(a) Standards of Commercial Honor and Principles of Trade

A member, in the conduct of its business, shall observe high standards of commercial honor and just and equitable principles of trade.

(b) Prohibition Against Trading Ahead of Customer Orders

Exchange members and persons associated with a member shall comply with FINRA Rule 5320 as if such Rule were part of the Rules of the Exchange.

For purposes of subparagraph (b):

(1) references to Rule 5310, Rule 4512, and Rule 7440 shall be construed as references to General 9, Sections 11 and 45, and Rule 7440A; and

(2) references to "FINRA" shall be construed as references to "the Exchange", and

(3) Rule 5320.02(b) and the reference to Rule 6420 therein shall be disregarded.

(4) Exchange members and persons associated with a member relying upon the exemption set forth in FINRA Rule 5320.03 shall comply with the reporting requirements stated therein as if such Rules were part of the Rules of the Exchange. The Exchange and FINRA are parties to the FINRA Regulatory Contract pursuant to which FINRA has agreed to perform certain functions on behalf of the Exchange. Therefore, Exchange members are complying with this subparagraph (b) by complying with FINRA Rule 5320.03 as written, including, for example, filing requirements and notifications. In addition, functions performed by FINRA, FINRA departments, and FINRA staff under this subparagraph (b) are being performed by FINRA on behalf of the Exchange.

(c) Front Running Policy

Exchange members and persons associated with a member shall comply with FINRA Rule 5270 as if such Rule were part of the Rules of the Exchange.

(d) Trading Ahead of Research Reports

No member shall use any facility of the Exchange to establish, increase, decrease or liquidate an inventory position in a security or a derivative of such security based on nonpublic advance knowledge of the content or timing of a research report in that security. A member must establish, maintain and enforce policies and procedures reasonably designed to restrict or limit the information flow between research department personnel, or other persons with knowledge of the content or timing of a research report, and trading department personnel, so as to prevent trading department personnel from utilizing nonpublic advance knowledge of the issuance or content of a research report for the benefit of the member or any other person.

(e) Anti-Intimidation / Coordination

The Exchange is issuing this interpretation to codify a longstanding policy. It is conduct inconsistent with just and equitable principles of trade for any member or person associated with a member to coordinate the prices (including quotations), trades, or trade reports of such member with any other member or person associated with a member; to direct or request another member to alter a price (including a quotation); or to engage, directly or indirectly, in any conduct that threatens, harasses, coerces, intimidates, or otherwise attempts improperly to influence another member or person associated with a member. This includes, but is not limited to, any attempt to influence another member or person associated with a member to adjust or maintain a price or quotation, whether displayed on any facility operated by the Exchange or otherwise, or refusals to trade or other conduct that retaliates against or discourages the competitive activities of another market maker or market participant. Nothing in this interpretation respecting coordination of quotes, trades, or trade reports shall be deemed to limit, constrain, or otherwise inhibit the freedom of a member or person associated with a member to:

(1) set unilaterally its own bid or ask in any security listed on the Exchange or other exchange-listed security traded on the Exchange pursuant to unlisted trading privileges, the prices at which it is willing to buy or sell any security listed on the Exchange or other exchange-listed security, and the quantity of shares of any security listed on the Exchange or other exchange-listed security that it is willing to buy or sell;

(2) set unilaterally its own dealer spread, quote increment, or quantity of shares for its quotations (or set any relationship between or among its dealer spread, inside spread, or the size of any quote increment) in any security listed on the Exchange or other exchange-listed security;

(3) communicate its own bid or ask, or the prices at or the quantity of shares in which it is willing to buy or sell any security listed on the Exchange or other exchange-listed security to any person, for the purpose of exploring the possibility of a purchase or sale of the security listed on the Exchange or other exchange-listed security, and to negotiate for or agree to such purchase or sale;

(4) communicate its own bid or ask, or the price at or the quantity of shares in which it is willing to buy or sell any security listed on the Exchange or other exchange-listed security, to any person for the purpose of retaining such person as an agent or subagent for the member or for a customer of the member (or for the purpose of seeking to be retained as an agent or subagent), and to negotiate for or agree to such purchase or sale;

(5) engage in any underwriting (or any syndicate for the underwriting) of securities to the extent permitted by the federal securities laws;

(6) take any unilateral action or make any unilateral decision regarding the market makers with which it will trade and the terms on which it will trade unless such action is prohibited by the second and third sentences of this Interpretation; and

(7) deliver an order to another member for handling, provided, however, that the conduct described in (1) through (7) is otherwise in compliance with all applicable law.

(f) Confirmation of Callable Common Stock. Exchange members and persons associated with a member shall comply with FINRA Rule 2232 as if such Rule were part of the Rules of the Exchange.

(g) Interfering With the Transfer of Customer Accounts in the Context of Employment Disputes. Exchange members and persons associated with a member shall comply with FINRA Rule 2140 as if such Rule were part of the Rules of the Exchange.

For purposes of this subparagraph (g), references to Rule 11870 shall be construed as references to Equity Rule 11870.

(h) Use of Manipulative, Deceptive or Other Fraudulent Devices

No member shall effect any transaction in, or induce the purchase or sale of, any security by means of any manipulative, deceptive or other fraudulent device or contrivance.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

(a) Exchange Members and persons associated with a member shall comply with FINRA Rule 2150 as if such Rule were part of the Rules of the Exchange.

Nothing in FINRA Rule 2150, as applied to Exchange members and their associated persons, shall be construed to authorize any Exchange member or associated person to act in a manner inconsistent with Section 11(a) of the Act.

