Federal Register 60-Day Notice

Federal Register / Vol. 90, No. 186 / Monday, September 29, 2025 / Notices
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.16
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2025–18791 Filed 9–26–25; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[OMB Control No. 3235–0279]

Agency Information Collection
Activities; Proposed Collection;
Comment Request; Extension: Rule
17a–4

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Upon Written Request, Copies Available
From: Securities and Exchange
Commission, Office of FOIA
Services, 100 F Street NE,
Washington, DC 20549–2736.
Notice is hereby given that, pursuant
to the Paperwork Reduction Act of 1995
(44 U.S.C. 3501 et seq.), the Securities
and Exchange Commission (‘‘SEC’’ or
‘‘Commission’’) is soliciting comments
on the proposed collection of
information. Rule 17a–4 requires
exchange members, brokers, and dealers
(‘‘broker-dealers’’) to preserve for
prescribed periods of time certain
records required to be made by Rule
17a–3. In addition, Rule 17a–4 requires
the preservation of records required to
be made by other Commission rules and
other kinds of records which firms make
or receive in the ordinary course of
business. These include, but are not
limited to, bank statements, cancelled
checks, bills receivable and payable,
originals of communications, and
descriptions of various transactions.
Rule 17a–4 also permits broker-dealers
to employ, under certain conditions,
electronic storage media to maintain
records required to be maintained under
Rules 17a–3 and 17a–4.
There are approximately 3,298 active,
registered broker-dealers. The staff
estimates that the average amount of
time necessary to preserve the books
and records as required by Rule 17a–4
is 254 hours per broker-dealer per year.
Additionally, the Commission estimates
that paragraph (b)(11) of Rule 17a–4
imposes an annual burden of 3 hours
per year to maintain the requisite
records. The Commission estimates that
there are approximately 200 internal
broker-dealer systems, resulting in an
annual recordkeeping burden of 600
hours.
The Commission also estimates that
there are approximately 2,424 broker16 17

CFR 200.30–3(a)(12) and (59).

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dealers with retail customers resulting
in an annual ongoing burden of
approximately 3,934,152 to comply with
Rule 17a–4(e)(5). Moreover the
Commission estimates that these brokerdealers will incur 242 hours in annual
burden to comply with Rule 17a–
4(e)(10).
Therefore, the Commission estimates
that compliance with Rule 17a–4
requires 4,772,698 hours each year
((3,298 broker-dealers × 254 hours) +
(200 broker-dealers × 3 hours) +
3,934,152 hours + 242 hours)). These
burdens are recordkeeping burdens. The
total burden hour decrease of 4,527,481
hours is due to a decrease in the number
of respondents from 3,508 to 3,298, as
well as the removal of the initial burden
association with the recordkeeping
requirements for broker-dealers with
retail customers.
In addition, the Commission estimates
that the telephonic recording retention
provision of paragraph (b)(4) of Rule
17a-4 imposes an initial burden on
broker-dealer SBSDs and broker-dealer
MSBSPs of 13 hours per firm in the first
year and an ongoing burden of 6 hours
per year (including the first year). The
Commission estimates that there will be
three new broker-dealer SBSDs that
register with the Commission in the
next three years and that there are
currently eight broker-dealer SBSDs
registered with the Commission
resulting in an estimated industry-wide
initial burden of 39 hours 1 in the first
year and an ongoing burden of 48 hours
per year (including the first year).2 Over
a three year period, the total industry
burden is estimated to be 186 hours,3 or
62 hours per year when annualized.4
The Commission estimates that the
provisions of paragraphs (b)(1), and
(b)(8)(v)–(viii) relating to security-based
swap activities and paragraphs
(b)(8)(xvi) and (b)(14) of Rule 17a–4
impose an initial burden of 65 hours per
firm in the first year and an ongoing
burden of 30 hours per year (including
the first year). The Commission
estimates that there will be three new
respondents in the next three years,
resulting in an estimated industry-wide
initial burden of 195 hours 5 in the first
year and an ongoing burden of 240
hours per year (including the first
year).6 Over a three year period, the
hours × 3 broker-dealer SBSDs = 39 hours.
hours × 8 broker-dealer SBSDs and brokerdealer MSBSPs = 48 hours.
3 (39 hours in first year [initial] + 48 hours in first
year [ongoing]) + 48 hours in second year + 48
hours in third year = 186 hours.
4 186 hours/3 years = 62 hours per year or 7.75
hours per respondent per year.
5 65 hours × 3 respondents = 195 hours.
6 30 hours × 8 respondents = 2400 hours.
1 13
26

