 92 (1975), as reprinted in 1975 U.S.C.C.A.N. 323).Id. at 535.See Securities Exchange Act Release No. 34-90217 (October 16, 2020), 85 FR 67392 (October 22, 2020)(SR-NYSENAT-2020-05) (“National IF Approval Order”) (internal quotation marks omitted), quotingSecurities Exchange Act Release No. 59039 (December 2, 2008), 73 FR 74770, 74781 (December 9, 2008).See https://www.nasdaq.com/solutions/data/equities/nasdaq-basic. See alsohttps://www.nasdaqtrader.com/TraderNews.aspx?id=dn2022-1.

EDGA Exchange, Inc. (“EDGA”), and Cboe EDGX Exchange, Inc. (“EDGX”), each of whichcontributes to a market data product that comprises the Cboe One Feed that permits a digitalmedia use.Similar to both Nasdaq Basic and the Cboe One Feed, which provide real-time bestbid and offer information for all U.S. exchange-listed stocks, NYSE Arca BBO Digital Mediawould allow vendors and subscribers to utilize NYSE Arca BBO, or NYSE BQT for subscribersthat choose to subscribe to the BBO data feeds from New York Stock Exchange LLC (“NYSE”)and NYSE American LLC (“NYSE American”), to quickly access and distribute real time bidand offer data.Competition among exchanges in the sale of top-of-book data is a powerful competitiveforce that constrains the price of top-of-book data products. NYSE Arca BBO provides choicesto broker-dealers and other data consumers by offering less than the quantum of data providedthrough the consolidated tape feeds, but at a lower price.Top-of-book data can be used for many purposes—from a retail investor casuallysurveying the market to sophisticated market participants using it for a variety of applications,such as investment analysis, risk management, or portfolio valuation.All major exchange groups compete to sell top-of-book data. As noted above, NasdaqSee BZX Rule 11.22(j) Cboe One Feed; BYX Rule 11.22(i) BYX Cboe One Feed; EDGA Rule 13.8(b)Cboe One Feed; and EDGX Rule 13.8(b) Cboe One Feed. The Cboe One Feed offered by BZX, BYX,EDGA and EDGX are each a data feed that that contains the aggregate best bid and offer of all displayedorders for securities traded each of those exchanges.The NYSE BQT feed disseminates top-of-book information from the NYSE, NYSE American, NYSEArca, NYSE National, Inc. and NYSE Texas, Inc. exchanges. See NYSE Best Quote & Trades (BQT),available at https://www.nyse.com/market-data/real-time/nyse-bqt. As set forth in footnote 5 of the NYSEFee Schedule, to subscribe to NYSE BQT, subscribers must also separately pay applicable fees for NYSEBBO, NYSE Trades, NYSE Arca BBO, NYSE Arca Trades, NYSE American BBO, NYSE AmericanTrades, NYSE National BBO, NYSE National Trades, NYSE Texas BBO and NYSE Texas Trades, as maybe amended from time to time. This proposed fee change, taken together with similar fee changes filed bythe Exchange’s affiliated exchanges, NYSE and NYSE American, will reduce the fees associated withNYSE BQT for Redistributors of NYSE Arca BBO and NYSE Arca Trades who wish to provide these topof book products to an unlimited number of professional and non-professional users, and redistribute suchdata via television, website and mobile devices.

Basic provides data derived from liquidity within the Nasdaq market center and trades reportedto the FINRA/Nasdaq TRFs. As noted above, the NYSE BQT feed disseminates top-of-bookinformation from the NYSE, NYSE American, NYSE Arca, NYSE National and NYSE Texasexchanges, while the Cboe One Summary Feed provides data from the four Cboe equitiesexchanges: BZX Exchange, BYX Exchange, EDGX Exchange and EDGA Exchange.Nasdaq,NYSE and Cboe compete on price and quality. Nasdaqand Cboeboth currently offerenterprise licenses for their top-of book feeds.Competition among exchanges for order flow has long been recognized by the courts. Asthe D.C. Circuit recognized in NetCoalition I, “[n]o one disputes that competition for order flowis fierce.”The court further noted that “no exchange possesses a monopoly, regulatory orotherwise, in the execution of order flow from broker dealers,” and that an exchange “mustcompete vigorously for order flow to maintain its share of trading volume.”The proposed NYSE Arca BBO Digital Media Enterprise license is an element of thecompetition among exchanges for the sale of top-of-book feeds. As explained above, it wasdrafted in response to requests from potential customers, including financial media firms, retailbroker-dealers, mobile application vendors, and data vendors, and is consistent with the licenseoffered by one of the Exchange’s competitors allowing general news websites to distribute real-See Cboe Market Data Services, U.S. Equities, U.S. Equities Market Data Products, available at:https://markets.cboe.com/us/equities/market_data_services/#:~:text=Cboe%20Top%20is%20a%20real,time%20on%20a%20Cboe%20book.&text=It%20is%20a%20real%2Dtime,time%20on%20a%20Cboe%20book. See Section 132, Market Data Enterprise License for Display Usage, available athttps://listingcenter.nasdaq.com/rulebook/nasdaq/rules/Nasdaq%20Equity%207#section132marketdataenterpriselicensefordisplayusage. See Cboe, Market Data Services, Cboe One Feed, available at https://markets.cboe.com/us/equities/market_ dataservices/cboeone/. NetCoalition I, 615 F.3d at 544 (internal quotation omitted).Id.

