Self-Regulatory Organizations; Investors Exchange LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend IEX's Fee Schedule To Modify a Displayed Liquidity Adding Rebate Tier

<NOTICE> SECURITIES AND EXCHANGE COMMISSION <DEPDOC>[Release No. 34-104391; File No. SR-IEX-2025-34]</DEPDOC> <SUBJECT>Self-Regulatory Organizations; Investors Exchange LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend IEX's Fee Schedule To Modify a Displayed Liquidity Adding Rebate Tier</SUBJECT> <DATE>December 15, 2025.</DATE> Pursuant to Section 19(b)(1)  <SU>1</SU> <FTREF/> of the Securities Exchange Act of 1934 (the “Act”)  <SU>2</SU> <FTREF/> and Rule 19b-4 thereunder, <SU>3</SU> <FTREF/> notice is hereby given that, on December 5, 2025, the Investors Exchange LLC (“IEX” 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 Items have been prepared by the self-regulatory organization. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. <FTNT> <SU>1</SU>  15 U.S.C. 78s(b)(1). </FTNT> <FTNT> <SU>2</SU>  15 U.S.C. 78a. </FTNT> <FTNT> <SU>3</SU>  17 CFR 240.19b-4. </FTNT> <HD SOURCE="HD1">I. Self-Regulatory Organization's Statement of the Terms of Substance of the Proposed Rule Change</HD> Pursuant to the provisions of Section 19(b)(1) under the Act, <SU>4</SU> <FTREF/> and Rule 19b-4 thereunder, <SU>5</SU> <FTREF/> the Exchange is filing with the Commission a proposed rule change to amend the Exchange's fee schedule applicable to Members  <SU>6</SU> <FTREF/> (the “Fee Schedule”  <SU>7</SU> <FTREF/> ) pursuant to IEX Rule 15.110(a) and (c) to modify the required criteria for one of its Displayed Liquidity Adding Rebate Tiers for executions priced at or above $1.00 per share. Changes to the Fee Schedule pursuant to this proposal are effective upon filing, <SU>8</SU> <FTREF/> and will be operative on December 1, 2025. <FTNT> <SU>4</SU>  15 U.S.C. 78s(b)(1). </FTNT> <FTNT> <SU>5</SU>  17 CFR 240.19b-4. </FTNT> <FTNT> <SU>6</SU>   <E T="03">See</E> IEX Rule 1.160(s). </FTNT> <FTNT> <SU>7</SU>   <E T="03">See</E> Investors Exchange Fee Schedule, available at <E T="03">https://www.iexexchange.io/resources/trading/fee-schedule.</E> </FTNT> <FTNT> <SU>8</SU>  15 U.S.C. 78s(b)(3)(A)(ii). </FTNT> The text of the proposed rule change is available at the Exchange's website at <E T="03">https://www.iexexchange.io/resources/regulation/rule-filings</E> and at the principal office of the Exchange. <HD SOURCE="HD1">II. Self-Regulatory Organization's Statement of the Purpose of, and the Statutory Basis for, the Proposed Rule Change</HD> In its filing with the Commission, the self-regulatory organization 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 self-regulatory organization 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 the Statutory Basis for, the Proposed Rule Change</HD> <HD SOURCE="HD3">1. Purpose</HD> The Exchange proposes to modify its Fee Schedule, pursuant to IEX Rule 15.110(a) and (c), to modify the required criteria for one of its Displayed Liquidity Adding Rebate Tiers for executions priced at or above $1.00 to introduce an alternative means of qualifying for the rebate tier. IEX is not proposing to change the amounts of any rebates or fees. <HD SOURCE="HD3">Displayed Liquidity Adding Rebate Tiers</HD> As reflected in the Transaction Fees section of the Fee Schedule, IEX currently offers Members the following seven Displayed Liquidity Adding Rebate tiers: • <E T="03">Tier 1:</E> provides Member the Exchange's base fee of FREE for all displayed liquidity adding executions priced at or above $1.00 per share (“Added Displayed Liquidity”)  <SU>9</SU> <FTREF/> if the Member adds less than 3,000,000 ADV  <SU>10</SU> <FTREF/> of displayed liquidity in that month. <FTNT> <SU>9</SU>  Nothing in this rule filing affects trades below $1.00 per share (“subdollar trades”). Any subdollar trade that adds displayed liquidity does not impact the rebate tier calculations and receives a rebate of 0.15% of the total dollar value of the execution. <E T="03">See</E> Securities Exchange Act Release No. 102086 (January 2, 2025), 90 FR 1586 (January 8, 2025) (SR-IEX-2024-30). </FTNT> <FTNT> <SU>10</SU>  The Fee Schedule defines “ADV” as average daily volume calculated as the number of shares added or removed (as applicable) that execute at or above $1.00 per share, per day. ADV is calculated on a monthly basis. </FTNT> • <E T="03">Tier 2:</E> provides Member a rebate of $0.0010 per share for all Added Displayed Liquidity if the Member trades at least 5,000,000 non-displayed ADV and less than 10,000,000 non-displayed ADV. • <E T="03">Tier 3:</E> provides Member a rebate of $0.0014 per share for all Added Displayed Liquidity if the Member: (1) adds at least 3,000,000 ADV of displayed liquidity and less than 