(b) Segregation of Customers' Securities.

Exchange Members and persons associated with a member shall comply with FINRA Interpretive Material 2150 as if such Rule were part of the Rules of the Exchange. For purposes of this Rule, references to FINRA Rule 2150 shall be construed as references to General 9, Section 2.

Adopted October 23, 2019 (SR-BX-2019-039).

(a) Exchange members and persons associated with a member shall comply with FINRA Rule 2210 (except FINRA Rule 2210(c)) as if such Rule were part of the Rules of the Exchange. The Exchange and FINRA are parties to the FINRA Regulatory Contract pursuant to which FINRA has agreed to perform certain functions on behalf of the Exchange. Therefore, Exchange members are complying with General 9, Section 3 by complying with FINRA Rule 2210 as written, including, for example, filing requirements and notifications. In addition, functions performed by FINRA, FINRA departments, and FINRA staff under General 9, Section 3 are being performed by FINRA on the Exchange's behalf.

(b) Limitations on Use of the Exchange's Name. Members may indicate membership in the Exchange in any communication with the public, provided that the communication complies with the applicable standards of General 9, Section 3 and neither states nor implies that the Exchange, or any other corporate name or facility affiliated with Exchange, or any other regulatory organization, endorses, indemnifies, or guarantees the member's business practices, selling methods, the class or type of securities offered, or any specific security..

(c) references to a "FINRA membership" shall be construed as references to an "Exchange membership," and

(d) references to Rule 4512 shall be construed as references to General 9, Section 45, and references to Rule 3110 shall be construed as references to General 9, Section 20.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

Exchange members and persons associated with a member shall comply with FINRA Rule 3230 as if such Rule were part of the Rules of the Exchange.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

(a) Exchange Members shall comply with FINRA Rule 2251 as if such Rule were part of the Rules of the Exchange.

(b) For purposes of this Rule, the guidance adopted by FINRA with respect to reasonable rates of reimbursement as provided in FINRA Rule 2251 and the accompanying supplementary material is hereby adopted as the guidance of the Exchange Board.

(c) For purposes of this Rule:

(1) references to FINRA shall be construed as references to the Exchange, and

(2) references to Rule 2251 shall be construed as references to General 9, Section 6.

(d) Notwithstanding the foregoing, an Exchange Member that is not the beneficial owner of a security registered under Section 12 of the Act is prohibited from granting a proxy to vote the security in connection with a shareholder vote on the election of a member of the board of directors of an issuer (except for a vote with respect to the uncontested election of a member of the board of directors of any investment company registered under the Investment Company Act of 1940), executive compensation, or any other significant matter, as determined by the Commission, by rule, unless the beneficial owner of the security has instructed the member to vote the proxy in accordance with the voting instructions of the beneficial owner.

Adopted October 23, 2019 (SR-BX-2019-039).

(a) Exchange Members shall comply with FINRA Rule 2261 as if such Rule were part of the Rules of the Exchange.

(b) Disclosure of Control Relationship with Issuer. Exchange Members shall comply with FINRA Rule 2262 as if such Rule were part of the Rules of the Exchange.

(c) Disclosure of Participation or Interest in Primary or Secondary Distribution. Exchange Members shall comply with FINRA Rule 2269 as if such Rule were part of the Rules of the Exchange.

Adopted October 23, 2019 (SR-BX-2019-039).

Exchange Members shall comply with FINRA Rule 2266 as if such Rule were part of the Rules of the Exchange.

Adopted October 23, 2019 (SR-BX-2019-039).

Exchange Members and persons associated with a member shall comply with FINRA Rule 5150 as if such Rule were part of the Rules of the Exchange.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

(a) Exchange members and associated persons of a member shall comply with FINRA Rule 2111 as if such Rule were part of the Rules of the Exchange.

(b) For purposes of this Rule:

(1) references to Rules 2111 and 4512 shall be construed as references to Exchange General 9, Sections 10 and 45, respectively;

(2) references to "FINRA rules" shall be construed as references to "the Rules of the Exchange",

(3) References to Rule 2214 shall be disregarded, and no comparable Exchange Rule shall apply to activities of Exchange Members in connection with investment analysis tools.

(c) Know Your Customer. Exchange members shall comply with FINRA Rule 2090 as if such rule were part of the Rules of the Exchange.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

(a) In any transaction for or with a customer or a customer of another broker-dealer, a member and persons associated with a member shall use reasonable diligence to ascertain the best market for the subject security and buy or sell in such market so that the resultant price to the customer is as favorable as possible under prevailing market conditions. Among the factors that will be considered in determining whether a member has used "reasonable diligence" are:

(1) The character of the market for the security, e.g., price, volatility, relative liquidity, and pressure on available communications;

(2) the size and type of transaction;

(3) the number of primary markets checked;

(4) accessibility of the quotation; and

(5) the terms and conditions of the order which result in the transaction, as communicated to the member and persons associated with the member.

(b) In any transaction for or with a customer, no member or person associated with a member shall interject a third party between the member and the best available market except in cases where the member can demonstrate that to his or her knowledge at the time of the transaction the total cost or proceeds of the transaction, as confirmed to the member acting for or with the customer, was better than the prevailing market for the security. A member's obligations to his or her customer are generally not fulfilled when he or she channels transactions through another broker/dealer or some person in a similar position, unless he or she can show that by so doing he or she reduced the costs of the transactions to the customer.