time quote and trade information.The Exchange expects the proposed new license to beattractive to financial media outlets, search engines, and firms engaged in the development andsale of new financial applications, as well as broker-dealers, and expects that the increaseddissemination of NYSE Arca BBO data will enhance the Exchange’s ability to compete withother exchanges in the sale of top-of-book data.In establishing the Digital Media Enterprise Fee, the Exchange recognizes that there isdemand for a more seamless and easier–to-administer data distribution mode that takes intoaccount the expanded variety of media and communication devices that investors utilize today.The Exchange believes the proposed Digital Media Enterprise Fee will be easy to administerbecause data recipients that purchase it would not be required to differentiate betweenProfessional and Non-Professional Users, account for the extent of access to the data, or reportthe number of Users. This is a significant reduction on a recipient firm’s administrative burdenand is a benefit to investors. For example, a television broadcaster could display the NYSE ArcaBBO data during market-related programming and on its website or allow viewers to view thedata via their mobile devices, creating a more seamless distribution model that would allowinvestors more choice in how they receive and view market data, all without having to accountfor and/or measure who accesses the data and how often they do so.The proposed Digital Media Enterprise Fee is also reasonable and equitably allocatedbecause it will enable recipient firms to more widely distribute data from the NYSE Arca BBOdata feed to investors for informational purposes at a lower cost than is available today. ForSee, e.g., Securities Exchange Act Release No. 79699 (December 28, 2016), 82 FR 892 (January 4, 2017)(SR-BatsEDGA-2016-32) (introducing the digital media license for Bats EDGA); see also Cboe One Feed,Digital Media License, available at https://www.cboe.com/us/equities/market_data_services/cboe_one/ (allowing general news websites to distribute real-time quote and trade information on open publicwebsites and applications; information may be distributed via television, websites and mobile devices forinformational and non-trading purposes only).

example, Nasdaq provides a Digital Media Enterprise License for Nasdaq Basic for $100,000 permonth per firm.The Exchange also believes the proposed Digital Media Enterprise License is reasonableand equitably allocated as the proposed rule change would allow subscribers to redistributeNYSE Arca BBO to an unlimited number of Professional and non-Professional Users, andredistribute NYSE Arca BBO via television, website and mobile devices, at a lower cost. TheExchange believes the proposed enterprise license would result in lower fees for subscribers ableto reach the largest audience of investors, including retail investors. Discounts for broaderdissemination of market data information have routinely been adopted by exchanges as equitableallocations of reasonable dues, fees and charges.The Exchange believes the proposed enterprise license to allow both digital media useand enterprise use is reasonable and equitably allocated because it would reduce exchange fees,lower administrative costs for subscribers and help expand the availability of market informationto investors and thereby increase participation in financial markets. As discussed above, asubscriber would pay a flat fee of $20,000 per month (instead of $42,000 per month) for bothenterprise use of NYSE Arca BBO and NYSE Arca BBO Digital Media use cases. A subscriberwould similarly pay a flat fee of $20,000 per month (instead of $42,000 per month) for bothenterprise use of NYSE Arca Trades and NYSE Arca Trades Digital Media use cases.Subscribers would be able to disseminate NYSE Arca BBO and/or NYSE Arca Trades, as thecase may be, to an unlimited number of Professional and non-Professional Users for a monthlySee https://data.nasdaq.com/price-list?category=U.S.+Equities&subcategory=Nasdaq+Basic.For example, the Commission has permitted pricing discounts for market data under Nasdaq Rules atSection 132. Market Data Enterprise License for Display Usage and Section 147. Nasdaq Basic (b) UserFees. See also Securities Exchange Act Release No. 82182 (November 30, 2017), 82 FR 57627 (December6, 2017) (SR-NYSE-2017-60) (changing an enterprise fee for NYSE BBO and NYSE Trades).