10,000,000 ADV of displayed liquidity; or (2) trades at least 10,000,000 non-displayed ADV; or (3) has an NBBO Time of at least 50% in at least 250 ETPs. • <E T="03">Tier 4:</E> provides Member a rebate of $0.0016 per share for all Added Displayed Liquidity if the Member: (1) adds at least 10,000,000 ADV of displayed liquidity and less than 15,000,000 ADV of displayed liquidity; or (2) has an NBBO Time of at least 50% in at least 750 ETPs. • <E T="03">Tier 5:</E> provides Member a rebate of $0.0018 per share for all Added Displayed Liquidity if the Member: (1) adds at least 15,000,000 ADV of displayed liquidity and less than 20,000,000 ADV of displayed liquidity; or (2) trades at least 15,000,000 non-displayed ADV. • <E T="03">Tier 6:</E> provides Member a rebate of $0.0020 per share for all Added Displayed Liquidity if the Member: (1) adds at least 20,000,000 ADV of displayed liquidity and less than 30,000,000 ADV of displayed liquidity; or (2) trades at least 20,000,000 non-displayed ADV. • <E T="03">Tier 7:</E> provides Member a rebate of $0.0022 per share for all Added Displayed Liquidity if the Member adds at least 30,000,000 ADV of displayed liquidity. IEX is proposing to modify the required criteria for qualifying for Displayed Liquidity Adding Rebate Tier 7 (“Tier 7”) so that Members will have two ways in which they could qualify for Tier 7: (1) the current method, in which a Member qualifies for the rebate tier by adding at least 30,000,000 ADV of displayed liquidity; or (2) the proposed new method, in which a Member would qualify for the rebate tier by adding at least 25,000,000 ADV of displayed liquidity and trading at least 30,000,000 non-displayed ADV. This proposed additional means of qualifying for Tier 7 requires a Member to both add a minimum amount of displayed liquidity and trade a minimum amount of non-displayed liquidity. Thus, the proposed change provides more opportunities for Members to qualify for Tier 7. Accordingly, IEX proposes to update its Fee Schedule to make two revisions to reflect the proposed changes to Tier 7. First, the Exchange proposes to amend the Fee Schedule's Base Rates table to update the description and fees associated with Base Fee Code ML (“Add displayed liquidity”). As amended, the Base Rates table will continue to list seven base rates for Fee Code ML, but the description of the base rate paid for a Member that adds at least 30,000,000 ADV of displayed liquidity will state that a Member also can qualify for that base rate by adding at least 25,000,000 ADV of displayed liquidity and trading at least 30,000,000 non-displayed ADV. Similarly, IEX proposes to update the description of Tier 7 in Footnote 4 to the Transaction Fees section. As proposed, Footnote 4 will be amended to reflect that a Member can qualify for Tier 7 either by adding at least 30,000,000 ADV of displayed liquidity, or by adding at least 25,000,000 ADV of displayed liquidity and trading at least 30,000,000 non-displayed ADV. The proposed change to Tier 7 is designed to encourage Members that provide liquidity on the Exchange to maintain or increase their order flow, thereby contributing to a deeper and more liquid market to the benefit of all market participants and enhancing the attractiveness of the Exchange as a trading venue. IEX notes that this model of offering volume-based rebates is consistent with the rebates offered by competitor exchanges. <SU>11</SU> <FTREF/> The Exchange also notes that the $0.0022 rebate for Tier 7, is well within the range of rebates offered by competing exchanges. <SU>12</SU> <FTREF/> <FTNT> <SU>11</SU>   <E T="03">See, e.g.,</E> Cboe BZX Inc. Fee Schedule (Effective November 19, 2025), available at <E T="03">https://www.cboe.com/us/equities/membership/fee_schedule/bzx/;</E> MEMX Equities Fee Schedule (Effective October 1, 2025), available at <E T="03">https://info.memxtrading.com/equities-trading-resources/us-equities-fee-schedule/;</E> Nasdaq Equity VII (as of November 24, 2025), available at <E T="03">https://www.nasdaqtrader.com/Trader.aspx?id=PriceListTrading2#rebates;</E> New York Stock Exchange Price List 2025 (as of October 1, 2025), available at <E T="03">https://www.nyse.com/publicdocs/nyse/markets/nyse/NYSE_Price_List.pdf.</E> </FTNT> <FTNT> <SU>12</SU>   <E T="03">See, e.g.,</E> MEMX Equities Fee Schedule, <E T="03">supra</E> note 11 (maximum rebate of $0.0037); MIAX Pearl Equities Fee Schedule (Effective October 1, 2025), available at <E T="03">https://www.miaxglobal.com/sites/default/files/fee_schedule-files/MIAX_Pearl_Equities_Fee_Schedule_10012025.pdf</E> (maximum rebat ━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━ Preview showing 10k of 19k characters. 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