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Instinct X

MERRILL LYNCH PROFESSIONAL CLEARING CORP ATS (INSTINCT X)

ATS● ACTIVEest. 2014

// CALCGUARD TAXONOMY

STANDARD DARK POOL

MSESSSTNDPTRTH

MARKET STRUCTURE

Multi-Session

INNOVATION

Tier 3 · Standard Segmentation

PRIORITY

Price-Time

TEMPORAL

Regular Trading Hours

DATA CENTEREquinix NY4

PLATFORMSelf-built

SEC FILE013-00150 ↗

// SEGMENTATION & INNOVATION

SEGMENTATION METHODOLOGY

Multi-session structure with standard segmentation; BofA institutional flow combined with Merrill Lynch retail; MSESS classification

STRUCTURAL DETAIL

4 independent sessions but without sophisticated tier scoring; primarily routes BofA and MLPCC institutional order flow

// IDENTIFIERS

MPID

MLIX

conf: 1.00 · FINRA_ATS_ISSUE

CIK

0001675365

conf: 1.00 · SEC_EDGAR

// NMS VOLUME

// LOADING...

SIGINT Processing

Analyzing SEC filing intelligence... stand by for assessment

// FEATURES

Cover Page

amendment_reason

This Form ATS-N Updating Amendment modifies Part III, Item 11(a), to remove language pertaining to the phased transition to the Ocean platform. This Updating Amendment applies to all Subscribers and the Broker-Dealer Operator.

amendment_reason

This Material Amendment applies to all Subscribers and the Broker-Dealer Operator. This Material Amendment relates to BofAS's retention of Operations and Compliance Network, LLC ("Ocean"), an affiliate of Nasdaq, pursuant to which Ocean hosts, operates, and supports the technology platform for Instinct X subject to the direction and oversight of BofAS as the Broker-Dealer Operator. The Material Amendment describes Ocean's role with respect to the operation of Instinct X, including the Ocean personnel involved and the Ocean and Nasdaq policies and procedures that protect Subscriber confidential trading information. The foregoing changes are largely reflected in Part II, Items 6 and 7. In connection with the transition to the hosting of Instinct X by Ocean, certain functionality related to the ATS has changed, in particular: (i) firm DAY and IOC orders are eligible to interact with conditional placements in certain circumstances; (ii) hours of operation have changed; (iii) the process for preventing Subscriber orders from interacting with the principal orders of BofAS and orders of BofAS affiliates has changed; (iv) a post-only order attribute is now available; (v) a volatile quote protection order attribute is now available; (vi) descriptions of how firm orders and conditional placements are prioritized have been updated; (vii) the ATS accepts odd lots orders and conditional placements; (viii) a maximum spread protection feature has been implemented; (ix) segmentation categories and the process for segmenting order flow have been updated; and (x) Instinct X now uses market data provided by Ocean. The foregoing changes are largely reflected in Part II, Item 3; and Part III, Items 3, 4, 6, 7, 8, 9, 11, 13, 14, 15, 20, and 23. The range of fees associated with use of Instinct X and the description of factors considered in determining fees have been updated in Part III, Item 19.

amendment_reason

This Updating Amendment reflects a change to Part II, Item 4 (Arrangements with Trading Centers) to update the current list of trading centers the Broker-Dealer Operator has an arrangement with as a result of terminating an arrangement with one Broker-Dealer Operator. This change applies to all Subscribers and the Broker-Dealer Operator.

amendment_reason

Instinct X is submitting this Updating Amendment to provide additional information with respect to existing disclosures contained in the following sections of the Instinct X Form ATS-N: (i) Part II, Item 6(a), the responsibilities of certain control functions to BofAS; (ii) Part II, Item 7(a), the approval of access to the FIX interface; (iii) Part III, Item 14(a), the operation of counterparty restrictions; (iv) Part III, Item 19, how BofAS assesses fees; and (v) Part III, Item 22(a), the roles of various registered third party clearing entities in the clearance and settlement process. The additional information provided in this amendment does not change the treatment of the Subscribers or the Broker-Dealer Operator on Instinct X.

amendment_reason

Instinct X is submitting this updating amendment to reflect the changes that follow. (1) Part I, Item 8 to reflect the current Direct Owners/Executive Officers for the Broker-Dealer Operator. This change applies only to the Broker-Dealer Operator. (2) Part II, Item 1 to update the names and descriptions of business units. This change applies only to the Broker-Dealer Operator. (3) Part II, Item 2 to reorganize the disclosure. This change applies only to the Broker-Dealer Operator. (4) Part II, Item 5 to add language with respect to Direct Subscribers' FIX communications. This change applies only to Subscribers. (5) Part II, Item 7 to clarify the ARM process and written supervisory procedures. This change applies only to the Broker-Dealer Operator. (6) Part III, Item 10 to update a cross-reference. This change applies to all Subscribers and the Broker-Dealer Operator. (7) Part III, Item 11 to update OATS to CAT. This change applies only to the Broker-Dealer Operator.

amendment_reason

Part I, Item 8 is amended to replace a direct owner. This change applies to the Broker-Dealer Operator. Part III, Item 19 is amended to add language regarding the assessment and pass-through of Consolidated Audit Trail (CAT) fees to Subscribers. This change applies to Direct Subscribers and the Broker-Dealer Operator.

amendment_reason

Instinct X is submitting this updating amendment to implement the changes that follow. (1) Part I, Item 8 to reflect the current Direct Owners/Executive Officers for the Broker-Dealer Operator. This change applies only to the Broker-Dealer Operator. (2) Part II, Item 4 to update the list of arrangements with trading centers. This change applies to all Subscribers and the Broker-Dealer Operator. (3) Part III, Item 7 to remove a statement regarding the handling of orders with impermissible order attributes. This change applies to all Subscribers and the Broker-Dealer Operator.

amendment_reason

Instinct X is submitting this Updating Amendment to amend Part I, Items 8 and 9 of its Form ATS-N filing. The changes in this Updating Amendment reflect the current Direct Owners/Executive Officers and Indirect Owners for the Broker-Dealer Operator. These changes apply only to the Broker-Dealer Operator.

amendment_reason

This Updating Amendment reflects a change to Part III, Item 23 (Market Data) and updates which market data feeds are provided through direct market data feeds versus the SIP. This change applies to all Subscribers and the Broker-Dealer Operator.

amendment_reason

This updating amendment provides additional detail on: (i) the capacity of orders and conditional placements routed to Instinct X by its affiliate Merrill Lynch, Pierce, Fenner & Smith Incorporated (See Part II, Item 2(a)); (ii) the scope of confidential trading information (See Part II, Items 6(a) and 7(a)); and (iii) the holiday schedule followed by the ATS (See Part III, Item 4(a)). This additional detail affects all subscribers and BofAS.

amendment_reason

This Updating Amendment modifies Part II, Item 2 to update the affiliates which traded in Instinct X in the last calendar quarter. This Updating Amendment applies to all Subscribers and the Broker-Dealer Operator.

amendment_reason

Part II, Items 6(a) and 7(a) of this Updating Amendment clarify the information the Firm considers Subscriber confidential trading information and provide additional detail on the Persons and systems with access to such information.

amendment_reason

Part III, Items 10, 11, 17, and 20 are amended to reflect that Instinct X is changing the way in which IXCC Orders are handled in the event of a regulatory halt or other suspension of trading - specifically, under what circumstances such orders will be cancelled back. These changes apply to all Subscribers and the Broker-Dealer Operator. Part III, Items 14 and 17 are amended to reflect that Subscribers may not opt out of Instinct X's self-cross prevention feature. These changes apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

This correcting amendment discloses an additional affiliate, Bank of America, N.A.("BANA"), which is a not a broker-dealer, that enters or directs the entry of orders and conditional placements on to Instinct X. This affects the broker-dealer operator and subscribers to the extent they interact with BANA in Instinct X. See Part II, Items 2(a), 3(b), 6(a), and 7(a) and Part III, Items 11(c) and 13(a) for disclosures related to BANA orders within the ATS.

amendment_reason

Part I, Item 8 is amended to add a direct owner. This change applies to the Broker-Dealer Operator. Part III, Item 14 is amended to reflect that Instinct X's self-cross prevention feature applies at the Subscriber level, not at the account level. This change applies to all Subscribers and the Broker-Dealer Operator.

amendment_reason

This is an Updating Amendment to the Material Amendment filed February 7, 2024 (accession number 0001675365-24-000001). In the Material Amendment, as amended by this Updating Amendment, Part II, Item 1 and Part III, Items 7, 9, 10, 11, 13, 14, 15, 20, 21, and 23 are amended to reflect (i) that Instinct X will begin operating the Trajectory Cross, which will cross eligible firm orders and/or conditional placements at the VWAP price over a specific duration; (ii) the allowable parameters or characteristics for such orders and conditional placements; (iii) the way in which Instinct X will match and price orders; and (iv) whether and how various features of Instinct X (e.g., segmentation) will apply to Trajectory Cross orders and conditional placements. These changes apply to all Subscribers and the Broker-Dealer Operator. Part III, Items 7 and 11 are amended to reflect that Instinct X will begin offering three discretionary order types for use with firm orders (other than IXCC Orders or Trajectory Cross orders)--Discretionary Passive Orders, Discretionary Far-Touch Orders, and Discretionary Midpoint Orders. This change applies to all Subscribers and the Broker-Dealer Operator. Part III, Items 7, 9 and 14 are amended to reflect that, for orders and conditional placements (other than IXCC and Trajectory Cross orders), Subscribers that elect to apply a Minimum Quantity ("MinQty") attribute can choose to have that MinQty enforced with respect to certain Segment Classifications and ignored with respect to others. This change applies to all Subscribers and the Broker-Dealer Operator. Additionally, Instinct X is submitting this Updating Amendment to amend Part 1, Item 8 to reflect the current direct owners and executive officers as disclosed on the Broker-Dealer Operator's recently amended Schedule A of the Form BD. This change applies only to the Broker-Dealer Operator.

amendment_reason

This Updating Amendment reflects a change to Part I, Item 8 (Direct Owners/Executive Officers). This change applies only to the Broker-Dealer Operator. This Updating Amendment also modifies Part II, Item 2 to update the affiliates which traded in Instinct X in the last calendar quarter. This change applies to all Subscribers and the Broker-Dealer Operator.

amendment_reason

Part I, Item 7 is amended to add a secondary address for the ATS. Part I, Item 8 is amended to replace two executive officers. These changes apply to the Broker-Dealer Operator. Part III, Item 20 is amended to indicate that Instinct X will no longer suspend trading in individual NMS stocks that approach Regulation SCI volume thresholds. This change applies to all Subscribers and the Broker-Dealer Operator.

amendment_reason

Part II, Items 1 and 3, and Part III, Items 4, 7, 10, 11, 13, 14, 17, and 20 are amended to reflect (i) that Instinct X will begin operating the Instinct X Closing Cross ("IXCC"), a matching and execution process for market-on-close orders; (ii) the method for submitting IXCC orders and the allowable parameters or characteristics for such orders; (iii) the way in which IXCC will match and price orders and notify Subscribers of executions; and (iv) whether and how various features of Instinct X (e.g., segmentation) will apply to IXCC orders. These changes apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

This Correcting Amendment includes information about third-party external market access gateways as it relates to the following sections: (i) Part II items 1(a), 5(a), 6(a), and 7(a) and (d); and (ii) Part III items 5(a), 6(a), and 15(b). This information applies to both Subscribers and the Broker-Dealer Operator.