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total industry burden is estimated to be
9150 hours,7 or 305 hours per year
when annualized.
The Commission estimates that the
provisions of paragraph (b)(1) applicable
to broker-dealer SBSDs and brokerdealer MSBSPs and paragraphs (b)(15)
and (b)(16) of Rule 17a–4 impose an
initial burden of 65 hours per firm in
the first year and an ongoing burden of
30 hours per year (including the first
year). The Commission estimates that
there will be three new respondents
over the next three years, resulting in an
estimated initial industry-wide initial
burden of 185 hours 8 in the first year
and an ongoing burden of 180 hours per
year (including the first year).9 Over a
three year period, the total industry
burden is estimated to be 725 hours,10
or 242 hours per year when
annualized.11
The Commission estimates that
provisions of paragraph (b)(1) of Rule
17a–4 that apply only to broker-dealer
SBSDs imposes an initial burden of 13
hours per firm in the first year and an
ongoing burden of 6 hours per year
(including the first year). The
Commission estimates that there will be
three new broker-dealer SBSDs
registered in the next three years,
resulting in an estimated industry-wide
initial burden of 39 hours 12 in the first
year and an ongoing burden of 48 hours
per year (including the first year).13
Over a three year period, the total
industry burden is estimated to be 418
hours,14 or 62 hours per year when
annualized.15
In 2019, the Commission amended
Rule 17a–4(b)(1), (e)(11), and (e)(12) to
account for the security-based swap risk
mitigation activities of broker-dealers,
including Broker-Dealer SBSDs and
Broker-Dealer MSBSPs (collectively,
‘‘SBS Entities’’), by, among other things,
requiring the preserving of any required
records regarding portfolio
reconciliation (Rule 15Fi–3(a) and (b)),
bilateral offsets (Rule 15Fi–4(a)(1)),
bilateral or multilateral portfolio
7 (195 hours in first year + 240 hours in first year)
+ 240 hours in second year + 240 hours in third
year = 915 hours.
8 65 hours × 3 broker-dealer SBSDs and brokerdealer MSBSPs = 185 hours.
9 30 hours × 8 broker-dealer SBSDs and brokerdealer MSBSPs = 180 hours.
10 (185 hours in first year + 180 hours in first
year) + 180 hours in second year + 180 hours in
third year = 725 hours.
11 725 hours/3 years = 241.67 hours per year or
30.21 hours per respondent per year.
12 13 hours × 3 broker-dealer SBSDs = 39 hours.
13 6 hours × 8 broker-dealer SBSDs = 48 hours.
14 (39 hours in first year + 48 hours in first year)
+ 48 hours in second year + 48 hours in third year
= 186 hours.
15 186 hours/3 years = 62 hours per year or 7.75
hours per respondent per year.