(c) When a member cannot execute directly with a market maker but must employ a broker's broker or some other means in order to insure an execution advantageous to the customer, the burden of showing the acceptable circumstances for doing so is on the retail firm. Examples of acceptable circumstances are where a customer's order is "crossed" with another retail firm which has a corresponding order on the other side, or where the identity of the retail firm, if known, would likely cause undue price movements adversely affecting the cost or proceeds to the customer.

(d) Failure to maintain or adequately staff an order room or other department assigned to execute customers' orders cannot be considered justification for executing away from the best available market; nor can channeling orders through a third party as described above as reciprocation for service or business operate to relieve a member of his or her obligations. However, the channeling of customers' orders through a broker's broker or third party pursuant to established correspondent relationships under which executions are confirmed directly to the member acting as agent for the customer, such as where the third party gives up the name of the retail firm, are not prohibited if the cost of such service is not borne by the customer.

(e) A member through whom a retail order is channeled, as described above, and who knowingly is a party to an arrangement whereby the initiating member has not fulfilled his or her obligations under this Rule, will also be deemed to have violated this Rule.

(f) The obligations described in paragraphs (a) through (e) above exist not only where the member acts as agent for the account of his or her customer but also where retail transactions are executed as principal and contemporaneously offset.

(g) Interpretive Guidance with Respect to Best Execution Requirements. Subparagraph (a) requires, among other things, that a member or person associated with a member comply with subparagraph (a) when customer orders are routed to it from another broker/dealer for execution. This subparagraph (g) addresses certain interpretive questions concerning the applicability of the best execution rule.

For the purposes of General 9, Section 11, the term "market" or "markets" is to be construed broadly and it encompasses a variety of different venues, including, but not limited to, market centers that are trading a particular security. This expansive interpretation is meant to both inform broker/dealers as to the breadth of the scope of venues that must be considered in the furtherance of their best execution obligations and to promote fair competition among broker/dealers, exchange markets, and markets other than exchange markets, as well as any other venue that may emerge, by not mandating that certain trading venues have less relevance than others in the course of determining a firm's best execution obligations.

A member's duty to provide best execution in any transaction "for or with a customer of another broker/dealer" does not apply in instances when another broker/dealer is simply executing a customer order against the member's quote. Stated in another manner, the duty to provide best execution to customer orders received from other broker/dealers arises only when an order is routed from the broker/dealer to the member for the purpose of order handling and execution. This clarification is intended to draw a distinction between those situations in which the member is acting solely as the buyer or seller in connection with orders presented by a broker/dealer against the member's quote, as opposed to those circumstances in which the member is accepting order flow from another broker/dealer for the purpose of facilitating the handling and execution of such orders.

Adopted October 23, 2019 (SR-BX-2019-039).

(a) Exchange Members shall comply with FINRA Rule 2231 as if such Rule were part of the Rules of the Exchange.

(b) For purposes of this Rule, references to Rule 2310, Rule 4512, and Rule 11860 shall be construed as references to Rule 2310A, General 9, Section 45, and Rule 11860.

(c) Pursuant to the Rule 9600 Series, the Exchange may exempt any member from the provisions of this Rule for good cause shown.

Adopted October 23, 2019 (SR-BX-2019-039); amended April 27, 2021 (SR-BX-2021-012); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

(a) Exchange Members shall comply with FINRA Rule 2264 as if such Rule were part of the Rules of the Exchange.

(b) For purposes of this Rule, references to Rule 4512 shall be construed as references to General 9, Section 45.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

(a) Exchange Members shall comply with FINRA Rule 2130 as if such Rule were part of the Rules of the Exchange.

For purposes of this Rule, references to Rule 2270 shall be construed as references to General 9, Section 14; references to Rules 4511 and 4512 shall be construed as references to General 9, Sections 30 and 45; and references to Rule 4210 shall be construed as references to General 9, Section 38.

(b) Day-Trading Risk Disclosure Statement. Exchange Members shall comply with FINRA Rule 2270 as if such Rule were part of the Rules of the Exchange. The Exchange and FINRA are parties to the FINRA Regulatory Contract pursuant to which FINRA has agreed to perform certain functions on behalf of the Exchange. Therefore, Exchange members are complying with General 9, Section 14 by complying with FINRA Rule 2270 as written. Accordingly, Exchange members may submit an alternative disclosure statement to FINRA's Advertising Department as provided in the FINRA Rule. Functions performed by FINRA, FINRA departments, and FINRA staff under General 9, Section 14 are being performed by FINRA on the Exchange's behalf.

For purposes of this Rule, references to Rule 2130 and Rule 4512 shall be construed as references to General 9, Sections 14 and 45.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

Exchange Members and persons associated with a member shall comply with FINRA Rule 3240 as if such Rule were part of the Rules of the Exchange.

Adopted October 23, 2019 (SR-BX-2019-039).

Exchange Members shall comply with FINRA Rule 2122 as if such Rule were part of the Rules of the Exchange.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

(a) Exchange Members shall comply with FINRA Rule 2124 as if such Rule were part of the Rules of the Exchange.

For purposes of this Rule, references to Rules 4511 and 4512 shall be respectively construed as references to General 9, Sections 30 and 45.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

(a) BX members, and persons associated with a member, shall comply with FINRA Rule 5250 as if such Rule were part of BX’s Rules.

(b) For purposes of applying this Rule, references to FINRA Rule 5121 shall be construed as references to FINRA Rule 5121.

Adopted October 23, 2019 (SR-BX-2019-039); amended April 27, 2021 (SR-BX-2021-012); amended June 14, 2021 (SR-BX-2021-029), operative July 14, 2021.