amendment_reason

Part II, Item 1 and Part III, Items 7, 9, 10, 11, 13, 14, 15, 20, 21, and 23 are amended to reflect (i) that Instinct X will begin operating the Trajectory Cross, which will cross eligible firm orders and/or conditional placements at the VWAP price over a specific duration; (ii) the allowable parameters or characteristics for such orders and conditional placements; (iii) the way in which Instinct X will match and price orders; and (iv) whether and how various features of Instinct X (e.g., segmentation) will apply to Trajectory Cross orders and conditional placements. These changes apply to all Subscribers and the Broker-Dealer Operator. Part III, Items 7 and 11 are amended to reflect that Instinct X will begin offering three discretionary order types for use with firm orders (other than IXCC Orders or Trajectory Cross orders)--Discretionary Passive Orders, Discretionary Far-Touch Orders, and Discretionary Midpoint Orders. This change applies to all Subscribers and the Broker-Dealer Operator. Part III, Items 7 and 9 are amended to reflect that, for orders and conditional placements (other than IXCC and Trajectory Cross orders), Subscribers that elect to apply a Minimum Quantity ("MinQty") attribute can choose to have that MinQty enforced with respect to certain Segment Classifications and ignored with respect to others. This change applies to all Subscribers and the Broker-Dealer Operator.

amendment_reason

This Updating Amendment revises Part II, Item 2 to provide the Affiliates of BofA Securities, Inc. whose orders or conditional placements accessed Instinct X in the last calendar quarter. These changes apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

This is an Updating Amendment to the Material Amendment filed on March 4, 2022. The Material Amendment, as revised by this Updating Amendment, relates to BofAS's retention of Operations and Compliance Network, LLC (Ocean). The Material Amendment, as revised by this Updating Amendment, describes Ocean's role in the operation of Instinct X, including the Ocean personnel involved and the Ocean and Nasdaq policies and procedures that protect Subscriber confidential trading information. The changes are largely reflected in Part II, Items 6 and 7. In connection with the transition to the hosting of Instinct X by Ocean, certain functionality related to the ATS has changed, in particular: (i) firm DAY and IOC order functionality; (ii) hours of operation; (iii) the process for preventing Subscriber orders from interacting with the principal orders of BofAS and orders of BofAS affiliates; (iv) availability of a post-only order attribute; (v) availability of a volatile quote protection order attribute; (vi) descriptions of how firm orders and conditional placements are prioritized have been updated; (vii) odd lot orders and conditional placements are accepted; (viii) availability of a maximum spread protection feature; (ix) segmentation categories and the process for segmenting order flow have been updated; and (x) Instinct X now uses market data provided by Ocean. The changes are largely reflected in Part II, Item 3; and Part III, Items 3, 4, 6, 7, 8, 9, 11, 13, 14, 15, 20, and 23. The anticipated timeline for transitioning to Ocean's hosted technology platform is described in Part III, Item 11. The range of fees associated with the use of Instinct X and the description of factors considered in determining fees have been updated in Part III, Item 19. These changes apply to all Subscribers and the BDO. This Updating Amendment also reflects a change to Part I, Item 8 (Direct Owners/Executive Officers) which occurred in March 2022. This change applies only to the BDO.

amendment_reason

This is an Updating Amendment to the Material Amendment filed on May 22, 2023 (Accession Number: 0001675365-23-000020). Part II, Items 1 and 3, and Part III, Items 4, 7, 10, 11, 13, 14, 17, and 20 are amended to reflect (i) that Instinct X will begin operating the Instinct X Closing Cross ("IXCC"), a matching and execution process for market-on-close orders; (ii) the method for submitting IXCC orders and the allowable parameters or characteristics for such orders; (iii) the way in which IXCC will match and price orders and notify Subscribers of executions; and (iv) whether and how various features of Instinct X (e.g., segmentation) will apply to IXCC orders. Part III, Item 9 is amended to clarify the preset period for responding to conditional placements. Part III, Items 9 and 13 are amended to reflect that conditional placements and Firm-Up Accepts are not considered in making changes to segment classifications. Part III, Item 13 is amended to clarify that segment classifications are assigned at the Client ID level. These changes apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

Part III, Item 11 is amended to address: (i) the handling of any unpaired quantity for firm and conditional Trajectory Orders; and (ii) the handling of Trajectory Orders that are disrupted or interrupted (including cancelled) mid-duration. These changes apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

Instinct X is submitting this Updating Amendment to amend Part I, Items 8 and 9 of its Initial Form ATS-N filing. The changes in this Updating Amendment reflect the current Direct Owners/Executive Officers and Indirect Owners of the Broker-Dealer Operator of Instinct X. This change applies only to the Broker-Dealer Operator.

ats_name

Instinct X

ats_name

Global Conditional Cross or GCX

Item 1 (Part I)

operator_crd

000283942

operator_name

BOFA SECURITIES, INC.

Item 10 (Part II)

