[Federal Register Volume 90, Number 18 (Wednesday, January 29, 2025)]
[Notices]
[Pages 8411-8412]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2025-01848]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-102264; File No. SR-MIAX-2025-01]
Self-Regulatory Organizations; Miami International Securities
Exchange, LLC; Notice of Filing and Immediate Effectiveness of a
Proposed Rule Change To Amend the By-Laws
January 23, 2025.
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that
on January 10, 2025, Miami International Securities Exchange, LLC
(``MIAX'' or the ``Company'') filed with the Securities and Exchange
Commission (``Commission'') the proposed rule change as described in
Item I below, which Item has been substantially prepared by MIAX. MIAX
has designated this proposal for immediate effectiveness pursuant to
Section 19(b)(3)(A) of the Act \3\ and Rule 19b-4(f) thereunder.\4\ The
Commission is
[[Page 8412]]
publishing this notice to solicit comments on the proposed rule change
from interested persons.
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\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
\3\ 15 U.S.C. 78s(b)(3)(A).
\4\ 17 CFR 240.19b-4(f). At any time within 60 days of the
filing of the proposed rule change, the Commission summarily may
temporarily suspend such rule change if it appears to the Commission
that such action is necessary or appropriate in the public interest,
for the protection of investors, or otherwise in furtherance of the
purposes of the Act. If the Commission takes such action, the
Commission will institute proceedings to determine whether the
proposed rule change should be approved or disapproved.
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Company proposes to amend the By-Laws to: (1) eliminate the
requirement to maintain a Compensation Committee of the Board of
Directors (``Board'') \5\ of MIAX; (2) update the process by which the
Regulatory Oversight Committee (``ROC'') determines the compensation of
the Chief Regulatory Officer (``CRO''); (3) update the process by which
the ROC determines personnel actions involving the CRO and senior
regulatory personnel; (4) eliminate the requirement to maintain a
Quality of Markets Committee of the Board of MIAX; (5) update the
process by which the compensation of all officers, employees and agents
of MIAX is determined, with an exception for the compensation of the
CRO; and (6) make non-substantive clarifying changes to remove outdated
text regarding the ERP Member's (defined below) [stet] nominee to the
Board and delete the definition of ``Effective Date'' (collectively,
the ``By-Law Amendments'').
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\5\ The terms ``Board'' or ``Board of Directors'' means the
Board of Directors of the Company. See By-Laws, Article I,
Definitions, subparagraph (c).
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The By-Laws of the Company may be amended by written consent of the
LLC Member \6\ or at any regular or special meeting of the Board of
MIAX Sapphire [stet] by a resolution adopted by the Board.\7\
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\6\ The term ``LLC Member'' means any person who maintains a
direct ownership interest in the Company. The sole LLC Member of the
Company is Miami International Holdings, Inc. See By-Laws, Article
I, Definitions, subparagraph (x).
\7\ See By-Laws, Article VIII, Section 8.1.
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The proposed rule change, including MIAX's statement of the purpose
of, and statutory basis for, the proposed rule change, is available on
MIAX's website at https://www.miaxglobal.com/markets/us-options/all-options-exchanges/rule-filings and on the Commission's website at
https://www.sec.gov/rules-regulations/self-regulatory-organization-rulemaking/national-securities-exchanges?file_number=SR-MIAX-2025-01.
II. Solicitation of Comments
Interested persons are invited to submit written data, views, and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act.\8\ Comments may be submitted
electronically by using the Commission's internet comment form (https://www.sec.gov/rules-regulations/self-regulatory-organization-rulemaking/national-securities-exchanges?file_number=SR-MIAX-2025-01) or by
sending an email to rule-comments@sec.gov. Please include file number
SR-MIAX-2025-01 on the subject line. Alternatively, paper comments may
be sent to Secretary, Securities and Exchange Commission, 100 F Street
NE, Washington, DC 20549-1090. All submissions should refer to file
number SR-MIAX-2025-01. To help the Commission process and review your
comments more efficiently, please use only one method. The Commission
will post all comments on the Commission's internet website (https://www.sec.gov/rules-regulations/self-regulatory-organization-rulemaking/national-securities-exchanges?file_number=SR-MIAX-2025-01). Do not
include personal identifiable information in submissions; you should
submit only information that you wish to make available publicly. We
may redact in part or withhold entirely from publication submitted
material that is obscene or subject to copyright protection. All
submissions should refer to file number SR-MIAX-2025-01 and should be
submitted on or before February 19, 2025.
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\8\ Copies of the submission, all subsequent amendments, all
written statements with respect to the proposed rule change that are
filed with the Commission, and all written communications relating
to the proposed rule change between the Commission and any person,
other than those that may be withheld from the public in accordance
with the provisions of 5 U.S.C. 552, will be available for website
viewing and printing in the Commission's Public Reference Room, 100
F Street NE, Washington, DC 20549, on official business days between
the hours of 10 a.m. and 3 p.m. Copies of the filing also will be
available for inspection and copying at the principal office of
MIAX.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\9\
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\9\ 17 CFR 200.30-3(a)(12).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2025-01848 Filed 1-28-25; 8:45 am]
BILLING CODE 8011-01-P