(a) Exchange Members shall comply with FINRA Rule 3260 as if such Rule were part of the Rules of the Exchange.

(b) For purposes of applying this Rule, references to Rule 3110 and Rule 4512 shall be construed as references to General 9, Sections 20 and 45, respectively.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

(a) Each member shall establish and maintain a system to supervise the activities of each registered representative and associated person that is reasonably designed to achieve compliance with applicable securities laws and regulations and with applicable Exchange rules. Exchange members shall comply with FINRA Rules 3110 and 3170 as if such Rule were part of the Rules of the Exchange. The Exchange and FINRA are parties to the FINRA Regulatory Contract pursuant to which FINRA has agreed to perform certain functions on behalf of the Exchange. Therefore, Exchange members are complying with General 9, Section 20 by complying with FINRA Rules 3110 and 3170 as written, including, for example, filing requirements and notifications. In addition, functions performed by FINRA, FINRA departments, and FINRA staff under General 9, Section 20 are being performed by FINRA on behalf of the Exchange.

(b) For purposes of this Rule:

(1) references to "FINRA Rules", "rules of FINRA", or "Rules of the Financial Industry Regulatory Authority" shall be construed as references to "Rules of the Exchange",

(2) the term "registered person" in FINRA Rule 3170(a)(1) shall be defined as "any person registered with the Exchange as a representative or principal pursuant to the General 4, Rule 1200 Series of the General Equity and Options Rules",

(3) references to Article V, Section 3 of FINRA's By-Laws shall be construed as references to General 4, Rule 1210,

(4) references to Rule 2210 and Rule 3110 shall be construed as references to General 9, Sections 3 and 30, and

(5) references to registration with FINRA or the Financial Industry Regulatory Authority shall be construed as references to registration with the Exchange.

(c) Pursuant to the Rule 9600 Series, the Exchange may in exceptional circumstances, taking into consideration all relevant factors, exempt any member unconditionally or on specified terms and conditions from the requirements contained in FINRA Rule 3170, as applied to Exchange members through General 9, Section 20. A member seeking an exemption must file a written application pursuant to the Rule 9600 Series within 30 days after receiving notice or obtaining actual knowledge that it meets one of the criteria in FINRA Rule 3170. A member that meets one of the criteria in Rule 3170 for the first time may elect to reduce its staffing levels pursuant to the provisions of FINRA Rule 3170 or, alternatively, to seek an exemption hereunder, as appropriate; such a member may not seek relief from the Rule by both reducing its staffing levels pursuant to Rule 3170 and requesting an exemption.

(d) Standards for Reasonable Review. Exchange members and persons associated with a member shall comply with FINRA Rule 3110, Supplementary Material .12 as if such Supplementary Material were part of the Rules of the Exchange.

For purposes of this Rule:

(1) references to Rule 3110 shall be construed as references to General 9, Section 20; and

(2) references to "FINRA Rules" shall be construed as references to "the Rules of the Exchange".

(e) Guidance on Heightened Supervision Requirements. Exchange members shall comply with NASD Notice to Members 97-19 as if such Rule were part of the Rules of the Exchange.

Adopted October 23, 2019 (SR-BX-2019-039); amended April 27, 2021 (SR-BX-2021-012); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

(a) Members and persons associated with a member shall comply with FINRA Rule 3120 as if such Rule were part of the Rules of the Exchange. The Exchange and FINRA are parties to the FINRA Regulatory Contract pursuant to which FINRA has agreed to perform certain functions on behalf of the Exchange. Therefore, Exchange members are complying with General 9, Section 21 by complying with FINRA Rule 3120 as written, including, for example, filing requirements and notifications. In addition, functions performed by FINRA, FINRA departments, and FINRA staff under General 9, Section 21 are being performed by FINRA on behalf of the Exchange.

(b) For purposes of this Rule, references to "FINRA Rules" shall be construed as references to "Rules of the Exchange".

(c) Annual Certification of Compliance and Supervisory Processes. Exchange Members and persons associated with a member shall comply with FINRA Rule 3130 as if such Rule were part of the Rules of the Exchange.

(d) For purposes of this Rule:

(1) references to "FINRA Rules" shall be construed as references to the “Rules of the Exchange”,

(2) references to FINRA Rule 3130 and Rule 2010 shall be construed as references to General 9, Section 21 and General 9, Section 1(a),

(3) references to "FINRA members" shall be construed as references to “Exchange Members",

(4) references to "the FINRA Board of Governors" shall be construed as references to "the Board of Directors of the Exchange", and

(5) references to "MSRB rules" shall be deleted.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

(a) Exchange Members and persons associated with a member shall comply with FINRA Rule 3270 as if such Rule were part of the Rules of the Exchange.

(b) For purposes of this Rule, references to Rule 3280 shall be construed as references to General 9, Section 24.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

(a) Exchange Members and persons associated with a member shall comply with FINRA Rule 3280 as if such Rule were part of the Rules of the Exchange.