order_types

Instinct X accepts orders, including IXCC Orders, and conditional placements. Thus, conditional placements are the only trading interests accepted by Instinct X. See Part III, Item 9 for a full description of conditional placements (except conditional placements designated for the Trajectory Cross, which are described below and in Part III, Item 11). Instinct X accepts IXCC Orders designated for the IXCC. This Part III, Item 7 describes only non-IXCC Orders. IXCC Orders and their handling are discussed below in Part III, Item 17. This section first discusses non-Trajectory Orders, then separately discusses Trajectory Orders. NON-TRAJECTORY ORDERS ACCEPTABLE ORDER TYPES, TIME-IN-FORCE INSTRUCTIONS, AND ATTRIBUTES As a general matter, all Instinct X order types are available across all forms of connectivity to Instinct X; however, a Subscriber's determination to use particular order types will vary based on the Subscriber's trading and execution objectives. Instinct X accepts the following order types: (i) MARKET -- an order to buy or sell immediately at the best available price; (ii) LIMIT -- an order to buy or sell at a specified price or better; and (iii) PEGGED -- an order to buy or sell at a price relative to a reference benchmark price. Instinct X offers the following Pegged order types: (i) Midpoint Peg -- an order that is pegged to the midpoint of the Best Bid and Offer ("BBO") (See Part III, Item 23 for a description of how the BBO is calculated); (ii) Primary Peg -- an order that is pegged to the BBO on the same side of the market (i.e., near touch); and (iii) Market Peg -- an order that is pegged to the BBO on the opposite side of the market (i.e., far touch). Instinct X offers three discretionary order types that can be used with certain limit or Pegged orders, which are described further below. Instinct X offers the following time-in-force ("TIF") instructions: (i) IMMEDIATE-OR-CANCEL ("IOC") -- This instruction generally means that Instinct X must immediately execute all or part of the order upon receipt and cancel any unfilled part of the order. Instinct X offers a conditional placement-eligible attribute that is described below. If this attribute is applied to an Instinct X order that has a TIF of IOC, to the extent the order matches with a conditional placement, the order--notwithstanding its IOC designation--will be reserved (i.e., not cancelled, but ineligible for matching with any other orders or conditional placements) for the shorter of the time it takes for the contraparty's conditional placement to respond to a Firm-Up Invite or the expiration of the preset period to respond. Conditional placement-eligible orders are described further in Part III, Item 9. (ii) DAY -- This instruction means that all or any unexecuted residual of an order expires at the end of the trading day. The following are order attributes that may affect whether and how orders and/or conditional placements in Instinct X match. BofAS Subscribers can elect to apply a Minimum Quantity ("MinQty") attribute to their orders, which represents the minimum quantity of an order that Instinct X can execute against a single counterparty. The default MinQty behavior with respect to a partially executed order is for Instinct X to designate a new MinQty equal to the leaves quantity when the leaves quantity falls below the original MinQty. Alternatively, Subscribers can request an unsolicited cancel of the leaves quantity should the quantity fall below the original MinQty. For orders and conditional placements other than IXCC and Trajectory Orders, BofAS Subscribers that elect to apply a MinQty attribute can choose to have that MinQty enforced with respect to certain Segment Classifications and ignored with respect to others. To limit the application of MinQty to certain Segment Classifications, a Subscriber submits a MinQty and a selection of Segment Classifications with which the Subscriber is willing to match at an order quantity less than their MinQty. For example, a 1,000-share order with a MinQty of 500 would typically only match against eligible contra-side orders of at least 500 shares. However, if the Subscriber submits a 1,000 share order with a MinQty of 500 and a list of Segment Classifications 2, 4, and 6, the Subscriber's order will be able to match against orders of any quantity from Subscribers in Segment Classifications 2, 4, and 6, but only orders of 500 shares or greater from Subscribers in Segment Classifications 1, 3, and 5. Indirect Subscribers may use a BofAS algorithm or the BofAS SOR to limit the application of MinQty to certain Segment Classifications. Subscribers can also elect to apply a Post Only attribute to their orders or conditional placements. This attribute allows the order or conditional placement to execute only when it is the first-in-time (liquidity-providing) order or conditional placement in a match, and prevents executions when the incoming Post Only order or conditional placement otherwise would remove resting liquidity on the book or match with a resting conditional placement. In some instances, this may mean that an order or conditional placement to buy with a Post Only attribute may rest on the order book at the same or higher price than the best offer on Instinct X and an order or conditional placement to sell with a Post Only attribute may rest on the order book at the same or lower price than the best bid on Instinct X. Because of the Post Only attribute, such orders would not match with each other, and they would not match with preexisting orders in the ATS; they would rest on the book until a later-in-time order eligible for a match (without a Post Only attribute) arrived in the ATS. The functionality of orders and conditional placements with the Post Only attribute on Instinct X may vary relative to how a "post only" order might be handled on certain exchanges. For example, Instinct X will not price slide or cancel back an order or conditional placement with the Post Only attribute that would lock or cross the ATS order book. Subscribers may also elect to apply Volatile Quote Protection to their orders. Volatile Quote Protection does not apply to conditional placements or Firm-Up Accepts. If enabled, this attribute prevents orders from matching when the BBO provided by the SIP feeds for the relevant security varies at all from the Constructed BBO described in Part III, Item 23. Volatile Quote Protection can be applied at the system level for a given Subscriber by contacting BofAS support personnel. Changes related to Volatile Quote Protection go into effect outside of trading hours and apply to all of a Subscribers' orders. If an incoming order is a potential match for a resting order but the SIP and Constructed BBO differ and either order has Volatile Quote Protection enabled, no match will occur. Both orders will remain on the Instinct X order book. Subscribers can elect to submit their firm orders with a conditional placement-eligible attribute. As described further in Part III, Item 9, by default, firm Day orders will be eligible to interact with conditional placements and firm IOC orders will not be eligible to interact with conditional placements. Direct Subscribers can change these default attributes on an order-by-order basis via FIX tags. Indirect Subscribers can change these defaults by contacting the BofAS sales team. POSSIBLE OUTCOMES OF ORDER TYPES ROUTED TO INSTINCT X Orders routed to Instinct X can result in one or more of the following: acceptance, rejection, cancelation, execution, or, in the event not fully executed, expiration. Instinct X orders can be modified, canceled and replaced at any time prior to execution at the discretion of the Subscriber. Instinct X updates order queue position when a Subscriber amends an order (see discussion of priority below). Instinct X will reject any orders that do not satisfy the minimum pricing increments specified in Rule 612 of Regulation NMS (i.e., the Sub-Penny Rule). Instinct X does not route orders to other Trading Centers. PRIORITY Firm orders are prioritized over conditional placements, i.e., assuming order or conditional placement characteristics (e.g., symbol, side, MinQty) enable a match, an incoming order or conditional placement will match with a firm order before it matches with a conditional placement. Instinct X queues firm orders for priority purposes separately from conditional placements (even though firm orders can interact with conditional placements under certain circumstances, as described in Part III, Item 9). Instinct X prioritizes firm orders on a Price/Client Segment/Time basis; the exercise of discretion on a Discretionary Order Type, as described below, may affect priority as well. See Part III, Item 9, for a discussion of conditional placement prioritization. When multiple same side firm orders have an identical price, Instinct X determines execution priority based on the order's Client Segment (See Part III, Item 13 for definitions of Client Segments), followed by the time of order receipt in Instinct X. With respect to prioritization by Client Segment, as described in more detail in Part III, 11(c), orders in a lower-numbered Client Segment will have priority over orders in a higher-numbered Client Segment. Part III, Item 11(c) and Part III, Item 14 discuss order characteristics that could prevent matching regardless of priority, including, but not limited to, a Subscriber's election not to interact with a particular Client Segment. Instinct X determines queue position by new order receipt time and updates queue position when there is an amendment to the specified price, an increase in quantity, a change/addition to the pegging instruction, a change to the time in force designation, or an update to MinQty. Instinct X will maintain an order's queue position when a Subscriber amends the order to reduce its quantity. The presence or absence of a conditional-eligible attribute cannot be amended; the order must be cancelled and a new order sent. Pegged orders can be combined with a limit price. All orders will be assigned the more conservative price for execution purposes. For example, a resting midpoint pegged order with a limit price at the far side of the BBO (best offer for buy orders, best bid for sell orders) will execute at a price no worse than the midpoint. If the BBO changes where the limit price is the near side (best bid for buy orders, best offer for sell orders), the execution will occur at an assigned limit price that is no worse than the near side price of the BBO. DISCRETIONARY ORDER TYPES Instinct X offers Discretionary Passive Orders (DPOs), Discretionary Far-Touch Orders (DFOs), and Discretionary Midpoint Orders (DMOs). These order types work with certain of the above-described order attributes to create more flexible order execution options for Subscribers. These order types can only be used with firm orders; if a DPO, DFO, or DMO is sent tagged as a conditional placement, it will be rejected. Discretionary Order Types can interact with conditional placements. DPOs allow Subscribers to execute orders at a smaller quantity than their MinQty in the event that their orders can be executed at the NBB for a buy order or NBO for a sell order. Subscribers can designate as DPOs buy orders priced at or lower than the NBO or sell orders priced at or higher than the NBB, including limit orders as well as pegged orders. DPOs must also have a MinQty applied. However, if a DPO can be executed at the near touch (NBB for buy orders, NBO for sell orders), it may be executed at such price even at a quantity that is less than the MinQty. For all potential executions at prices higher than the NBB for buy orders and lower than the NBO for sell orders, the order's MinQty will be enforced. If discretion can be exercised for a DPO order (i.e., it can be executed at the near touch at a quantity less than its MinQty), it will nevertheless yield priority to non-discretionary firm orders and conditional placements queued at the near touch. For example, if there are both a DPO buy order and a non-discretionary post-only buy order that could potentially execute against an incoming order at the NBB for a quantity below the DPO order's MinQty, the non-discretionary order would be executed first, even if the DPO buy order was in a lower-numbered client segment and received earlier in time. As with other orders with a MinQty, the default MinQty behavior with respect to a partially executed DPO is for Instinct X to designate a new MinQty equal to the leaves quantity when the leaves quantity falls below the original MinQty. Alternatively, Subscribers can request an unsolicited cancel of the leaves quantity should the quantity fall below the original MinQty. DFOs and DMOs allow Subscribers to execute orders at a more aggressive price (higher price for buy orders, lower price for sell orders) than they would otherwise be eligible for execution at if they can be executed for a specific size. DFO and DMO designations can only be applied to limit orders; any pegged order designated DFO or DMO will be rejected. A DFO must be a passive limit order, which can be posted between the midpoint and the near touch (NBB for a buy order, NBO for a sell order). Subscribers must include a Discretionary Quantity as an order parameter on DFO orders. If a Subscriber does not provide one, the default Discretionary Quantity is the quantity of the order. If the full Discretionary Quantity can be achieved, the DFO can be executed at prices up to (or down to) and including the far touch (NBO for a buy order, NBB for a sell order), if the far touch price is within the customer's limit price. In the event of a partial fill, the Discretionary Quantity of a DFO will by default remain the same, but Subscribers can instruct Instinct X that in the event of a partial fill, the Discretionary Quantity should be updated to the leaves quantity. For example, if a Subscriber's 1,500-share DFO has a Discretionary Quantity of 1,000 shares, and the order receives a partial execution of 1,000 shares, by default, the Discretionary Quantity will remain 1,000 shares (which means, in practice, that no further discretion can be exercised on the order). If the Subscriber instructed Instinct X that the Discretionary Quantity should be updated to the leaves quantity, the new Discretionary Quantity would be 500 shares. A DMO must be a passive limit order, which can be posted at the near touch (NBB for a buy order, NBO for a sell order). Like DFOs, Subscribers must include a Discretionary Quantity as an order parameter (the default Discretionary Quantity is the quantity of the order). If the full Discretionary Quantity can be achieved, the DMO can be executed at prices up to (or down to) and including the midpoint price, if the midpoint price is within the customer's limit price. Like DFOs, in the event of a partial fill, the Discretionary Quantity of a DMO will by default remain the same, but Subscribers can instruct Instinct X that in the event of a partial fill, the Discretionary Quantity should be updated to the leaves quantity. If discretion can be exercised for a DFO or DMO order (i.e., it can be executed at the Discretionary Quantity at the far touch or midpoint, as applicable), it will nevertheless yield priority to non-discretionary firm orders and conditional placements queued at such prices. Subscribers receiving executions of their discretionary orders will receive liquidity indicators noting when discretion was applied. TRAJECTORY ORDERS ACCEPTABLE ORDER TYPES, TIME-IN-FORCE INSTRUCTIONS, AND ATTRIBUTES Instinct X offers a Trajectory Cross, which crosses two eligible orders at the VWAP price over a specific duration. Trajectory Cross is available to all Subscribers. Direct Subscribers can submit Trajectory Orders, at their discretion, through the standard FIX messaging protocol; Indirect Subscribers' Trajectory Orders are submitted through a BofAS algorithm or the BofAS SOR. Trajectory Cross accommodates (i) short duration Trajectory Orders, which have a duration of five minutes or less, and (ii) long duration Trajectory Orders, which have a duration of longer than five minutes. The shortest allowed duration is one minute and duration can be any length of time in minutes and seconds over one minute up to the length of a trading day. (Trajectory Orders with durations longer than the remaining length of a trading day will be accepted and are eligible to be paired, but will be cancelled at the end of the trading day.) The Subscriber designates the duration at the time of order entry and has the option to include a "decay" instruction, which means that any time elapsed before matching will count toward the duration of the order. For example, if a Trajectory Order without a decay instruction is sent with a duration of 120 minutes, duration will not be calculated until the order is matched, and the order can be matched for up to 120 minutes. If a Trajectory Order with the decay instruction is sent with a duration of 120 minutes, and it is matched at time of receipt plus 10 minutes, the order can be matched for up to 110 minutes. Short duration Trajectory Orders are executed in a single match at the end of the crossing period at the VWAP price over the particular duration. Long duration Trajectory Orders are executed in intervals throughout the particular duration, as described further in Part III, Item 11. Short duration Trajectory Orders may be firm orders or conditional placements. By default, firm Trajectory Orders will be eligible to interact with conditional placement Trajectory Orders. Direct Subscribers can change these default attributes on an order-by-order basis via FIX tags. Indirect Subscribers can change these defaults by contacting the BofAS sales team. Both short duration and long duration matches of Trajectory Orders only execute if there have been at least three executions during the order duration or interval, respectively. A Trajectory Order submitted with a duration longer than five minutes may match with a Trajectory Order submitted with a duration equal to or shorter than five minutes, in which case both orders will be handled as short duration Trajectory Orders. Long duration Trajectory Orders may only be conditional placements. Trajectory Orders must be submitted with a TIF of DAY. (A Firm-Up Accept resulting from a conditional Trajectory Order may be submitted with a TIF of IOC; however, once matched, the Firm-Up Accept--notwithstanding its IOC designation--will be considered in force for the duration of the Trajectory Order.) Trajectory Orders may be submitted with a MinQty instruction, as described above. Trajectory Orders may not use the Post Only or Volatile Quote Protection instructions described above. Trajectory Orders may submit a Minimum Match Duration, which is the minimum amount of time the Subscriber is willing to have as the duration for their Trajectory Order. POSSIBLE OUTCOMES OF ORDER TYPES ROUTED TO INSTINCT X Same as above for non-Trajectory Orders. PRIORITY Instinct X prioritizes Trajectory Orders on a Order vs. Conditional Placement/Client Segment/Ratio of Order Size to Duration/Time basis. As noted above, firm orders have priority over conditional placements. Then, with respect to prioritization by Client Segment, Trajectory Orders in a lower-numbered Client Segment will have priority over Trajectory Orders in a higher-numbered Client Segment. If both Trajectory Orders are from the same Client Segment, Instinct X will consider the ratio of size (number of shares) of the Trajectory Order to duration of the Trajectory Order--the largest ratio will take priority. If both Trajectory Orders have the same Client Segment and Ratio of Order Size to Duration, the Trajectory Order received earliest-in-time will have priority. Instinct X determines queue position for firm and conditional placement Trajectory Orders by new order receipt time and updates queue positions in connection with an amendment to the specified price; an increase in quantity; or an update to MinQty, duration, Minimum Match Duration, decay instruction, pro rata vs. curve vs. both instruction, or volume distribution. A Trajectory Order cannot be amended after it is matched. BofAS logs all Subscriber Trajectory Cross conditional placement details within Instinct X system files to allow for review of all counterparty acceptances, including the size of counterparty acceptances, and declines. The ATS Working Group uses this information to monitor and assess whether Direct Subscribers should be permitted to continue to submit Trajectory Cross conditional placements.