fee that is lower than if the subscriber licensed for each use separately.The Proposal Does Not Permit Unfair DiscriminationThe Exchange believes that the proposed fee change is not unfairly discriminatorybecause it neither targets nor will it have a disparate impact on any category of marketparticipant and would apply uniformly to all subscribers of Exchange data on an equal and non-discriminatory basis. As explained below in the Exchange’s Statement on Burden onCompetition, the Exchange believes that there is substantial evidence of competition in themarketplace for data and that the Commission can rely upon such evidence in concluding that thefees established in this filing are the product of competition and therefore satisfy the relevantstatutory standards. In addition, the existence of alternatives to the Exchange’s offering,including real-time consolidated data, free delayed consolidated data, and proprietary data fromother sources, ensures that the Exchange cannot set unreasonable fees, or fees that are unfairlydiscriminatory, when vendors and subscribers can elect such alternatives. In addition, theproposal would not permit unfair discrimination because the proposed licensing options wouldbe available to all of the Exchange’s current and future subscribers on an equivalent basis.For all of the reasons set forth herein, the Exchange believes that the proposed DigitalMedia Enterprise license will be subject to significant competition. Moreover, the Exchangebelieves that the proposed rule change will benefit the general investing public by lowering thecost of distributing NYSE BBO, thereby enhancing overall market transparency.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 will impose any burden on competition that is not necessary or appropriate78 U.S.C. 78f(b)(8).

in furtherance of the purposes of the Act.Intramarket Competition. The Exchange believes that the proposed rule change does not put any market participant at a relative disadvantage compared to other market participants. Asnoted above, the proposed fees would apply equally to all subscribers of NYSE Arca BBO, andsubscribers may choose whether to subscribe for Digital Media use of NYSE Arca BBO at all.The Exchange also believes that the proposed fees neither favor nor penalize one or morecategories of market participants in a manner that would impose an undue market oncompetition.Intermarket Competition. The Exchange believes the proposed rule change does not impose a burden on competition or on other exchanges that is not necessary or appropriatebecause of the availability of similar products and licensing options in the marketplace. Becauseother exchanges already offer similar products and licensing options, the Exchange’s proposedNYSE Arca BBO Digital Media Enterprise will further enhance competition. The NYSE ArcaBBO Digital Media Enterprise will foster competition by providing an alternative to similarlicensing opportunities offered by other exchanges, notably Nasdaq and the Cboe exchanges.The NYSE Arca BBO Digital Media Enterprise would provide investors with a new subscriptionoption, which was a primary goal of the market data amendments adopted by Regulation NMS.Thus, the Exchange believes the proposed rule change is necessary to permit fair competitionamong national securities exchanges.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.See supra, notes 28-29.See supra, note 20, at 37503.

1. 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 chargeimposed 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-NYSEARCA-2026-31 on the subject line.Paper Comments: Send paper comments in triplicate to Secretary, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549-1090.15 U.S.C. 78s(b)(3)(A)(ii). All submissions should refer to file number SR-NYSEARCA-2026-31. 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 theExchange. 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-NYSEARCA-2026-31 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 underlined.Deletions [bracketed].NYSE Arca Equities Proprietary Market Data FeesAs of March 16[2], 2026, unless otherwise noted*****NYSE Arca BBOGeneral Access Fee: $750/monthPer User Access Fee: $100/monthDigital Media Enterprise Fee: $20,000/month11 12Professional User Fee (Per User): $4/monthNon-Professional User Fee (Per User): $0.25/monthEnterprise Fee: $22,000/monthNon-Display FeeCategory 1: $1,000/monthCategory 2: $1,000/monthCategory 3: $1,000/month, capped at $3,000Non-Display Declaration Late Fee: $1,000/monthNYSE Arca TradesGeneral Access Fee: $750/monthPer User Access Fee: $100/monthDigital Media Enterprise Fee: $20,000/month11 12Redistribution Fee: $750/month6 7Professional User Fee (Per User): $4/monthNon-Professional User Fee (Per User): $0.25/month

Enterprise Fee: $22,000/monthNon-Display FeeCategory 1: $2,000/monthCategory 2: $2,000/monthCategory 3: $2,000/month, capped at $6,000Non-Display Declaration Late Fee: $1,000/month*****-----------------------------1-10No Change. A single Digital Media Enterprise Fee allows subscribers to receive both NYSEArca BBO and NYSE Arca Trades for distribution to an unlimited number ofUsers for information and non-trading purposes only.Subscribers that pay a Digital Media Enterprise Fee may choose to subscribe toEnterprise use of NYSE Arca BBO and/or NYSE Arca Trades at no additionalcost.