(b) For purposes of this Rule:

(1) references to Rule 3210 shall be construed as references to General 9, Section 25, and

(2) references to "immediate family members (as defined in Rule 5130)" shall be construed to mean a person's parents, mother-in-law or father-in-law, spouse, brother or sister, brother-in-law or sister-in-law, son-in-law or daughter-in-law, and children, and any other individual to whom the person provides material support.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

Exchange Members and persons associated with a member shall comply with FINRA Rule 3210 as if such Rule were part of the Rules of the Exchange.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

Exchange Members and persons associated with a member shall comply with FINRA Rule 3220 as if such Rule were part of the Rules of the Exchange.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

(a) Exchange Members and persons associated with a member shall comply with FINRA Rule 4530 (excluding FINRA Rule 4530(h)) as if such Rule were part of the Rules of the Exchange. The Exchange and FINRA are parties to the FINRA Regulatory Contract pursuant to which FINRA has agreed to perform certain functions on behalf of the Exchange. Therefore, Exchange members are complying with General 9, Section 27 by complying with FINRA Rule 4530 as written (excluding Rule 4530(h)), including, for example, filing requirements and notifications. In addition, functions performed by FINRA, FINRA departments, and FINRA staff under General 9, Section 27 are being performed by FINRA on behalf of the Exchange.

(b) For purposes of this Rule, the requirement of FINRA Rule 4530(e) to respond to FINRA with respect to any customer complaint, examination, or inquiry shall be construed as a requirement to respond to FINRA and the Exchange.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

Exchange Members shall comply with FINRA Rule 2263 as if such Rule were part of the Rules of the Exchange. In lieu of incorporating in the written statement the language in paragraph (2) of FINRA Rule 2263, members shall include the following provision:

A claim alleging employment discrimination, including a sexual harassment claim, in violation of a statute is not required to be arbitrated under the Rules of the Exchange. Such a claim may be arbitrated under Exchange rules only if the parties have agreed to arbitrate it, either before or after the dispute arose. The rules of other arbitration forums may be different.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

(a) When a member has actual notice that an Exchange employee has a financial interest in, or controls trading in, an account, the member shall promptly obtain and implement an instruction from the employee directing that duplicate account statements be provided by the member to the Exchange.

(b) No member shall directly or indirectly make any loan of money or securities to any Exchange employee. Provided, however, that this prohibition does not apply to loans made in the context of disclosed, routine banking and brokerage agreements, or loans that are clearly motivated by a personal or family relationship.

(c) Notwithstanding the annual dollar limitation set forth in General 9, Section 26, no member shall directly or indirectly give, or permit to be given, anything of more than nominal value to any Exchange employee who has responsibility for a regulatory matter that involves the member. For purposes of this subsection, the term "regulatory matter" includes, but is not limited to, examinations, disciplinary proceedings, membership applications, listing applications, delisting proceedings, and dispute-resolution proceedings that involve the member.

Adopted October 23, 2019 (SR-BX-2019-039).

(a) Exchange members shall comply with FINRA Rule 4511 as if such rule were part of the Exchange's rules.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

Exchange Members shall comply with FINRA Rule 2060 as if such Rule were part of the Rules of the Exchange.        

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

(a) Application — For the purposes of this Rule, the term "member" shall be limited to any member of the Exchange who is subject to SEC Rule 15c3-3 and is not designated to another self-regulatory organization by the Commission for financial responsibility pursuant to Section 17 of the Act and SEC Rule 17d-1 promulgated thereunder. Further, the term shall not be applicable to any member that is subject to Section 402.2(c) of the rules of the Treasury Department.

(b) A member operating pursuant to any exemptive provision as contained in subparagraph (k) of SEC Rule 15c3-3 under the Act (Rule 15c3-3), shall not change its method of doing business in a manner which will change its exemptive status from that governed by subparagraph (k)(1) or (k)(2)(ii) to that governed by subparagraph (k)(2)(i); or from subparagraph (k)(1), (k)(2)(i) or (k)(2)(ii) to a fully computing firm that is subject to all provisions of Rule 15c3-3; or commence operations that will disqualify it for continued exemption under Rule 15c3-3 without first having obtained the prior written approval of the Exchange.

(c) In making the determination as to whether to approve, deny in whole or in part an application made pursuant to paragraph (b), Exchange staff shall consider among other things the type of business in which the member is engaged, the training, experience and qualifications of persons associated with the member, the member's procedures for safeguarding customer funds and securities, the member's overall financial and operational condition and any other information deemed relevant in the particular circumstances and the time these measures would remain in effect.

Adopted October 23, 2019 (SR-BX-2019-039).

(a) Exchange Members shall comply with FINRA Rule 4540 as if such Rule were part of the Rules of the Exchange. The Exchange and FINRA are parties to the FINRA Regulatory Contract pursuant to which FINRA has agreed to perform certain functions on behalf of the Exchange. Therefore, Exchange members are complying with General 9, Section 33 by complying with FINRA Rule 4540 as written, including, for example, filing requirements and notifications. In addition, functions performed by FINRA, FINRA departments, and FINRA staff under General 9, Section 33 are being performed by FINRA on behalf of the Exchange.

(b) Pursuant to the Rule 9600 Series, the Exchange may in exceptional and unusual circumstances, taking into consideration all relevant factors, exempt a member or class of members unconditionally or on specified terms and conditions from any or all of the provisions of this Rule that it deems appropriate.

(c) Exemptive Relief.

(1) Upon written request for exemptive relief pursuant to the Rule 9600 Series, the Exchange generally will grant an exemption from the reporting requirements of General 9, Section 33 to a self-clearing firm that:

(A) derives, on an annualized basis, at least 85 percent of its revenue from transactions in fixed income securities;

(B) conducts an institutional business that settles transactions on an RVP/DVP basis, provided that such exemption from reporting shall apply only with respect to such institutional business unless the Exchange determines that any other remaining business otherwise qualifies for an exemption under this subparagraph (c) or is de minimis in nature; or

(C) does not execute transactions for customers or otherwise hold customer accounts or act as an introducing broker with respect to customer accounts (e.g., that engages solely in proprietary trading, or that conducts business only with other broker-dealers or any other non-customer counter-parties).