order_types

Instinct X accepts orders and conditional placements. Thus, conditional placements are the only trading interests accepted by Instinct X. See Part III, Item 9 for a full description of conditional placements. ACCEPTABLE ORDER TYPES, TIME-IN-FORCE INSTRUCTIONS, AND ATTRIBUTES As a general matter, all Instinct X order types are available across all forms of connectivity to Instinct X; however, a Subscriber's determination to use particular order types will vary based on the Subscriber's trading and execution objectives. Instinct X accepts the following order types: (i) MARKET -- an order to buy or sell immediately at the best available price; (ii) LIMIT -- an order to buy or sell at a specified price or better; and (iii) PEGGED -- an order to buy or sell at a price relative to a reference benchmark price. Instinct X offers the following Pegged order types: (i) Midpoint Peg -- an order that is pegged to the midpoint of the Best Bid and Offer ("BBO") (See Part III, Item 23 for a description of how the BBO is calculated); (ii) Primary Peg -- an order that is pegged to the BBO on the same side of the market (i.e., near touch); and (iii) Market Peg -- an order that is pegged to the BBO on the opposite side of the market (i.e., far touch). Instinct X offers the following time-in-force ("TIF") instructions: (i) IMMEDIATE-OR-CANCEL ("IOC") -- This instruction generally means that Instinct X must immediately execute all or part of the order upon receipt and cancel any unfilled part of the order. Instinct X offers a conditional placement-eligible attribute that is described below. If this attribute is applied to an Instinct X order that has a TIF of IOC, to the extent the order matches with a conditional placement, the order--notwithstanding its IOC designation--will be reserved (i.e., not cancelled, but ineligible for matching with any other orders or conditional placements) for the shorter of the time it takes for the contraparty's conditional placement to respond to a Firm-Up Invite or the expiration of the preset period to respond. Conditional placement-eligible orders are described further in Part III, Item 9. (ii) DAY -- This instruction means that all or any unexecuted residual of an order expires at the end of the trading day. The following are order attributes that may affect whether and how orders and/or conditional placements in Instinct X match. BofAS Subscribers can elect to apply a Minimum Quantity ("MinQty") attribute to their orders, which represents the minimum quantity of an order that Instinct X can execute against a single counterparty. The default MinQty behavior with respect to a partially executed order is for Instinct X to designate a new MinQty equal to the leaves quantity when the leaves quantity falls below the original MinQty. Alternatively, Subscribers can request an unsolicited cancel of the leaves quantity should the quantity fall below the original MinQty. Subscribers can also elect to apply a Post Only attribute to their orders or conditional placements. This attribute allows the order or conditional placement to execute only when it is the first-in-time (liquidity-providing) order or conditional placement in a match, and prevents executions when the incoming Post Only order or conditional placement otherwise would remove resting liquidity on the book or match with a resting conditional placement. In some instances, this may mean that an order or conditional placement to buy with a Post Only attribute may rest on the order book at the same or higher price than the best offer on Instinct X and an order or conditional placement to sell with a Post Only attribute may rest on the order book at the same or lower price than the best bid on Instinct X. Because of the Post Only attribute, such orders would not match with each other, and they would not match with preexisting orders in the ATS; they would rest on the book until a later-in-time order eligible for a match (without a Post Only attribute) arrived in the ATS. The functionality of orders and conditional placements with the Post Only attribute on Instinct X may vary relative to how a "post only" order might be handled on certain exchanges. For example, Instinct X will not price slide or cancel back an order or conditional placement with the Post Only attribute that would lock or cross the ATS order book. Subscribers may also elect to apply Volatile Quote Protection to their orders. Volatile Quote Protection does not apply to conditional placements or Firm-Up Accepts. If enabled, this attribute prevents orders from matching when the BBO provided by the SIP feeds for the relevant security varies at all from the Constructed BBO described in Part III, Item 23. Volatile Quote Protection can be applied at the system level for a given Subscriber by contacting BofAS support personnel. Changes related to Volatile Quote Protection go into effect outside of trading hours and apply to all of a Subscribers' orders. If an incoming order is a potential match for a resting order but the SIP and Constructed BBO differ and either order has Volatile Quote Protection enabled, no match will occur. Both orders will remain on the Instinct X order book. Subscribers can elect to submit their firm orders with a conditional placement-eligible attribute. As described further in Part III, Item 9, by default, firm Day orders will be eligible to interact with conditional placements and firm IOC orders will not be eligible to interact with conditional placements. Direct Subscribers can change these default attributes on an order-by-order basis via FIX tags. Indirect Subscribers can change these defaults by contacting the BofAS sales team. POSSIBLE OUTCOMES OF ORDER TYPES ROUTED TO INSTINCT X Orders routed to Instinct X can result in one or more of the following: acceptance, rejection, cancelation, execution, or, in the event not fully executed, expiration. Instinct X orders can be modified, canceled and replaced at any time prior to execution at the discretion of the Subscriber. Instinct X updates order queue position when a Subscriber amends an order (see discussion of priority below). Instinct X will reject any orders that do not satisfy the minimum pricing increments specified in Rule 612 of Regulation NMS (i.e., the Sub-Penny Rule). Instinct X does not route orders to other Trading Centers. PRIORITY Firm orders are prioritized over conditional placements, i.e., assuming order or conditional placement characteristics (e.g., symbol, side, MinQty) enable a match, an incoming order or conditional placement will match with a firm order before it matches with a conditional placement. Instinct X queues firm orders for priority purposes separately from conditional placements (even though firm orders can interact with conditional placements under certain circumstances, as described in Part III, Item 9). Instinct X prioritizes firm orders on a Price/Client Segment/Time basis. See Part III, Item 9, for a discussion of conditional placement prioritization. When multiple same side firm orders have an identical price, Instinct X determines execution priority based on the order's Client Segment (See Part III, Item 13 for definitions of Client Segments), followed by the time of order receipt in Instinct X. With respect to prioritization by Client Segment, as described in more detail in Part III, 11(c), orders in a lower-numbered Client Segment will have priority over orders in a higher-numbered Client Segment. Part III, Item 11(c) and Part III, Item 14 discuss order characteristics that could prevent matching regardless of priority, including, but not limited to, a Subscriber's election not to interact with a particular Client Segment. Instinct X determines queue position by new order receipt time and updates queue position when there is an amendment to the specified price, an increase in quantity, a change/addition to the pegging instruction, a change to the time in force designation, or an update to MinQty. Instinct X will maintain an order's queue position when a Subscriber amends the order to reduce its quantity. The presence or absence of a conditional-eligible attribute cannot be amended; the order must be cancelled and a new order sent. Pegged orders can be combined with a limit price. All orders will be assigned the more conservative price for execution purposes. For example, a resting midpoint pegged order with a limit price at the far side of the BBO (best offer for buy orders, best bid for sell orders) will execute at a price no worse than the midpoint. If the BBO changes where the limit price is the near side (best bid for buy orders, best offer for sell orders), the execution will occur at an assigned limit price that is no worse than the near side price of the BBO.

order_types

GCX offers only conditional placement messages. Responses to Part III, Item 7 related to conditional placements are discussed in Part III, Item 9.

order_types

Item 11 (Part II)

means_of_entry

BofAS permits orders and conditional placements to be entered directly into Instinct X. Only Direct Subscribers can enter orders and conditional placements directly into Instinct X through a standard Financial Information eXchange (FIX) messaging protocol--FIX 4.2 API. Direct Subscriber orders and conditional placements do not pass through the BofAS SOR.

means_of_entry

BofAS permits orders and conditional placements to be entered directly into Instinct X. Only Direct Subscribers can enter orders and conditional placements directly into Instinct X through a standard Financial Information eXchange (FIX) messaging protocol--FIX 4.2 API (including cross-connections from a third-party external market access gateway). Direct Subscriber orders and conditional placements do not pass through the BofAS SOR.

Item 12 (Part II)

pricing_methodology

BofAS receives direct market data feeds for all national securities exchanges. These market data feeds are combined by a BofAS proprietary market data consolidator that sits outside of Instinct X and calculates a consolidated BBO based on the data feeds of such national securities exchanges. Instinct X utilizes the BBO to price, prioritize and execute orders and conditional placements as described in Part III, Item 11. Instinct X is designed to operate in compliance with all applicable rules and regulations (e.g., Reg NMS, Reg SHO, etc.). Instinct X can use consolidated market data from the securities information processor ("SIP") for one or more national securities exchange should there be an issue (e.g., stale quotes, crossed quotes, etc.) identified with any proprietary market data feed or to interpret any condition disseminated by the marketplace (e.g. Limit Up/Limit Down bands).

pricing_methodology

Instinct X prices, prioritizes, and executes orders using a BBO constructed by Ocean, a third-party technology provider for Instinct X. Ocean constructs the BBO using a combination of full network redundant direct market data feeds and market data disseminated by the Securities Information Processors ("SIPs") (the "Constructed BBO"). Specifically, Instinct X uses direct market data feeds for all exchanges other than LTSE (which does not offer a direct market data feed and for which Instinct X uses the SIP). Separately, Instinct X uses full network redundant SIP feeds as a secondary source of the BBO and for the Volatile Quote Protection attribute when enabled (as discussed above in Part III, Item 7). For Trajectory Cross Orders, Instinct X calculates the VWAP using executions reported on the SIPs.

pricing_methodology

GCX exclusively utilizes the SIP to obtain the NMS stock's closing price (based on the price provided to the SIP by the primary listing exchange for the NMS stock). If the SIP is unavailable prior to the GCX Cutoff Time, BofAS will not accept any new conditional placements and will not perform any matches. If GCX has matched Firm On-Close Orders and the SIP becomes unavailable, BofAS personnel would obtain the closing price of all matched NMS stocks via alternative methods (e.g., Bloomberg or the national exchange), manually enter the NMS stocks' closing prices, and execute all matched Firm On-Close Orders.

pricing_methodology

Instinct X prices, prioritizes, and executes orders using a BBO constructed by Ocean, a third-party technology provider for Instinct X. Ocean constructs the BBO using a combination of full network redundant direct market data feeds and market data disseminated by the Securities Information Processors ("SIPs") (the "Constructed BBO"). Specifically, Instinct X uses direct market data feeds for all exchanges other than LTSE (which does not offer a direct market data feed), IEX, NYSE National, NYSE Chicago, MIAX Pearl Equities, and MEMX (for which it uses the SIP). Separately, Instinct X uses full network redundant SIP feeds as a secondary source of the BBO and for the Volatile Quote Protection attribute when enabled (as discussed above in Part III, Item 7).

Item 13 (Part II)

counterparty_selection

Subscribers can request that their orders, other than IXCC Orders, and conditional placements only interact with particular counterparty segment classifications, as described in Part III, Item 13. Subscribers cannot make counterparty segment classification selections for IXCC Orders. For other orders and conditional placements, Subscribers can select the particular segment classifications with which they do and do not want to trade. Indirect Subscribers can submit segment classification restriction requests through the Sales team. Indirect Subscribers can request that a particular segment classification restriction be applied to all of their orders or that a particular segment classification be applied to only their day orders (not IOC orders). These requests can only be implemented by a BofAS employee and are implemented after normal trading hours. To the extent an Indirect Subscriber requests both overall and day-only segment classification restrictions, in the event of a conflict, the overall restriction will take priority. Direct Subscribers can request through the Sales team that a particular segment classification restriction be applied to their day orders (not IOC orders). Such requests can only be implemented by a BofAS employee and are implemented after normal trading hours. Direct Subscribers can also apply a segment classification restriction on an order-by-order basis via FIX message. To the extent a Direct Subscriber has both a day-only segment classification restriction and applies an order-specific segment classification restriction via FIX, the order-specific segment classification restriction will take precedence. Subscribers can request an analysis specific to their order flow (i.e. counterparty segment interaction) from a BofAS Sales employee. In addition to segment classification restrictions, Subscribers can also or alternately preclude their orders and conditional placements (including IXCC Orders) from interacting with the principal orders or conditional placements of BofAS or principal orders or conditional placements of BofAS Affiliates via a principal order exclusion, as described in Part II, Item 3. Subscribers can also preclude their orders (including IXCC Orders) and conditional placements from interacting with other orders and conditional placements based on order quantity by using the MinQty attribute. Subscribers can use MinQty to exclude their orders and conditional placements from interacting with other orders or conditional placements on the basis of order arrival and residual (leaves) quantity. Subscribers can also elect to apply a Post Only attribute to their orders (other than IXCC Orders) or conditional placements. This attribute would exclude orders from interacting with preexisting orders or conditional placements if the incoming order would remove resting liquidity on the book. Subscribers communicate these order attribute-based restrictions via FIX messages. A Subscriber's use of Volatile Quote Protection may also prevent otherwise compatible orders (other than IXCC Orders) from matching. Subscribers sending Trajectory Orders can also use the Minimum Match Duration attribute to exclude their Trajectory Orders from interacting with other Trajectory Orders on the basis of match duration. Subscribers electing to use a MinQty attribute also may choose to have that attribute enforced with respect to certain Segment Classifications and ignored with respect to others. By default, Instinct X applies a self-cross prevention feature which prevents a Subscriber order (including IXCC Orders) or conditional placement from crossing against an order or conditional placement originating from the same Subscriber. Subscribers may not opt out of the self-cross prevention feature.

counterparty_selection

Subscribers can request that their orders and conditional placements only interact with particular counterparty segment classifications, as described in Part III, Item 13. Subscribers can: (i) select the particular segment classifications with which they do and do not want to trade, (ii) preclude their orders and conditional placements from interacting with the principal orders or conditional placements of BofAS or principal orders or conditional placements of BofAS Affiliates, or (iii) both (i.e., restrict interactions with particular segments and order capacities). Indirect Subscribers can submit segment classification restriction requests through the Sales team. Indirect Subscribers can request that a particular segment classification restriction be applied to all of their orders or that a particular segment classification be applied to only their day orders (not IOC orders). These requests can only be implemented by a BofAS employee and are implemented after normal trading hours. To the extent an Indirect Subscriber requests both overall and day-only segment classification restrictions, in the event of a conflict, the overall restriction will take priority. Direct Subscribers can request through the Sales team that a particular segment classification restriction be applied to their day orders (not IOC orders). Such requests can only be implemented by a BofAS employee and are implemented after normal trading hours. Direct Subscribers can also apply a segment classification restriction on an order-by-order basis via FIX message. To the extent a Direct Subscriber has both a day-only segment classification restriction and applies an order-specific segment classification restriction via FIX, the order-specific segment classification restriction will take precedence. Subscribers can request an analysis specific to their order flow (i.e. counterparty segment interaction) from a BofAS Sales employee. In addition to segment classification restrictions, Subscribers can preclude their orders and conditional placements from interacting with other orders and conditional placements based on order quantity by using the MinQty attribute. Subscribers can use MinQty to exclude their orders and conditional placements from interacting with other orders or conditional placements on the basis of order arrival and residual (leaves) quantity. Subscribers can also elect to apply a Post Only attribute to their orders or conditional placements. This attribute would exclude orders from interacting with preexisting orders or conditional placements if the incoming order would remove resting liquidity on the book. Subscribers communicate these order attribute-based restrictions via FIX messages. A Subscriber's use of Volatile Quote Protection may also prevent otherwise compatible orders from matching. By default, Instinct X applies a self-cross prevention feature which prevents a Subscriber order or conditional placement from crossing against an order or conditional placement originating from the same account of a Subscriber. Note, the self-cross prevention feature will not prevent crosses between different accounts of the same Subscriber. Broker-dealer Subscribers can opt out of the self-cross prevention feature by contacting their sales and/or coverage personnel.