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46702

Federal Register / Vol. 90, No. 186 / Monday, September 29, 2025 / Notices

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compression (Rule 15Fi–4(b) and (c)),
valuation disputes (Rule 15Fi–3(c)), and
written trading relationship
documentation (Rule 15Fi–5). Rule 17–
4 does not require the firm to create
these records or perform the underlying
task required by the Rule. Rather, the
burden to create these records and
perform the underlying task is
accounted for in Rule 15Fi–3–15Fi–5.16
Accordingly, the burdens imposed by
the requirements in 17a–4 are to ensure
these records related to risk mitigation
are preserved for the requisite time
period and produced when requested.
The Commission estimates that these
recordkeeping requirements impose an
initial burden of 60 hours per firm for
updating the applicable policies and
systems required to account for
capturing the additional records made
pursuant to Rule 15Fi–3 through 15Fi–
5, and an ongoing annual burden of 75
hours per firm for maintaining such
records as well as to make additional
updates to the applicable recordkeeping
policies and systems to account for the
new rules. The Commission estimates
that there three new SBS Entity
respondents in the next three years, for
a total average initial annual burden for
all respondents of 180 hours 17 and a
total ongoing average annual burden of
225 hours,18 for a total annual burden
of 285 hours.19
In 2022, the Commission amendments
to Rule 17a–4(f) that added an audittrail alternative to the current brokerdealer recordkeeping requirement.20
The Commission also amended both of
these paragraphs to require the brokerdealer to have a backup set of records
or the redundant equivalency when
records are preserved on an electronic
recordkeeping system.21 The
amendments to Rule 17a–4(f) also
replaced the third-party access and
undertakings requirements with a
requirement that either a designated
executive officer or a third party have
the access and provide the necessary
undertakings.22 The amendments to
16 See Risk Mitigation Adopting Release, 85 FR at
6389.
17 One-time initial reporting burden for 3 SBS
Entities (60 hour × 3 SBS Entities) = 180 hours.
18 75 hour × 3 SBS Entities = 225 hours.
19 (180 hours in first year + 225 hours in first
year) + 225 hours in second year + 225 hours in
third year/3 = 285 hours.
20 See section II.D. of the Electronic
Recordkeeping Requirements for Broker-Dealers,
Security-Based Swap Dealers, and Major SecurityBased Swap Participants, Exchange Act Release No.
34–96034 (Oct. 12, 2022), 87 FR 66412 (Nov. 3,
2022) (‘‘2022 Electronic Recordkeeping Adopting
Release) (discussing this amendment).
21 See section II.E. of the 2022 Electronic
Recordkeeping Adopting Release (discussing this
amendment).
22 Id.

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Rule 17a–4(f) eliminated a requirement
that the broker-dealer notify its DEA
before employing an electronic
recordkeeping system.23 The
amendments to Rule 17a–4(j) also
required a broker-dealer to furnish a
record and its audit trail (if applicable)
preserved on an electronic
recordkeeping system pursuant to Rules
17a–4(f), respectively, in a reasonably
usable electronic format, if requested by
a representative of the Commission.24
The amendments to Rule 17a–4(i)
provided an alternative undertaking for
certain third-party electronic
recordkeeping service providers, in
particular cloud service providers.25
The Commission estimates that 100
firms will register as broker-dealers over
the next three years. The Commission
estimates that replacing the third-party
access and undertakings requirements
with a requirement that either a
designated executive officer or a third
party have the access and provide the
necessary undertakings will result in a
one-time burden for those firms of 100
hours,26 or 33.33 hours when
annualized. In addition, the
Commission estimates that the
alternative electronic recordkeeper
undertaking will result in a one-time
initial burden of 1 hour per the
estimated 5 affected broker-dealers, for
a total of 5 hours,27 or 1.67 hours when
annualized. Finally, the Commission
estimates that the need for the one cloud
service providers to review and execute
the Alternative Undertaking will result
in a one-time initial burden of 100 hours
per provider, for a total of 100 hours,28
or 33.33 hours when annualized.
The Commission believes that
requirements resulting from Rule 17a–4
are performed by individuals in a
broker-dealer’s compliance department.
A Compliance Clerk earns an average of
$78 per hour,29 resulting in a total
internal cost of compliance of
23 See section II.C. of the 2022 Electronic
Recordkeeping Adopting Release (discussing this
amendment).
24 See section II.H. of the 2022 Electronic
Recordkeeping Adopting Release (discussing this
amendment).
25 See section II.G. of the 2022 Electronic
Recordkeeping Adopting Release (discussing this
amendment).
26 One-time initial reporting burden for 100
broker-dealers (1 hour × 100 broker-dealers) = 100
hours.
27 One-time initial recordkeeping burden for 5
broker-dealers (1 hour × 5 broker-dealers) = 5 hours.
28 One-time initial reporting burden for five cloud
service providers: (100 hours × one cloud service
provider) = 100 hours.
29 This figure is based on SIFMA’s Office Salaries
in the Securities Industry 2013, modified by
Commission staff to account for inflation and an
1,800-hour work-year multiplied by 2.93 to account
for bonuses, firm size, employee benefits, and
overhead.