(2) Upon written request for exemptive relief pursuant to the Rule 9600 Series, the Exchange also generally will grant an exemption to a clearing firm with respect to one or more of the introducing firms for which it clears if the introducing firm meets one of the above-stated grounds for exemptive relief.

(3) Any self-clearing firm that, due to a change in the facts pertaining to the operation and nature of its business or the operation and nature of the business of a firm for which it clears, as applicable, no longer qualifies for an exemption previously granted by the Exchange from the reporting requirements of General 9, Section 33 must promptly report such change in circumstances to the Exchange and FINRA, Department of Member Regulation, and commence compliance with the reporting requirements of General 9, Section 33.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

A member designated to the Exchange for oversight pursuant to SEC Rule 17d-1 shall comply with FINRA Rule 4230 as if such Rule were part of the Rules of the Exchange. The Exchange and FINRA are parties to the FINRA Regulatory Contract pursuant to which FINRA has agreed to perform certain functions on behalf of the Exchange. Therefore, Exchange members are complying with General 9, Section 34 by complying with FINRA Rule 4230 as written, including, for example, filing requirements and notifications. In addition, functions performed by FINRA, FINRA departments, and FINRA staff under General 9, Section 34 are being performed by FINRA on behalf of the Exchange.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

(a) Member firms, and persons associated with a member, may pay to nonregistered foreign persons transaction-related compensation based upon the business of customers they direct to member firms if the following conditions are met:

(1) the member firm has assured itself that the nonregistered foreign person who will receive the compensation (the "finder") is not required to register in the U.S. as a broker/dealer nor is subject to a disqualification as defined in the Exchange Rules, and has further assured itself that the compensation arrangement does not violate applicable foreign law;

(2) the finders are foreign nationals (not U.S. citizens) or foreign entities domiciled abroad;

(3) the customers are foreign nationals (not U.S. citizens) or foreign entities domiciled abroad transacting business in either foreign or U.S. securities;

(4) customers receive a descriptive document, similar to that required by Rule 206(4)- 3(b) of the Investment Advisers Act of 1940, that discloses what compensation is being paid to finders;

(5) customers provide written acknowledgment to the member firm of the existence of the compensation arrangement and that such acknowledgment is retained and made available for inspection by the Exchange;

(6) records reflecting payments to finders are maintained on the member firm's books and actual agreements between the member firm and persons compensated are available for inspection by the Exchange; and

(7) the confirmation of each transaction indicates that a referral or finders fee is being paid pursuant to an agreement.

Adopted October 23, 2019 (SR-BX-2019-039).

Adopted October 23, 2019 (SR-BX-2019-039).

Exchange Members and persons associated with a member shall comply with FINRA Rule 3310 as if such Rule were part of the Rules of the Exchange.

Supplementary Material:

.01 Independent Testing Requirements

Exchange members and persons associated with a member shall comply with FINRA Rule 3310.01 as if such Rule were part of the Rules of the Exchange. For purposes of this Rule, references to FINRA Rule 3310 shall be construed as references to General 9, Section 37.

.02 Review of Anti-Money Laundering Compliance Person Information

Each Exchange member must identify, review and, if necessary, update the information regarding its anti-money laundering compliance person designated pursuant to this Rule in the manner prescribed by General 2, Section 11.

Adopted October 23, 2019 (SR-BX-2019-039).

(a) A member that is not designated to the Exchange for oversight pursuant to SEC Rule 17d-1 shall comply with the initial and maintenance margin requirements of Regulation T and the self-regulatory organization to which the member is designated for oversight pursuant to SEC Rule 17d-1. Members shall comply with Regulation T and such self-regulatory organization rules, and shall submit to such self-regulatory organization any filings required thereunder, in each case as if such rules were part of the Rules of the Exchange.

(b) A member designated to the Exchange for oversight pursuant to SEC Rule 17d-1 shall comply with the initial and maintenance margin requirements of Regulation T and the FINRA Rule 4210 as if such Rules were part of the Rules of the Exchange.

FINRA is in the process of consolidating certain NASD rules into a new FINRA rulebook. If the provisions of NASD Rule 2520 are transferred into the FINRA rulebook, then General 9, Section 38 shall be construed to require Exchange members designated to the Exchange for oversight pursuant to SEC Rule 17d-1 to comply with the FINRA rule corresponding to NASD Rule 2520 (regardless of whether such rule is renumbered or amended) as if such rule were part of the Rules of the Exchange.

(c) The Exchange and FINRA are parties to the FINRA Regulatory Contract pursuant to which FINRA has agreed to perform certain functions on behalf of the Exchange. Therefore, Exchange members are complying with this Rule by complying with FINRA Rule 4210 as written, including, for example, filing requirements and notifications. In addition, functions performed by FINRA, FINRA departments, and FINRA staff under this Rule are being performed by FINRA on behalf of the Exchange.

(d) Pursuant to Rule 9600 Series, the Exchange may exempt any member from the requirements contained in paragraph (e)(3) of FINRA Rule 4210, as applied to Exchange members through this Rule, if the account referenced in paragraph (e)(3) of FINRA Rule 4210 is confined exclusively to transactions and positions in exempted securities.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

(a) Each member required to join the Securities Investor Protection Corporation who has employees and who is a member in good standing of another self-regulatory organization shall follow the applicable fidelity bond rule of the self-regulatory organization to which it is designated by the Commission for financial responsibility pursuant to Section 17 of the Act and SEC Rule 17d-1 thereunder.