counterparty_selection

Subscribers can request that their orders, other than IXCC Orders, and conditional placements only interact with particular counterparty segment classifications, as described in Part III, Item 13. Subscribers cannot make counterparty segment classification selections for IXCC Orders. For other orders and conditional placements, Subscribers can select the particular segment classifications with which they do and do not want to trade. Indirect Subscribers can submit segment classification restriction requests through the Sales team. Indirect Subscribers can request that a particular segment classification restriction be applied to all of their orders or that a particular segment classification be applied to only their day orders (not IOC orders). These requests can only be implemented by a BofAS employee and are implemented after normal trading hours. To the extent an Indirect Subscriber requests both overall and day-only segment classification restrictions, in the event of a conflict, the overall restriction will take priority. Direct Subscribers can request through the Sales team that a particular segment classification restriction be applied to their day orders (not IOC orders). Such requests can only be implemented by a BofAS employee and are implemented after normal trading hours. Direct Subscribers can also apply a segment classification restriction on an order-by-order basis via FIX message. To the extent a Direct Subscriber has both a day-only segment classification restriction and applies an order-specific segment classification restriction via FIX, the order-specific segment classification restriction will take precedence. Subscribers can request an analysis specific to their order flow (i.e. counterparty segment interaction) from a BofAS Sales employee. In addition to segment classification restrictions, Subscribers can also or alternately preclude their orders and conditional placements (including IXCC Orders) from interacting with the principal orders or conditional placements of BofAS or principal orders or conditional placements of BofAS Affiliates via a principal order exclusion, as described in Part II, Item 3. Subscribers can also preclude their orders (including IXCC Orders) and conditional placements from interacting with other orders and conditional placements based on order quantity by using the MinQty attribute. Subscribers can use MinQty to exclude their orders and conditional placements from interacting with other orders or conditional placements on the basis of order arrival and residual (leaves) quantity. Subscribers can also elect to apply a Post Only attribute to their orders (other than IXCC Orders) or conditional placements. This attribute would exclude orders from interacting with preexisting orders or conditional placements if the incoming order would remove resting liquidity on the book. Subscribers communicate these order attribute-based restrictions via FIX messages. A Subscriber's use of Volatile Quote Protection may also prevent otherwise compatible orders (other than IXCC Orders) from matching. Subscribers sending Trajectory Orders can also use the Minimum Match Duration attribute to exclude their Trajectory Orders from interacting with other Trajectory Orders on the basis of match duration. Subscribers electing to use a MinQty attribute also may choose to have that attribute enforced with respect to certain Segment Classifications and ignored with respect to others. By default, Instinct X applies a self-cross prevention feature which prevents a Subscriber order (including IXCC Orders) or conditional placement from crossing against an order or conditional placement originating from the same Subscriber. Broker-dealer Subscribers can opt out of the self-cross prevention feature by contacting their sales and/or coverage personnel.

counterparty_selection

Subscribers can request that their orders, other than IXCC Orders, and conditional placements only interact with particular counterparty segment classifications, as described in Part III, Item 13. Subscribers cannot make counterparty segment classification selections for IXCC Orders. For other orders and conditional placements, Subscribers can select the particular segment classifications with which they do and do not want to trade. Indirect Subscribers can submit segment classification restriction requests through the Sales team. Indirect Subscribers can request that a particular segment classification restriction be applied to all of their orders or that a particular segment classification be applied to only their day orders (not IOC orders). These requests can only be implemented by a BofAS employee and are implemented after normal trading hours. To the extent an Indirect Subscriber requests both overall and day-only segment classification restrictions, in the event of a conflict, the overall restriction will take priority. Direct Subscribers can request through the Sales team that a particular segment classification restriction be applied to their day orders (not IOC orders). Such requests can only be implemented by a BofAS employee and are implemented after normal trading hours. Direct Subscribers can also apply a segment classification restriction on an order-by-order basis via FIX message. To the extent a Direct Subscriber has both a day-only segment classification restriction and applies an order-specific segment classification restriction via FIX, the order-specific segment classification restriction will take precedence. Subscribers can request an analysis specific to their order flow (i.e. counterparty segment interaction) from a BofAS Sales employee. In addition to segment classification restrictions, Subscribers can also or alternately preclude their orders and conditional placements (including IXCC Orders) from interacting with the principal orders or conditional placements of BofAS or principal orders or conditional placements of BofAS Affiliates via a principal order exclusion, as described in Part II, Item 3. Subscribers can also preclude their orders (including IXCC Orders) and conditional placements from interacting with other orders and conditional placements based on order quantity by using the MinQty attribute. Subscribers can use MinQty to exclude their orders and conditional placements from interacting with other orders or conditional placements on the basis of order arrival and residual (leaves) quantity. Subscribers can also elect to apply a Post Only attribute to their orders (other than IXCC Orders) or conditional placements. This attribute would exclude orders from interacting with preexisting orders or conditional placements if the incoming order would remove resting liquidity on the book. Subscribers communicate these order attribute-based restrictions via FIX messages. A Subscriber's use of Volatile Quote Protection may also prevent otherwise compatible orders (other than IXCC Orders) from matching. By default, Instinct X applies a self-cross prevention feature which prevents a Subscriber order (including IXCC Orders) or conditional placement from crossing against an order or conditional placement originating from the same account of a Subscriber. Note, the self-cross prevention feature will not prevent crosses between different accounts of the same Subscriber. Broker-dealer Subscribers can opt out of the self-cross prevention feature by contacting their sales and/or coverage personnel.

counterparty_selection

Subscribers can request that their orders, other than IXCC Orders, and conditional placements only interact with particular counterparty segment classifications, as described in Part III, Item 13. Subscribers cannot make counterparty segment classification selections for IXCC Orders. For other orders and conditional placements, Subscribers can select the particular segment classifications with which they do and do not want to trade. Indirect Subscribers can submit segment classification restriction requests through the Sales team. Indirect Subscribers can request that a particular segment classification restriction be applied to all of their orders or that a particular segment classification be applied to only their day orders (not IOC orders). These requests can only be implemented by a BofAS employee and are implemented after normal trading hours. To the extent an Indirect Subscriber requests both overall and day-only segment classification restrictions, in the event of a conflict, the overall restriction will take priority. Direct Subscribers can request through the Sales team that a particular segment classification restriction be applied to their day orders (not IOC orders). Such requests can only be implemented by a BofAS employee and are implemented after normal trading hours. Direct Subscribers can also apply a segment classification restriction on an order-by-order basis via FIX message. To the extent a Direct Subscriber has both a day-only segment classification restriction and applies an order-specific segment classification restriction via FIX, the order-specific segment classification restriction will take precedence. Subscribers can request an analysis specific to their order flow (i.e. counterparty segment interaction) from a BofAS Sales employee. In addition to segment classification restrictions, Subscribers can also or alternately preclude their orders and conditional placements (including IXCC Orders) from interacting with the principal orders or conditional placements of BofAS or principal orders or conditional placements of BofAS Affiliates via a principal order exclusion, as described in Part II, Item 3. Subscribers can also preclude their orders (including IXCC Orders) and conditional placements from interacting with other orders and conditional placements based on order quantity by using the MinQty attribute. Subscribers can use MinQty to exclude their orders and conditional placements from interacting with other orders or conditional placements on the basis of order arrival and residual (leaves) quantity. Subscribers can also elect to apply a Post Only attribute to their orders (other than IXCC Orders) or conditional placements. This attribute would exclude orders from interacting with preexisting orders or conditional placements if the incoming order would remove resting liquidity on the book. Subscribers communicate these order attribute-based restrictions via FIX messages. A Subscriber's use of Volatile Quote Protection may also prevent otherwise compatible orders (other than IXCC Orders) from matching. Subscribers sending Trajectory Orders can also use the Minimum Match Duration attribute to exclude their Trajectory Orders from interacting with other Trajectory Orders on the basis of match duration. Subscribers electing to use a MinQty attribute also may choose to have that attribute enforced with respect to certain Segment Classifications and ignored with respect to others. By default, Instinct X applies a self-cross prevention feature which prevents a Subscriber order (including IXCC Orders) or conditional placement from crossing against an order or conditional placement originating from the same account of a Subscriber. Note, the self-cross prevention feature will not prevent crosses between different accounts of the same Subscriber. Broker-dealer Subscribers can opt out of the self-cross prevention feature by contacting their sales and/or coverage personnel.

counterparty_selection

As described in Part II, Item 3(a), Subscribers can opt-out of interacting with BofAS principal (including riskless principal) conditional placements by requesting restrictions from trading with such principal capacity conditional placements. GCX systematically applies a self-cross prevention feature which prevents a Subscriber conditional placement from crossing against a conditional placement originating from the same account. Note, the self-cross prevention feature will not prevent crosses between different accounts of the same Subscriber.

Item 18 (Part III)

financial_condition_summary

For Direct Subscribers accessing Instinct X, BofAS assesses negotiated per share fees for executions involving: (i) orders (ranging from $0.00 to $0.03 per share) and (ii) conditional placements (ranging from $0.00 to $0.0025 per share). Some Clients are both Direct and Indirect Subscribers (Indirect Subscriber fees are described in response to Item 19(b)) and pay fees specific to each form of access (i.e., direct or indirect). In such circumstances, the fee associated with direct access to Instinct X will vary within the ranges above based on above referenced factors. BofAS individually negotiates the aforementioned per share fees with Clients in consideration of each Client's overall relationship with BofAS. The factors that BofAS will consider include: Client type (e.g., agency broker, sell side firm, low latency firm), characteristics of trading flow (e.g., add/take ratio, order-to-trade ratio), trading volume, products and markets traded, and the total mix of services provided by BofAS (e.g., algorithmic strategies used, customization requests, support requirements). The per share fees necessarily vary based on the products and services that are provided to each particular Client. In all cases, the negotiated per share fees reflect the value of the services that BofAS provides the Client. Subscribers (both Direct and Indirect Subscribers) are billed on either a "cost-plus" or "all-in" basis, depending on their overall relationship with BofAS, which is based on the same factors listed earlier in this paragraph. Cost-plus billing charges a negotiated per-share fee plus actual transaction costs for a given execution; all-in billing charges a negotiated per-share fee and does not separately assess transaction costs. BofAS is assessed Consolidated Audit Trail (CAT) regulatory fees in connection with trading on Instinct X. BofAS is the CAT Executing Broker for both the buyer and the seller for trades executed on Instinct X and is charged CAT fees accordingly. BofAS passes CAT fees through to Direct Subscribers that are invoiced on a cost-plus basis. BofAS does not pass CAT fees through to Direct Subscribers that are invoiced on an all-in basis or to Indirect Subscribers.

financial_condition_summary

BofAS does not charge Subscribers a separate fee for the use of GCX. Any fees or charges for the use of BofAS's electronic order handling and execution services platform are individually negotiated and are bundled with other products or services as described in Part III, Item 19(b) below.