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approximately [$699] million
[(9,983,015 hours × $78)].
Based on conversations with members
of the securities industry and the
Commission’s experience in the area,
the staff estimates that the average
broker-dealer spends approximately
$5,000 each year to store documents
required to be retained under Rule 17a–
4. Costs include the cost of physical
space, computer hardware and software,
etc., which vary widely depending on
the size of the broker-dealer and the
type of storage media employed. The
Commission estimates that the annual
reporting and recordkeeping cost
burden is $16,490,000. This cost is
calculated by the number of active,
registered broker-dealers multiplied by
the reporting and recordkeeping cost for
each respondent (3,298 registered
broker-dealers × $5,000).
The Commission estimates that each
applicable firm incurs an ongoing
annual cost of approximately $2,000 per
firm for server, equipment, and systems
development costs associated with the
telephonic recording retention
requirement, which applicable to
broker-dealer SBSDs and broker-dealer
MSBSPs. The Commission estimates
that there are 8 respondents, resulting in
an estimated industry-wide ongoing
annual cost of $16,000 for compliance
with the telephonic recording retention
provision of Rule 17a–4(b)(4).
The Commission estimates that
provisions of paragraphs (b)(1),
(b)(8)(v)–(viii) relating to security-based
swap activities and paragraphs
(b)(8)(xvi) and (b)(14) of Rule 17a–4
impose an ongoing annual cost of
approximately $600 per firm. The
Commission estimates that there are 33
respondents, resulting in an estimated
industry-wide ongoing annual cost of
$19,800.
The Commission estimates that the
provisions of paragraph (b)(1) applicable
to broker-dealer SBSDs and brokerdealer MSBSPs and paragraphs (b)(15)
and (b)(16) of Rule 17a–4 impose
ongoing annual cost of approximately
$600 per firm. The Commission
estimates that there are 8 respondents,
resulting in an estimated industry-wide
ongoing annual cost of $4,800.
The Commission estimates that the
provisions of paragraph (b)(1) of Rule
17a–4 that apply only to broker-dealer
SBSDs imposes an additional ongoing
annual cost of approximately $120 per
firm to broker-dealer SBSDs. The
Commission estimates that there are 8
broker-dealer SBSDs, resulting in an
estimated industry-wide ongoing annual
cost of $960.
An agency may not conduct or
sponsor, and a person is not required to

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Federal Register / Vol. 90, No. 186 / Monday, September 29, 2025 / Notices
respond to, a collection of information
unless it displays a currently valid OMB
Control Number.
Written comments are invited on: (a)
whether this proposed collection of
information is necessary for the proper
performance of the functions of the SEC,
including whether the information will
have practical utility; (b) the accuracy of
the SEC’s estimate of the burden
imposed by the proposed collection of
information, including the validity of
the methodology and the assumptions
used; (c) ways to enhance the quality,
utility, and clarity of the information to
be collected; and (d) ways to minimize
the burden of the collection of
information on respondents, including
through the use of automated, electronic
collection techniques or other forms of
information technology.
Please direct your written comments
on this 60-Day Collection Notice to
Austin Gerig, Director/Chief Data
Officer, Securities and Exchange
Commission, c/o Tanya Ruttenberg via
email to PaperworkReductionAct@
sec.gov by November 28, 2025. There
will be a second opportunity to
comment on this SEC request following
the Federal Register publishing a 30Day Submission Notice.
Dated: September 25, 2025.
Sherry R. Haywood,
Assistant Secretary.
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–104035; File No. SR–MIAX–
2025–44]

Self-Regulatory Organizations; Miami
International Securities Exchange,
LLC; Notice of Filing and Immediate
Effectiveness of a Proposed Rule
Change To Lower the Options
Regulatory Fee (ORF)

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September 24, 2025.

Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934 (the
‘‘Act’’),1 and Rule 19b–4 thereunder,2
notice is hereby given that on
September 12, 2025, Miami
International Securities Exchange, LLC
(‘‘MIAX’’ or ‘‘Exchange’’) filed with the
Securities and Exchange Commission
(the ‘‘Commission’’) a proposed rule
change as described in Items I and II
below, which Items have been prepared
by the Exchange. The Commission is
publishing this notice to solicit
2 17

U.S.C. 78s(b)(1).
CFR 240.19b–4.