(b) A member designated to the Exchange for oversight pursuant to SEC Rule 17d-1 shall comply with FINRA Rule 4360 as if such Rule were part of the Rules of the Exchange. The Exchange and FINRA are parties to the FINRA Regulatory Contract pursuant to which FINRA has agreed to perform certain functions on behalf of the Exchange. Therefore, Exchange members are complying with General 9, Section 39 by complying with FINRA Rule 4360 as written, including, for example, filing requirements and notifications. In addition, functions performed by FINRA, FINRA departments, and FINRA staff under General 9, Section 39 are being performed by FINRA on behalf of the Exchange.

(c) For purposes of this Rule:

(1) references to an "Association member" shall be construed as references to an "Exchange member", and

(2) references to Article I, paragraph (q) of the By-Laws shall be construed as references to General 1.

(d) Pursuant to the Rule 9600 Series, any member subject to paragraph (c) of FINRA Rule 4360, through the application of General 9, Section 39(b), may apply to the Exchange for an exemption from such requirements. The exemption may be granted upon a showing of good cause, including a substantial change in the circumstances or nature of the member's business that results in a lower net capital requirement. The Exchange may issue an exemption subject to any condition or limitation upon a member's bonding coverage that is deemed necessary to protect the public and serve the purposes of this Rule.

Adopted October 23, 2019 (SR-BX-2019-039).

(a) A member designated to the Exchange for oversight pursuant to SEC Rule 17d-1 shall comply with FINRA Rule 4110 as if such Rule were part of the Rules of the Exchange.

(b) For purposes of this Rule, references to Rule 9557 shall be construed as references to Equity Rule 9557.

Adopted October 23, 2019 (SR-BX-2019-039).

(a) A member designated to the Exchange for oversight pursuant to SEC Rule 17d-1 shall comply with FINRA Rule 4120 as if such Rule were part of the Rules of the Exchange.

(b) For purposes of this Rule, references to Rule 9557 shall be construed as references to Equity Rule 9557.

Adopted October 23, 2019 (SR-BX-2019-039).

(a) A member designated to the Exchange for oversight pursuant to SEC Rule 17d-1 shall comply with FINRA Rule 4140 as if such Rule were part of the Rules of the Exchange.

(b) For purposes of this Rule, references to Rule 9557 shall be construed as references to Equity Rule 9557.

Adopted October 23, 2019 (SR-BX-2019-039).

(a) Exchange members and persons associated with a member shall comply with FINRA Rule 4511 as if such Rule were part of the Exchange rules.

(b) For purposes of this Rule, references to "FINRA rules" shall be construed as references to the "Exchange rules" and references to "FINRA books and records" shall be construed as references to the "Exchange books and records".

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

Exchange members and persons associated with a member shall comply with FINRA Rule 4513 as if such Rule were part of the Exchange rules.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

(a) Exchange members and persons associated with a member shall comply with FINRA Rule 4512 as if such Rule were part of the Exchange rules.

(b) For purposes of this Rule:

(1) references to Rule 3260 shall be construed as references to General 9, Section 19;

(2) references to Rules 2070, 2090, and 4512 shall be construed as references to General 9, Sections 29, 10, and this Rule, respectively;

(3) references to "a prior FINRA rule" shall be construed as references to "a FINRA or Exchange rule in effect prior to the effectiveness of FINRA Rule 4512";

(4) The Exchange and FINRA are parties to the Regulatory Contract pursuant to which FINRA has agreed to perform certain functions on behalf of the Exchange. Therefore, Exchange members are complying with this Rule by complying with FINRA Rule 4512 as written, including, for example, providing information required by FINRA staff. In addition, functions performed by FINRA, FINRA departments, and FINRA staff under this Rule are being performed by FINRA on behalf of the Exchange.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

Exchange members and persons associated with a member shall comply with FINRA Rule 4514 as if such Rule were part of the Exchange rules.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

(a) Exchange members and persons associated with a member shall comply with FINRA Rule 4515 as if such Rule were part of the Exchange rules.

(b) For purposes of this Rule, references to Rule 3260 shall be construed as references to General 9, Section 19.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

A member designated to Exchange for oversight pursuant to SEC Rule 17d-1 shall comply with FINRA Rule 4521 as if such Rule were part of the Rules of the Exchange.

Adopted October 23, 2019 (SR-BX-2019-039).

(a) Except as provided in paragraph (b), no member shall, directly or indirectly, give, permit to be given, or offer to give, anything of value to any person for the purpose of influencing or rewarding the action of such person in connection with the publication or circulation in any electronic or other public media, including any investment service or similar publication, Web site, newspaper, magazine or other periodical, radio, or television program of any matter that has, or is intended to have, an effect upon the market price of any security.

(b) The prohibitions in paragraph (a) shall not apply to compensation paid to a person in connection with the publication or circulation of:

(1) a communication that is clearly distinguishable as paid advertising;

(2) a communication that discloses the receipt of compensation and the amount thereof in accordance with Section 17(b) of the Securities Act; or

(3) a research report, as that term is defined in FINRA Rule 2241.

Adopted October 23, 2019 (SR-BX-2019-039); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

A member which does not maintain an office in the United States responsible for preparing and maintaining financial and other reports required to be filed with the Commission and the Exchange must:

(a) prepare all such reports, and maintain a general ledger chart of account and any description thereof, in English and U.S. dollars;

(b) reimburse the Exchange for any expenses incurred in connection with examinations of the member to the extent that such expenses exceed the cost of examining a member located within the continental United States in the geographic location most distant from the Exchange;

(c) ensure the availability of an individual fluent in English and knowledgeable in securities and financial matters to assist representatives of the Exchange during examinations; and

(d) utilize, either directly or indirectly, the services of a broker/dealer registered with the Commission, a bank or a clearing agency registered with the Commission located in the United States in clearing all transactions involving members of the Exchange, except where both parties to a transaction agree otherwise.