financial_condition_summary

BofAS assesses Direct Subscribers fees to use Instinct X on a per share basis. Such fees range from $0.001 to $0.03 per share for adding or removing liquidity. BofAS imposes fees for the use of conditional placements by Direct Subscribers ranging from $0.0015 to $0.0025 per share. Some Clients are both Direct and Indirect Subscribers and pay fees specific to each form of access. In such circumstances, the fee associated with direct access to Instinct X may vary within the ranges above based on the total mix of services provided by BofAS.

financial_condition_summary

For Direct Subscribers accessing Instinct X, BofAS assesses negotiated per share fees for executions involving: (i) orders (ranging from $0.001 to $0.03 per share) and (ii) conditional placements (ranging from $0.0015 to $0.0025 per share). Some Clients are both Direct and Indirect Subscribers (Indirect Subscriber fees are described in response to Item 19(b)) and pay fees specific to each form of access (i.e., direct or indirect). In such circumstances, the fee associated with direct access to Instinct X will vary within the ranges above based on above referenced factors. BofAS individually negotiates the aforementioned per share fees with Clients in consideration of each Client's overall relationship with BofAS. The factors that BofAS will consider include: Client type (e.g., agency broker, sell side firm, low latency firm), type of trading flow (i.e., the Private Client (Retail), Broker-Dealer, Institutional and Market Maker segmentation categories defined in Part III, Item 13), trading volume, products and markets traded, and the total mix of services provided by BofAS (e.g., algorithmic strategies used, customization requests, support requirements). The per share fees necessarily vary based on the products and services that are provided to each particular Client. In all cases, the negotiated per share fees reflect the value of the services that BofAS provides the Client.

financial_condition_summary

Item 21 (Part III)

conflict_description

BofAS Affiliates do not have direct access to GCX. The determination of whether to send a conditional placement to GCX on behalf of an Affiliate is made by the BofAS algorithm or BofAS SOR handling the Affiliate's original order. Any Affiliate of BofAS can send orders to a BofAS trading desk for handling and, based on the discretion of the desk handling the orders, all or some of the Affiliate's orders can be routed to GCX in the form of a conditional placement at the discretion of a BofAS algorithm or the BofAS SOR used by the desk. Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MLPFS") is a U.S. registered affiliated broker-dealer that can use a BofAS algorithm or the BofAS SOR to handle an order and, based on the discretion of the algorithm or SOR, some or all of MLPFS's orders can be routed to GCX in the form of conditional placements. MLPFS sends orders to BofAS (either to a trading desk or the electronic trading technology) that ultimately access GCX as conditional placements using the MPIDs "MLWM" and "MLMA." GCX receives MLPFS conditional placements in an agency capacity with the exception of the principal conditional placements GCX may receive from MLPFS (through the use of a BofAS algorithm) in connection with the unwinding of bona fide errors or positions resulting from MLPFS Customer accommodations. Conditional placements of Bank of America, N.A. ("BANA"), a U.S. affiliated national bank, also can be routed to GCX (through a BofAS trader authorized to act on behalf of BANA). GCX receives and handles these BANA conditional placements, under the MPID "MLCO," in an agency capacity. The following are the foreign broker-dealer (or local equivalent) BofAS Affiliates authorized to trade U.S. equities: (i) Bank of America Merrill Lynch International Designated Activity Company; (ii) BofA Securities Europe SA; (iii) DSP Merrill Lynch Limited; (iv) Merrill Lynch (Asia Pacific) Limited; (v) Merrill Lynch Canada Inc.; (vi) Merrill Lynch Capital Markets Espana, S.A., S.V.; (vii) Merrill Lynch Equities (Australia) Limited; (viii) Merrill Lynch International; (ix) Merrill Lynch Japan Securities Co., Ltd.; (x) Merrill Lynch Markets Singapore Pte. Ltd.; (xi) Merrill Lynch S.A. Corretora de Titulos e Valores Mobiliarios; (xii) Merrill Lynch South Africa Proprietary Limited; (xiii) Merrill Lynch Yatirim Bank A.S.; (xiv) Merrill Lynch, Kingdom of Saudi Arabia Company; and (xv) Merrill Lynch Securities (Taiwan) Ltd. As foreign entities, these Affiliates do not have their own MPIDs. BofAS receives principal or agency orders from these Affiliates. However, conditional placements associated with these Affiliates are treated as principal in GCX under the MPID "MLCO."

conflict_description

BofAS Affiliates do not have direct access to Instinct X (See Part II, Item 5 for a discussion of Direct and Indirect Subscribers to Instinct X). Any Affiliate of BofAS may send orders to a BofAS trading desk for handling and, based on the discretion of the desk handling the orders, all or some of the Affiliate's orders may be routed to Instinct X at the discretion of a BofAS algorithm or the BofAS SOR used by the desk. Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MLPFS"), an Affiliate described below, may use a BofAS algorithm or the BofAS SOR to handle an order and, based on the discretion of the algorithm or SOR, some or all of MLPFS's orders may be routed to Instinct X. The determination of whether to send a conditional placement to Instinct X on behalf of an Affiliate is made by the BofAS algorithm or BofAS SOR handling the Affiliate's original order. MLPFS is a U.S. registered affiliated broker-dealer that sends orders to BofAS that ultimately access Instinct X using the MPIDs "MLWM" and "MLMA." Generally, Instinct X receives MLPFS orders in an agency capacity, but may, in limited circumstances, receive principal orders in connection with the unwinding of bona fide errors or positions resulting from customer accommodations. The following are the foreign broker-dealer (or local equivalent) BofAS Affiliates authorized to trade U.S. equities: (i) Bank of America Merrill Lynch International Designated Activity Company; (ii) BofA Securities Europe SA; (iii) DSP Merrill Lynch Limited; (iv) Merrill Lynch (Asia Pacific) Limited; (v) Merrill Lynch Canada Inc.; (vi) Merrill Lynch Capital Markets Espana, S.A., S.V.; (vii) Merrill Lynch Equities (Australia) Limited; (viii) Merrill Lynch International; (ix) Merrill Lynch Japan Securities Co., Ltd.; (x) Merrill Lynch Markets Singapore Pte. Ltd.; (xi) Merrill Lynch S.A. Corretora de Titulos e Valores Mobiliarios; (xii) Merrill Lynch South Africa Proprietary Limited; (xiii) Merrill Lynch Yatirim Bank A.S.; (xiv) Merrill Lynch, Kingdom of Saudi Arabia Company; and (xv) Merrill Lynch Securities (Taiwan) Ltd. Instinct X receives principal or agency orders associated with these Affiliates under the MPID "MLCO." As foreign entities, these Affiliates do not have their own MPIDs.

conflict_description

BofAS Affiliates do not have direct access to Instinct X (See Part II, Item 5 for a discussion of Direct and Indirect Subscribers to Instinct X). Any Affiliate of BofAS may send orders to a BofAS trading desk for handling and, based on the discretion of the desk handling the orders, all or some of the Affiliate's orders may be routed to Instinct X at the discretion of a BofAS algorithm or the BofAS SOR used by the desk. Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MLPFS"), an Affiliate described below, may use a BofAS algorithm or the BofAS SOR to handle an order and, based on the discretion of the algorithm or SOR, some or all of MLPFS's orders may be routed to Instinct X. The determination of whether to send a conditional placement to Instinct X on behalf of an Affiliate is made by the BofAS algorithm or BofAS SOR handling the Affiliate's original order. MLPFS is a U.S. registered affiliated broker-dealer that sends orders to BofAS that ultimately access Instinct X using the MPIDs "MLWM" and "MLMA." Generally, Instinct X receives MLPFS orders in an agency capacity, but may, in limited circumstances, receive principal orders in connection with the unwinding of bona fide errors or positions resulting from customer accommodations. Orders and conditional placements of Bank of America, N.A. ("BANA"), a U.S. affiliated national bank, also can be routed to Instinct X (through a BofAS trader authorized to act on behalf of BANA). Instinct X receives and handles these BANA orders and conditional placements, under the MPID "MLCO," in an agency capacity. The following are the foreign broker-dealer (or local equivalent) BofAS Affiliates authorized to trade U.S. equities: (i) Bank of America Merrill Lynch International Designated Activity Company; (ii) BofA Securities Europe SA; (iii) DSP Merrill Lynch Limited; (iv) Merrill Lynch (Asia Pacific) Limited; (v) Merrill Lynch Canada Inc.; (vi) Merrill Lynch Capital Markets Espana, S.A., S.V.; (vii) Merrill Lynch Equities (Australia) Limited; (viii) Merrill Lynch International; (ix) Merrill Lynch Japan Securities Co., Ltd.; (x) Merrill Lynch Markets Singapore Pte. Ltd.; (xi) Merrill Lynch S.A. Corretora de Titulos e Valores Mobiliarios; (xii) Merrill Lynch South Africa Proprietary Limited; (xiii) Merrill Lynch Yatirim Bank A.S.; (xiv) Merrill Lynch, Kingdom of Saudi Arabia Company; and (xv) Merrill Lynch Securities (Taiwan) Ltd. As foreign entities, these Affiliates do not have their own MPIDs. Instinct X receives principal or agency orders from these Affiliates. However, orders and conditional placements associated with these Affiliates are treated as principal in Instinct X under the MPID "MLCO."

conflict_description

BofAS Affiliates do not have direct access to Instinct X (See Part II, Item 5 for a discussion of Direct and Indirect Subscribers to Instinct X). Any Affiliate of BofAS may send orders to a BofAS trading desk for handling and, based on the discretion of the desk handling the orders, all or some of the Affiliate's orders may be routed to Instinct X at the discretion of a BofAS algorithm or the BofAS SOR used by the desk. Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MLPFS"), an Affiliate described below, may use a BofAS algorithm or the BofAS SOR to handle an order and, based on the discretion of the algorithm or SOR, some or all of MLPFS's orders may be routed to Instinct X. The determination of whether to send a conditional placement to Instinct X on behalf of an Affiliate is made by the BofAS algorithm or BofAS SOR handling the Affiliate's original order. MLPFS is a U.S. registered affiliated broker-dealer that sends orders to BofAS that ultimately access Instinct X using the MPIDs "MLWM" and "MLMA." Instinct X receives MLPFS orders in an agency capacity with the exception of the principal orders Instinct X may receive in connection with MLPFS's unwinding of bona fide errors or positions resulting from customer accommodations. Orders and conditional placements of Bank of America, N.A. ("BANA"), a U.S. affiliated national bank, also can be routed to Instinct X (through a BofAS trader authorized to act on behalf of BANA). Instinct X receives and handles these BANA orders and conditional placements, under the MPID "MLCO," in an agency capacity. The following are the foreign broker-dealer (or local equivalent) BofAS Affiliates authorized to trade U.S. equities: (i) Bank of America Merrill Lynch International Designated Activity Company; (ii) BofA Securities Europe SA; (iii) DSP Merrill Lynch Limited; (iv) Merrill Lynch (Asia Pacific) Limited; (v) Merrill Lynch Canada Inc.; (vi) Merrill Lynch Capital Markets Espana, S.A., S.V.; (vii) Merrill Lynch Equities (Australia) Limited; (viii) Merrill Lynch International; (ix) Merrill Lynch Japan Securities Co., Ltd.; (x) Merrill Lynch Markets Singapore Pte. Ltd.; (xi) Merrill Lynch S.A. Corretora de Titulos e Valores Mobiliarios; (xii) Merrill Lynch South Africa Proprietary Limited; (xiii) Merrill Lynch Yatirim Bank A.S.; (xiv) Merrill Lynch, Kingdom of Saudi Arabia Company; and (xv) Merrill Lynch Securities (Taiwan) Ltd. As foreign entities, these Affiliates do not have their own MPIDs. Instinct X receives principal or agency orders from these Affiliates. However, orders and conditional placements associated with these Affiliates are treated as principal in Instinct X under the MPID "MLCO."