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I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The Exchange is filing a proposal to
amend the MIAX Options Exchange Fee
Schedule (the ‘‘Fee Schedule’’)
regarding the Options Regulatory Fee
(‘‘ORF’’).
The text of the proposed rule change
is available on the Exchange’s website at
https://www.miaxglobal.com/markets/
us-options/all-options-exchanges/rulefilings and at MIAX’s principal office.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
Exchange included statements
concerning the purpose of and basis for
the proposed rule change and discussed
any comments it received on the
proposed rule change. The text of these
statements may be examined at the
places specified in Item IV below. The
Exchange has prepared summaries, set
forth in sections A, B, and C below, of
the most significant aspects of such
statements.
A. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change

[FR Doc. 2025–18877 Filed 9–26–25; 8:45 am]

1 15

comments on the proposed rule change
from interested persons.

1. Purpose
The Exchange proposes to amend the
Fee Schedule to: (i) temporarily
decrease the ORF from $0.0019 per
contract to $0.0015 per contract between
September 1, 2025 and December 31,
2025; 3 and (ii) increase the ORF from
$0.0015 per contract to $0.0017 per
contract, effective January 1, 2026.
Background
The ORF is designed to recover a
material portion of the costs to the
Exchange of the supervision and
regulation of Members’ 4 customer
options business, including performing
routine surveillances and investigations,
as well as policy, rulemaking,
interpretive and enforcement activities.
The Exchange believes that revenue
generated from the ORF, when
combined with all of the Exchange’s
3 The Exchange initially filed the proposed fee
changes on August 28, 2025 (SR–MIAX–2025–40).
On September 12, 2025, the Exchange withdrew
that filing and submitted this proposal.
4 The term ‘‘Member’’ means an individual or
organization approved to exercise the trading rights
associated with a Trading Permit. Members are
deemed ‘‘members’’ under the Exchange Act. See
Exchange Rule 100.

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other regulatory fees and fines, will
cover a material portion, but not all, of
the Exchange’s regulatory costs.
Collection of ORF
The Exchange assesses the percontract ORF to each Member for all
options transactions cleared or
ultimately cleared by the Member,
which are cleared by the Options
Clearing Corporation (‘‘OCC’’) in the
‘‘customer’’ range,5 regardless of the
exchange on which the transaction
occurs. The ORF is collected by OCC on
behalf of the Exchange from either: (1)
a Member that was the ultimate clearing
firm for the transaction; or (2) a nonMember that was the ultimate clearing
firm where a Member was the executing
clearing firm for the transaction. The
Exchange uses reports from OCC to
determine the identity of the executing
clearing firm and ultimate clearing firm.
As a practical matter, when a
transaction that is subject to the ORF is
not executed on the Exchange, the
Exchange lacks the information
necessary to identify the order-entering
member for that transaction. There are
a multitude of order-entering market
participants throughout the industry,
and such participants can make changes
to the market centers to which they
connect, including dropping their
connection to one market center and
establishing themselves as participants
on another. For these reasons, it is not
possible for the Exchange to identify,
and thus assess fees such as ORF, on
order-entering participants on away
markets on a given trading day. Clearing
members, however, are distinguished
from order-entering participants because
they remain identified to the Exchange
on information the Exchange receives
from OCC regardless of the identity of
the order-entering participant, their
location, and the market center on
which they execute transactions.
ORF Revenue and Monitoring of ORF
The Exchange monitors the amount of
revenue collected from the ORF to
ensure that it, in combination with other
regulatory fees and fines, does not
exceed regulatory costs. In determining
whether an expense is considered a
regulatory cost, the Exchange reviews
all costs and makes determinations if
there is a nexus between the expense
and a regulatory function. The Exchange
notes that fines collected by the
Exchange in connection with a
disciplinary matter offset ORF.
5 Exchange participants must record the
appropriate account origin code on all orders at the
time of entry in order. The Exchange represents that
it has surveillances in place to verify that Members
mark orders with the correct account origin code.

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