Adopted October 23, 2019 (SR-BX-2019-039).

An Exchange member that employs a research analyst or publishes or otherwise distributes a research report shall also be a member of FINRA or the New York Stock Exchange and shall comply with FINRA Rules 1240, 1220(a)(6), (a)(14) and (b)(6) and 2241 (and any other FINRA rules that apply to research analysts or research reports), as amended. For purposes of this Rule, (i) "research analyst" shall mean an associated person who is primarily responsible for, and any associated person who reports directly or indirectly to such research analyst in connection with, the preparation of the substance of a research report, whether or not any such person has the job title of "research analyst," and (ii) "research report" shall mean a written or electronic communication that includes an analysis of equity securities of individual companies or industries, and that provides information reasonably sufficient upon which to base an investment decision.

Adopted Dec. 6, 2019 (SR-NASDAQ-2019-098); amended July 20, 2021 (SR-BX-2021-032); amended Aug. 12, 2021 (SR-BX-2021-035), operative Sep. 11, 2021.

Adopted Apr. 27, 2021 (SR-BX-2021-012).

(a) No Member shall engage in or facilitate disruptive quoting and trading activity on the Exchange, as described in subsections (1) and (2) of this Rule, including acting in concert with other persons to effect such activity.

(1) For purposes of this Rule, disruptive quoting and trading activity shall include a frequent pattern in which the following facts are present:

(A) Disruptive Quoting and Trading Activity Type 1:

(i) a party enters multiple limit orders on one side of the market at various price levels (the "Displayed Orders"); and

(ii) following the entry of the Displayed Orders, the level of supply and demand for the security changes; and

(iii) the party enters one or more orders on the opposite side of the market of the Displayed Orders (the "Contra-Side Orders") that are subsequently executed; and

(iv) following the execution of the Contra-Side Orders, the party cancels the Displayed Orders.

(B) Disruptive Quoting and Trading Activity Type 2:

(i) a party narrows the spread for a security by placing an order inside the NBBO; and

(ii) the party then submits an order on the opposite side of the market that executes against another market participant that joined the new inside market established by the order described in paragraph (B)(i).

(2) Applicability. For purposes of this Rule, disruptive quoting and trading activity shall include a frequent pattern in which the facts listed above are present. Unless otherwise indicated, the order of the events indicating the pattern does not modify the applicability of the Rule. Further, disruptive quoting and trading activity includes a pattern or practice in which of the quoting and trading activity is conducted on the Exchange as well as a pattern or practice in which some portion of the quoting or trading activity is conducted on the Exchange and the other portions of the quoting or trading activity are conducted on one or more other exchanges.

Adopted May 19, 2016 (SR-BX-2016-028), operative June 18, 2016; amended Apr. 27, 2021 (SR-BX-2021-012).

Adopted Apr. 27, 2021 (SR-BX-2021-012).

Adopted Apr. 27, 2021 (SR-BX-2021-012).

Adopted Apr. 27, 2021 (SR-BX-2021-012).

Adopted Apr. 27, 2021 (SR-BX-2021-012).

Adopted Apr. 27, 2021 (SR-BX-2021-012).

Adopted Apr. 27, 2021 (SR-BX-2021-012).

Adopted Apr. 27, 2021 (SR-BX-2021-012).

Adopted Apr. 27, 2021 (SR-BX-2021-012).

Adopted Apr. 27, 2021 (SR-BX-2021-012).

Adopted Apr. 27, 2021 (SR-BX-2021-012).

(a) No member or person associated with a member shall accept an order from a customer to purchase or sell an index warrant, currency index warrant, or currency warrant unless the customer's account has been approved for options trading pursuant to FINRA Rule 2360(b)(16). To the extent that it is made applicable to index warrants, currency index warrants, and currency warrants by FINRA Rule 2352, Exchange Members and their associated persons shall comply with FINRA Rule 2360(b)(16) as if such Rule were part of the Rules of the Exchange.

(b) For purposes of this Rule, references to “FINRA Rules” shall be construed as references to "the Rules of the Exchange", and references to "FINRA" shall be construed as references to the Exchange.

Adopted Dec. 23, 2008 (SR-BSE-2008-48); amended Apr. 27, 2021 (SR-BX-2021-012); amended March 8, 2021 (SR-BX-2021-006), operative Jan. 24, 2022.

Adopted Apr. 27, 2021 (SR-BX-2021-012).

Adopted Apr. 27, 2021 (SR-BX-2021-012).

Adopted Apr. 27, 2021 (SR-BX-2021-012).

Adopted Apr. 27, 2021 (SR-BX-2021-012).

Adopted Apr. 27, 2021 (SR-BX-2021-012).

Adopted Apr. 27, 2021 (SR-BX-2021-012).

A member who files a Form BDW shall designate on the Form BDW, as the custodian of the member's books and records, a person associated with the member at the time that the Form BDW is filed.

Adopted Dec. 23, 2008 (SR-BSE-2008-48); renumbered and amended Mar. 19, 2010 (SR-BX-2010-020), operative Apr. 18, 2010; amended Apr. 27, 2021 (SR-BX-2021-012).