(a) The following provisions are adopted pursuant to the By-Laws of Nasdaq. The Rules shall become effective as provided in the By-Laws. The Rules shall be interpreted in such manner as will aid in effectuating the purposes and business of Nasdaq, and so as to require that all practices in connection with the investment banking and securities business shall be just, reasonable and not unfairly discriminatory. Unless the context otherwise requires, the terms below, if defined in the Nasdaq By-Laws, shall have the meaning as defined in the Nasdaq By-Laws.

(b) Unless the context otherwise requires:

(1) The term "Act" or "Exchange Act" mean the Securities Exchange Act of 1934, as amended.

(2) The term "associated person" or "person associated with a Participant" mean any partner, officer, director, or branch manager of an Options Participant (or any person occupying a similar status or performing similar functions), any person directly or indirectly controlling, controlled by, or under common control with a Participant or any employee of a Participant.

(3) The terms "Association" and "FINRA" mean, collectively, the Financial Industry Regulatory Authority and its subsidiaries.

(4) The term "Board" means the Board of Directors of The Nasdaq Stock Market LLC.

(5) The term "By-Laws" means the By-Laws of Nasdaq.

(6) The term "Code of Procedure" means the procedural rules contained in the Rule 9000 Series.

(7) The terms "Commission" or "SEC" mean the Securities and Exchange Commission (SEC), established pursuant to the Act.

(8) The term "Exchange" means The Nasdaq Stock Market LLC.

(9) The terms "he," "him" or "his" shall be deemed to refer to persons of female as well as male gender, and to include organizations, as well as individuals, when the context so requires.

(10) The term "MarketWatch" means a unit within Nasdaq Regulation that is responsible for the real-time surveillance and regulation of the trading of options on NOM. Personnel from MarketWatch, shall monitor and surveil options trading on NOM in order to ensure the maintenance of a fair and orderly market.

(11) The terms "member" or "Nasdaq Member" mean any registered broker or dealer that has been admitted to membership in Nasdaq. A Nasdaq Member is not a member of Nasdaq within the meaning of the Delaware Limited Liability Company Act by reason of being admitted to membership in Nasdaq.

(12) The term "FINRA Regulation" means FINRA Regulation, Inc.

(13) The term "Nasdaq" means The Nasdaq Stock Market LLC.

(14) The term "Nasdaq Regulation" means the Department of Nasdaq that supervises and administers the regulatory functions of Nasdaq, including the administration of any regulatory services agreements with another self-regulatory organization to which Nasdaq is a party.

(15) The term "Nasdaq Review Council" means the committee authorized and directed to act for the Board of Directors of Nasdaq in a manner consistent with the Rules and By-Laws of Nasdaq with respect to (1) an appeal or review of a disciplinary proceeding; (2) a statutory disqualification decision; (3) a review of a membership proceeding; (4) a review of an offer of settlement, a letter of acceptance, waiver, and consent, and a minor rule violation plan letter; (5) the exercise of exemptive authority; (6) an appeal of proceedings involving Equity 2, Sections 4, 10, and 11, Exchange Rule 11890, and Options 3, Section 20; and (7) such other proceedings or actions authorized by the Rules of Nasdaq.

(16) The term "person" shall include any natural person, partnership, corporation, association, or other legal entity.

(17) The term "primary market" means, in the case of securities listed on Nasdaq, the market that is identified as the listing market pursuant to Section X(d) of the approved national market system plan governing the trading of Nasdaq-listed securities, and, in the case of securities listed on another national securities exchange, the market that is identified as the listing market pursuant to Section XI of the Consolidated Tape association Plan.

(18) The term "Regulatory Contract" means the regulatory services agreement between Nasdaq and FINRA pursuant to which FINRA has agreed to perform certain regulatory functions on behalf of Nasdaq.

(19) The term "Rules" or "Rules of Nasdaq" mean the General Equity and Options Rules, the numbered rules set forth in the Nasdaq Manual beginning with the Rule 0100 Series, as adopted by the Nasdaq Board of Directors pursuant to the By-Laws of the Nasdaq, as hereafter amended or supplemented, and also includes the By-Laws and the Limited Liability Company Agreement of The Nasdaq Stock Market LLC.

(20) The term “Limited Underwriting Member” means a broker or dealer admitted to limited underwriting membership in Nasdaq.

Adopted Dec. 6, 2019 (SR-NASDAQ-2019-098); amended August 7, 2020 (SR-NASDAQ-2020-045); amended Nov. 23, 2020 (SR-NASDAQ-2020-079); amended April 28, 2021 (SR-NASDAQ-2021-030); amended Mar. 22, 2024 (SR-NASDAQ-2023-022).