<NOTICE>
SECURITIES AND EXCHANGE COMMISSION
<DEPDOC>[Release No. 34-104299; File No. SR-PEARL-2025-47]</DEPDOC>
<SUBJECT>Self-Regulatory Organizations; MIAX PEARL, LLC; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Amend Exchange Rule 517A, Aggregate Risk Manager for EEMs (“ARM-E”), and Rule 517B, Aggregate Risk Manager for Market Makers (“ARM-M”)</SUBJECT>
<DATE>December 3, 2025.</DATE>
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (“Act” or “Exchange Act”)
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and Rule 19b-4 thereunder,
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notice is hereby given that on November 20, 2025, MIAX PEARL, LLC (“MIAX Pearl” or “Exchange”) filed with the Securities and Exchange Commission (“Commission”) a proposed rule change as described in Items I and II below, which Items have been prepared by MIAX Pearl. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons.
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15 U.S.C. 78s(b)(1).
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17 CFR 240.19b-4.
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<HD SOURCE="HD1">I. Self-Regulatory Organization's Statement of the Terms of Substance of the Proposed Rule Change</HD>
The Exchange proposes to amend Rule 517A, Aggregate Risk Manager for EEMs
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(“ARM-E”), and Rule 517B, Aggregate Risk Manager for Market Makers
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(“ARM-M”) to adopt a new Origin Multiplier to be used when calculating EEM Trade Percentage
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and MM Trade Percentage.
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The term “Electronic Exchange Member” or “EEM” means the holder of a Trading Permit who is a Member representing as agent Public Customer Orders or Non-Customer Orders on the Exchange and those non-Market Maker Members conducting proprietary trading. Electronic Exchange Members are deemed “members” under the Exchange Act.
<E T="03">See</E>
Exchange Rule 100.
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The term “Market Maker” or “MM” means a Member registered with the Exchange for the purpose of making markets in options contracts traded on the Exchange and that is vested with the rights and responsibilities specified in Chapter VI of the MIAX Pearl Exchange Rules.
<E T="03">See</E>
Exchange Rule 100.
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<SU>5</SU>
<E T="03">See</E>
Exchange Rule 517A(c)(1).
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<E T="03">See</E>
Exchange Rule 517B(c)(1).
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The text of the proposed rule change is available on the Exchange's website at
<E T="03">https://www.miaxglobal.com/markets/us-equities/pearl-equities/rule-filings,</E>
and at MIAX Pearl's principal office.
<HD SOURCE="HD1">II. Self-Regulatory Organization's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change</HD>
In its filing with the Commission, MIAX Pearl 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. MIAX Pearl has prepared summaries, set forth in sections A, B, and C below, of the most significant aspects of such statements.
<HD SOURCE="HD2">A. Self-Regulatory Organization's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change</HD>
<HD SOURCE="HD3">1. Purpose</HD>
The Exchange proposes to amend Rule 517A, Aggregate Risk Manager for EEMs (“ARM-E”), and Rule 517B, Aggregate Risk Manager for Market Makers (“ARM-M”), to enhance the Aggregate Risk Manager (“ARM”) protections available to Members
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on the Exchange. ARM is post-trade risk protection functionality designed to assist Members in managing risk by limiting the number of contracts that a Member executes in an option class within a specific period of time, as determined by the Member. The
Exchange now proposes to enhance ARM functionality by adopting a new Origin Multiplier which will be used during the calculation of the EEM Trade Percentage and MM Trade Percentage as described below.
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The term “Member” means an individual or organization that is registered with the Exchange pursuant to Chapter II of the MIAX Pearl Rules for purposes of trading on the Exchange as an “Electronic Exchange Member” or “Market Maker.” Members are deemed “members” under the Exchange Act.
<E T="03">See</E>
Exchange Rule 100.
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<HD SOURCE="HD3">ARM-E</HD>
ARM-E protects MIAX Pearl Electronic Exchange Members (“EEMs”) and assists them in managing risk by maintaining a counting program (“EEM Counting Program”)
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for each participating EEM who has submitted an order in an EEM Specified Option Class
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using a specified market participant identifier (“MPID”)
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of the EEM and delivered via the MEO Interface
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(an “EEM ARM Eligible Order”).