conflict_description

BofAS Affiliates do not have direct access to Instinct X (See Part II, Item 5 for a discussion of Direct and Indirect Subscribers to Instinct X). Any Affiliate of BofAS may send orders to a BofAS trading desk for handling and, based on the discretion of the desk handling the orders, all or some of the Affiliate's orders may be routed to Instinct X at the discretion of a BofAS algorithm or the BofAS SOR used by the desk. Set forth below are the BofAS Affiliates whose orders or conditional placements accessed Instinct X in the last calendar quarter. Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MLPFS") is a U.S. registered affiliated broker-dealer that may use a BofAS algorithm or the BofAS SOR to handle an order and, based on the discretion of the algorithm or SOR, some or all of MLPFS's orders may be routed to Instinct X. The determination of whether to send a conditional placement to Instinct X on behalf of an Affiliate is made by the BofAS algorithm or BofAS SOR handling the Affiliate's original order. MLPFS orders that ultimately access Instinct X do so using the MPIDs "MLWM" and "MLMA." Instinct X receives MLPFS orders in an agency capacity with the exception of the principal orders Instinct X may receive in connection with MLPFS's unwinding of bona fide errors or positions resulting from customer accommodations. Orders and conditional placements of Bank of America, N.A. ("BANA"), a U.S. affiliated national bank, also can be routed to Instinct X (through a BofAS trader authorized to act on behalf of BANA). Instinct X receives and handles these BANA orders and conditional placements, under the MPID "MLCO," in an agency capacity. Merrill Lynch International ("MLI") is a foreign affiliated broker-dealer (or local equivalent) that sends orders to BofAS that ultimately access Instinct X using the MPID "MLCO." Note, as a foreign entity, MLI does not have its own MPID. Instinct X receives principal or agency orders from MLI. However, orders and conditional placements associated with MLI are treated as principal in Instinct X.

conflict_description

BofAS Affiliates do not have direct access to Instinct X (See Part II, Item 5 for a discussion of Direct and Indirect Subscribers to Instinct X). Any Affiliate of BofAS may send orders to a BofAS trading desk for handling and, based on the discretion of the desk handling the orders, all or some of the Affiliate's orders may be routed to Instinct X at the discretion of a BofAS algorithm or the BofAS SOR used by the desk. Set forth below are the BofAS Affiliates whose orders or conditional placements accessed Instinct X in the last calendar quarter. Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MLPFS") is a U.S. registered affiliated broker-dealer that may use a BofAS algorithm or the BofAS SOR to handle an order and, based on the discretion of the algorithm or SOR, some or all of MLPFS's orders may be routed to Instinct X. MLPFS orders that ultimately access Instinct X do so using the MPIDs "MLWM" and "MLMA." Instinct X receives MLPFS orders in an agency capacity with the exception of the principal orders Instinct X may receive in connection with MLPFS's unwinding of bona fide errors or positions resulting from customer accommodations. The determination of whether to send a conditional placement to Instinct X on behalf of an Affiliate is made by the BofAS algorithm or BofAS SOR handling the Affiliate's original order. Orders and conditional placements of Bank of America, N.A. ("BANA"), a U.S. affiliated national bank, also can be routed to Instinct X (through a BofAS trader authorized to act on behalf of BANA). Instinct X receives and handles these BANA orders and conditional placements, under the MPID "MLCO," in an agency capacity. Merrill Lynch International ("MLI") is a foreign affiliated broker-dealer (or local equivalent) that sends orders to BofAS that ultimately access Instinct X using the MPID "MLCO." Note, as a foreign entity, MLI does not have its own MPID. Instinct X receives principal or agency orders from MLI. However, orders and conditional placements associated with MLI are treated as principal in Instinct X.

conflict_description

BofAS Affiliates do not have direct access to Instinct X (See Part II, Item 5 for a discussion of Direct and Indirect Subscribers to Instinct X). Any Affiliate of BofAS may send orders to a BofAS trading desk for handling and, based on the discretion of the desk handling the orders, all or some of the Affiliate's orders may be routed to Instinct X at the discretion of a BofAS algorithm or the BofAS SOR used by the desk. Set forth below are the BofAS Affiliates whose orders or conditional placements accessed Instinct X in the last calendar quarter. Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MLPFS") is a U.S. registered affiliated broker-dealer that may use a BofAS algorithm or the BofAS SOR to handle an order and, based on the discretion of the algorithm or SOR, some or all of MLPFS's orders may be routed to Instinct X. MLPFS orders that ultimately access Instinct X do so using the MPIDs "MLWM" and "MLMA." Instinct X receives MLPFS orders in an agency capacity with the exception of the principal orders Instinct X may receive in connection with MLPFS's unwinding of bona fide errors or positions resulting from customer accommodations. The determination of whether to send a conditional placement to Instinct X on behalf of an Affiliate is made by the BofAS algorithm or BofAS SOR handling the Affiliate's original order. Orders and conditional placements of Bank of America, N.A. ("BANA"), a U.S. affiliated national bank, also can be routed to Instinct X (through a BofAS trader authorized to act on behalf of BANA). Instinct X receives and handles these BANA orders and conditional placements, under the MPID "MLCO," in an agency capacity. Merrill Lynch International ("MLI") is a foreign affiliated broker-dealer (or local equivalent) that sends orders to BofAS that ultimately access Instinct X using the MPID "MLCO." Note, as a foreign entity, MLI does not have its own MPID. Instinct X receives principal or agency orders from MLI. However, orders and conditional placements associated with MLI are treated as principal in Instinct X.

Item 23 (Part III)

compliance_officer

GENERAL BACKGROUND AND SCOPE OF SUBSCRIBER CONFIDENTIAL TRADING INFORMATION -- Instinct X is comprised of a standalone hardware (i.e., server) and software application (collectively, the operating plant). Instinct X does not share an operating plant with any other BofAS system, but it is housed in the same data center as other BofAS systems. BofAS maintains physical restrictions and policies and procedures designed to safeguard the confidential trading information of Subscribers. BofAS considers Subscribers' order and execution-related information, conditional placements, and data or analytics related to a Subscriber's transactions to be confidential trading information subject to protection (with the exception of post-execution transaction information typically of the type made public under reporting rules or regulations, or of an aggregated nature). Access to Subscriber confidential trading information is limited to BofAS employees and systems responsible for operating Instinct X or responsible for its compliance with applicable rules. Set forth below are the BofAS employees and systems with access to Subscriber confidential trading information, as well as a description of the applicable safeguards and oversight procedures. EMPLOYEES WITH ACCESS TO SUBSCRIBER CONFIDENTIAL TRADING IFORMATION -- BofAS does not have any employees solely responsible for Instinct X. The shared employees described in response to Part II, Item 6(a) are the only employees who have access to Subscriber confidential trading information. These employees are prohibited from sharing any Subscriber confidential trading information with Persons not authorized to receive such information. BofAS does not provide Subscriber confidential trading information to BofAS business units in furtherance of BofAS principal trading activities. SYSTEMS WITH ACCESS TO SUBSCRIBER CONFIDENTIAL TRADING INFORMATION -- The order and execution management systems used by the Sales and Trading employees described in response to Part II, Item 6(a) can transmit Indirect Subscribers' confidential trading information to the extent orders handled by a Sales and Trading employee is routed to Instinct X. These systems communicate information to Sales and Trading employees with respect to where their Clients' orders were routed and/or executed, which could be Instinct X or any other market center. Separately, BofAS algorithms and the BofAS SOR can transmit Indirect Subscribers' confidential trading information to the extent these systems route Indirect Subscribers' orders or conditional placements to Instinct X. Neither the BofAS algorithms nor the BofAS SOR make routing determinations based on information about orders or conditional placements the respective system routes to Instinct X. All Subscriber orders and conditional placements entering Instinct X pass through the FIX interface. The FIX interface does not retain information about the orders or conditional placements entering Instinct X. The FIX interface does not communicate order or conditional placement information to any other BofAS system. BofAS maintains a research database containing historical trading information. The ET Products team uses this database to run queries and generate reports as described above. This database includes post-trade Subscriber confidential trading information. BofAS employs a proprietary application for real-time monitoring of Instinct X. The MAG team uses this application to research Subscriber's orders, conditional placements, and executions and monitor the health of Instinct X (e.g., monitor the number of rejections, pending orders or conditional placements, order-to-fill ratios). SAFEGUARDING AND OVERSEEING SUBSCRIBER CONFIDENTIAL TRADING INFORMATION -- Access to Instinct X, Other Relevant BofAS Systems, and Subscriber Confidential Trading Information: BofAS requires permissioned logins to access Instinct X. In addition, BANA's global cyber security efforts, including measures to detect and prevent unauthorized intrusions of BANA systems, apply to BofAS, including the operation of Instinct X. Relevant Business Control Officers and Compliance control functions must approve all employee access to Instinct X, including the operating plant, development code, and production logs. Any individual seeking access to Instinct X must submit a request through BofAS's Access Review Management System ("ARMS"). A registered principal must review and approve such request before an individual is granted access to Instinct X. In reviewing access requests, the registered principal considers factors including the employee's current role and whether the employee performs a function related to Instinct X. An employee's request to gain access may be denied if it is deemed to be unnecessary or inappropriate. Employees granted access to a system will have access to all Subscriber confidential trading information available in the system. If an employee changes roles, both the prior supervisor and new supervisor are required to review and adjust the employee's access entitlements to appropriately reflect the employee's new role. Additionally, all approved access requests are subject to a periodic review pursuant to BofAS's written supervisory procedures ("WSPs") described below. Pursuant to the BofAS WSPs, on a quarterly basis, the ATS Supervisor or delegate conducts a review to confirm the appropriateness of user access entitlements to Instinct X, including verification that users whose roles have changed and/or, employees who have been inactive, transferred or terminated have their permissioned access removed from the system. This WSP governs access to the interface used to view and/or interact with Instinct X's order book and how the access entitlements to Instinct X should be handled once an individual submits a request for access through the ARMS process, as well as on an ongoing basis after a registered principal has granted access to an individual. Based on this review, the ATS Supervisor or delegate may revoke access rights to Instinct X's order book. Pursuant to another BofAS WSP, on a quarterly basis, the ATS Supervisor or delegate conducts a review to confirm the appropriateness of user access entitlements to Instinct X's server logs, including verification that users whose roles have changed and/or, employees who have been inactive, transferred or terminated have their permissioned access removed from the system. This WSP governs access to the server logs and those with direct business responsibility, or who provide development or other technology support to Instinct X. Based on this review, the ATS Supervisor or delegate may revoke access rights to Instinct X's server logs. SEPARATION: BofAS has physical and information barriers in place to separate employees and systems with access to Subscriber confidential trading information from those not permitted to access such information. Technology department employees are located in a separate physical location from other BofAS business units--either a different building or a different floor. MAG and ET Product employees are located in the same building as other BofAS business units, but in a separate area. As noted above, Instinct X does not share an operating plant with any other BofAS system, but it is housed in the same data center as other BofAS systems. PERSONAL TRADING RESTRICTIONS: BofAS prohibits all employees, including those with access to Subscriber confidential trading information, from trading based on non-public or other confidential information, which would include Subscriber confidential trading information. Pursuant to the Associate Investment Policy these employees must enter a trade pre-approval request via the Associate Investment Monitoring ("AIM") website for every purchase and sale of a security executed in an employee investment account, which among other things, requires the approval of the employee's supervisor and the AIM Group. When requesting approval for a trade, the employee must provide certain attestations, depending on the employee's role, including whether he or she: (i) reviewed the restricted list and that there are no restrictions, (ii) has no material non-public information, (iii) is not aware that Firm is effecting or proposing to effect a principal or customer trade in the security, and (iv) has held the security for 30 days (for sells). Prior to approving any request, the employee's supervisor and the AIM Group review the attestations. BofAS imposes a 30-day minimum holding period on any approved trades. Pursuant to a BofAS WSP, on a daily basis, the registered principal (or delegate) with supervisory oversight responsibility for the relevant employee conducts a review of the employee's personal trading activity. Specifically, the relevant supervisor or delegate receives a daily report reflecting the prior day's trade activity for each such employee. The relevant supervisor or delegate assesses whether the employee obtained the appropriate pre-approval or pre-clearance for such trades and for any red flags (e.g., excessive trading). FIRM-WIDE CONFIDENTIAL INFORMATION RESTRICTIONS: As a general matter, BofAS requires all employees to undergo a comprehensive screening before commencing employment and each BofAS employee is bound by and required to observe the BAC Code of Conduct, which includes provisions that address the handling of Client information and impose a duty of confidentiality.