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The EEM Counting Program counts the number of contracts executed by an EEM from an EEM ARM Eligible Order (the “EEM ARM Contracts”) within a specified time period that has been established by the EEM (the “EEM Specified Time Period”).
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The EEM Specified Time Period cannot exceed 15 seconds.
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<E T="03">See</E>
Exchange Rule 517A(a).
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An “EEM Specified Option Class” is a class which the EEM has designated as a class to be protected via ARM-E.
<E T="03">See</E>
Exchange Rule 517A(a).
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The term “MPID” means unique market participant identifier.
<E T="03">See</E>
Exchange Rule 100.
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The term “MEO Interface” means a binary order interface used for submitting certain order types (as set forth in Rule 516) to the MIAX Pearl System.
<E T="03">See</E>
Exchange Rule 100.
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<E T="03">See</E>
Exchange Rule 517A(a).
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<E T="03">See</E>
Exchange Rule 517A(a).
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<E T="03">Id.</E>
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The EEM may also establish for each EEM Specified Option Class an EEM Allowable Engagement Percentage (the “EEM Allowable Engagement Percentage”).
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When an execution occurs, the number of contracts traded is divided by the size of the original order to determine the contract execution percentage.
will look back over the Specified Time Period to determine the sum of contract execution percentages from such EEM ARM Eligible Order.
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<E T="03">See</E>
Exchange Rule 517A(c).
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<E T="03">See</E>
Exchange Rule 517A(c)(1).
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The term “System” means the automated trading system used by the Exchange for the trading of securities.
<E T="03">See</E>
Exchange Rule 100.
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<E T="03">See</E>
Exchange Rule 517A(c).
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The System will engage the ARM-E in a particular EEM Specified Option Class when the EEM Counting Program has determined that an EEM has executed during the EEM Specified Time Period a sum of EEM ARM Percentages from an EEM ARM Eligible Order equal to or above their EEM Allowable Engagement Percentage.
To determine whether the EEM's executed contracts from an EEM Arm Eligible Order is equal to or above their EEM Allowable Engagement Percentage the following will occur: (1) for each execution of a contract from an EEM ARM Eligible Order in an EEM Specified Option Class, the EEM Counting Program will determine the percentage that the number of contracts executed in that trade represents relative to the original size of the EEM ARM Eligible Order which was traded (the “EEM Trade Percentage”); and (2) the EEM Counting Program will add the individual EEM Trade Percentages in the EEM Specified Option Class to determine the realized engagement percentage by the EEM (the “EEM Realized Engagement Percentage”). When the EEM Realized Engagement Percentage equals or exceeds the EEM Allowable Engagement Percentage ARM-E will be triggered.
ARM-E will then (i) automatically cancel the EEM ARM Eligible Orders in all series of that particular EEM Specified Option Class and (ii) reject new orders by the EEM in all series of that particular EEM Specified Option Class submitted using the MEO Interface until the EEM sends a notification to the System of the intent to reengage and submits a new order in the EEM Specified Option Class.
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<E T="03">See</E>
Exchange Rule 517A(b).
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The Exchange now proposes to allow EEMs to establish an Origin Multiplier which will be used during the calculation of the EEM Trade Percentage. EEMs will be able to select an Origin Multiplier to be applied during the calculation of the trade percentage of each option execution. An Origin Multiplier may be established for the following origins: (i) Priority Customer; (ii) Firm; (iii) Broker-Dealer; (iv) Market Maker; (v) Non-Member Market Maker; and (vi) Non-Priority Customer. The Origin Multiplier to be applied will be determined by the origin of the contra party to the trade.
The minimum Origin Multiplier value that may be used is 0 and the maximum value is 10. The Origin Multiplier value may be adjusted in 0.1 increments. An Origin Multiplier may be established at the MPID level by supplying a value for each origin type listed above. Origin Multipliers may also be set at the combined MPID and class level for individual classes. Additionally, if an EEM is using ARM and does not set an Origin Multiplier, the Exchange will use a default value of 1 for all origins.
The Exchange now proposes to amend paragraph (c)(1) of Rule 517A to provide that, “for each execution of a contract from an EEM ARM Eligible Order
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