compliance_officer

GENERAL BACKGROUND AND SCOPE OF SUBSCRIBER CONFIDENTIAL TRADING INFORMATION Instinct X is comprised of a standalone hardware (i.e., server) and software application (collectively, the operating plant). Instinct X does not share an operating plant with any other BofAS system, but it is housed in the same data center as other BofAS systems. BofAS maintains physical restrictions and policies and procedures designed to safeguard the confidential trading information of Subscribers. BofAS considers a Subscriber's identity, orders, and conditional placements routed to, and trades effected by, Instinct X (including data analytics related to a Subscriber's transactions) confidential trading information. However, BofAS may include certain post-execution information involving Instinct X transactions in various reports, data, and commentary communicated internally and externally to Clients directly or through vendors, provided BofAS has anonymized (i.e., does not identify an individual Subscriber) such information, aggregated such information with execution information from other desks or from BofAS as a whole (such that no individual trade, Client, or Subscriber is identifiable), and communicated such information with appropriate delay. As noted in "Systems with Access to Subscriber Confidential Trading Information" in Part II, Item 7, the BofAS algorithms and SOR can transmit Subscribers' confidential trading information to the extent these systems route Subscribers' orders or conditional placements and related messages to Instinct X. Subject to the above, access to Subscriber confidential trading information is limited to BofAS employees and systems responsible for operating Instinct X or responsible for its compliance with applicable rules. Set forth below are the BofAS employees and systems with access to Subscriber confidential trading information, as well as a description of the applicable safeguards and oversight procedures. Subject to the above, access to Subscriber confidential trading information is limited to BofAS employees and systems responsible for operating Instinct X or responsible for its compliance with applicable rules. Set forth below are the BofAS employees and systems with access to Subscriber confidential trading information, as well as a description of the applicable safeguards and oversight procedures. EMPLOYEES WITH ACCESS TO SUBSCRIBER CONFIDENTIAL TRADING INFORMATION BofAS does not have any employees solely responsible for Instinct X. The shared employees described in response to Part II, Item 6(a) are the only employees who have access to Subscriber confidential trading information. These employees are prohibited from sharing any Subscriber confidential trading information with Persons not authorized to receive such information. BofAS does not provide Subscriber confidential trading information to BofAS business units or BANA authorized traders in furtherance of BofAS principal trading activities or BANA trading activity. SYSTEMS WITH ACCESS TO SUBSCRIBER CONFIDENTIAL TRADING INFORMATION BofAS offers third-party external direct market access gateways to customers and clients which are used by some Direct Subscribers to transmit orders and/or conditional placements, including Subscriber confidential trading information, to Instinct X. These gateways communicate to the employees of the third-party responsible for managing the health of the respective gateway (as described in response to Part II, Item 7(d)), real-time information about where the Direct Subscriber's orders and/or conditional placements were routed and or executed, which could be Instinct X or any other market center. The order and execution management systems used by the Sales and Trading employees described in response to Part II, Item 6(a) can transmit Indirect Subscribers' confidential trading information to the extent orders handled by a Sales and Trading employee is routed to Instinct X. These systems communicate information to Sales and Trading employees with respect to where their Clients' orders were routed and/or executed, which could be Instinct X or any other market center. Separately, BofAS algorithms and the BofAS SOR can transmit Indirect Subscribers' confidential trading information to the extent these systems route Indirect Subscribers' orders or conditional placements to Instinct X. Neither the BofAS algorithms nor the BofAS SOR make routing determinations based on information about orders or conditional placements the respective system routes to Instinct X. All Subscriber orders and conditional placements entering Instinct X pass through the FIX interface. The FIX interface does not retain information about the orders or conditional placements entering Instinct X. The FIX interface does not communicate order or conditional placement information to any other BofAS system. BofAS maintains a research database containing historical trading information. The ET Products team uses this database to run queries and generate reports as described above. This database includes post-trade Subscriber confidential trading information. BofAS maintains an internal system containing order, conditional placement, and execution information routed through the BofAS SOR. The ET Consulting group uses this internal system to run queries and generate reports at the request of BofAS business units and Clients using the BofAS algorithms or SOR, including Indirect Subscribers. BofAS employs a proprietary application for real-time monitoring of Instinct X. The MAG team uses this application to research Subscriber's orders, conditional placements, and executions and monitor the health of Instinct X (e.g., monitor the number of rejections, pending orders or conditional placements, order-to-fill ratios). BofAS uses internal and external systems to comply with its books and records, trade reporting, surveillance and supervisory obligations. These systems can receive Subscriber order and execution information for purposes of creating surveillance, supervisory and OATS reports. SAFEGUARDING AND OVERSEEING SUBSCRIBER CONFIDENTIAL TRADING INFORMATION Access to Instinct X, Other Relevant BofAS Systems, and Subscriber Confidential Trading Information: BofAS requires permissioned logins to access Instinct X. In addition, BANA's global cyber security efforts, including measures to detect and prevent unauthorized intrusions of BANA systems, apply to BofAS, including the operation of Instinct X. Relevant Business Control Officers and Compliance control functions must approve all employee access to Instinct X, including the operating plant, development code (including the FIX interface), and production logs. Any individual seeking access to Instinct X must submit a request through BofAS's Access Review Management System ("ARMS"). A registered principal must review and approve such request before an individual is granted access to Instinct X. In reviewing access requests, the registered principal considers factors including the employee's current role and whether the employee performs a function related to Instinct X. An employee's request to gain access may be denied if it is deemed to be unnecessary or inappropriate. Employees granted access to a system will have access to all Subscriber confidential trading information available in the system. If an employee changes roles, both the prior supervisor and new supervisor are required to review and adjust the employee's access entitlements to appropriately reflect the employee's new role. Additionally, all approved access requests are subject to a periodic review pursuant to BofAS's written supervisory procedures ("WSPs") described below. Pursuant to the BofAS WSPs, on a quarterly basis, the ATS Supervisor or delegate conducts a review to confirm the appropriateness of user access entitlements to Instinct X, including verification that users whose roles have changed and/or, employees who have been inactive, transferred or terminated have their permissioned access removed from the system. This WSP governs access to the interface used to view and/or interact with Instinct X's order book and how the access entitlements to Instinct X should be handled once an individual submits a request for access through the ARMS process, as well as on an ongoing basis after a registered principal has granted access to an individual. Based on this review, the ATS Supervisor or delegate may revoke access rights to Instinct X's order book. Pursuant to another BofAS WSP, on a quarterly basis, the ATS Supervisor or delegate conducts a review to confirm the appropriateness of user access entitlements to Instinct X's server logs, including verification that users whose roles have changed and/or, employees who have been inactive, transferred or terminated have their permissioned access removed from the system. This WSP governs access to the server logs and those with direct business responsibility, or who provide development or other technology support to Instinct X. Based on this review, the ATS Supervisor or delegate may revoke access rights to Instinct X's server logs. Additionally, BofAS's contracts with the third-party external market access gateway providers and the third-party service providers described above require such providers to protect Subscriber confidential trading information. Specifically, and among other things, these third-parties must: (i) keep Subscriber trading information confidential, (ii) not share Subscriber confidential trading information with any Person who does not have a reasonable need to know or access such information, and (iii) not use or act on Subscriber confidential trading information other than to perform their responsibilities under their agreements (including the use of aggregated and anonymous data for internal statistical, forensic and similar purposes). These third-parties also perform periodic reviews of platform access to confirm the system access entitlements remain accurate, i.e., verify that users whose roles have changed and/or, employees who have been inactive, transferred or terminated have their permissioned access removed from the system. SEPARATION: BofAS has physical and information barriers in place to separate employees and systems with access to Subscriber confidential trading information from those not permitted to access such information. Technology department employees are located in a separate physical location from other BofAS business units--either a different building or a different floor. MAG and ET Product and Consulting employees are located in the same building as other BofAS business units, but in a separate area. As noted above, Instinct X does not share an operating plant with any other BofAS system, but it is housed in the same data center as other BofAS systems. PERSONAL TRADING RESTRICTIONS: BofAS prohibits all employees, including those with access to Subscriber confidential trading information, from trading based on non-public or other confidential information, which would include Subscriber confidential trading information. Pursuant to the Associate Investment Policy these employees must enter a trade pre-approval request via the Associate Investment Monitoring ("AIM") website for every purchase and sale of a security executed in an employee investment account, which among other things, requires the approval of the employee's supervisor and the AIM Group. When requesting approval for a trade, the employee must provide certain attestations, depending on the employee's role, including whether he or she: (i) reviewed the restricted list and that there are no restrictions, (ii) has no material non-public information, (iii) is not aware that Firm is effecting or proposing to effect a principal or customer trade in the security, and (iv) has held the security for 30 days (for sells). Prior to approving any request, the employee's supervisor and the AIM Group review the attestations. BofAS imposes a 30-day minimum holding period on any approved trades. Pursuant to a BofAS WSP, on a daily basis, the registered principal (or delegate) with supervisory oversight responsibility for the relevant employee conducts a review of the employee's personal trading activity. Specifically, the relevant supervisor or delegate receives a daily report reflecting the prior day's trade activity for each such employee. The relevant supervisor or delegate assesses whether the employee obtained the appropriate pre-approval or pre-clearance for such trades and for any red flags (e.g., excessive trading). FIRM-WIDE CONFIDENTIAL INFORMATION RESTRICTIONS: As a general matter, BofAS requires all employees to undergo a comprehensive screening before commencing employment and each BofAS employee is bound by and required to observe the BAC Code of Conduct, which includes provisions that address the handling of Client information and impose a duty of confidentiality.

compliance_officer

GENERAL BACKGROUND AND SCOPE OF SUBSCRIBER CONFIDENTIAL TRADING INFORMATION Instinct X is comprised of a standalone hardware (i.e., server) and software application (collectively, the operating plant). Instinct X does not share an operating plant with any other BofAS system, but it is housed in the same data center as other BofAS systems. BofAS maintains physical restrictions and policies and procedures designed to safeguard the confidential trading information of Subscribers. BofAS considers a Subscriber's identity, orders, and conditional placements routed to, and trades effected by, Instinct X (including data analytics related to a Subscriber's transactions) confidential trading information. However, certain post-execution information involving Instinct X transactions may be included in various reports, data, and commentary communicated internally and externally to clients directly or through vendors, provided such information is anonymized, aggregated with execution information from other desks or from BofAS as a whole (such that no individual trade, Client, or Subscriber is identifiable), and communicated with appropriate delay. Subject to the above, access to Subscriber confidential trading information is limited to BofAS employees and systems responsible for operating Instinct X or responsible for its compliance with applicable rules. Set forth below are the BofAS employees and systems with access to Subscriber confidential trading information, as well as a description of the applicable safeguards and oversight procedures. EMPLOYEES WITH ACCESS TO SUBSCRIBER CONFIDENTIAL TRADING INFORMATION BofAS does not have any employees solely responsible for Instinct X. The shared employees described in response to Part II, Item 6(a) are the only employees who have access to Subscriber confidential trading information. These employees are prohibited from sharing any Subscriber confidential trading information with Persons not authorized to receive such information. BofAS does not provide Subscriber confidential trading information to BofAS business units in furtherance of BofAS principal trading activities. SYSTEMS WITH ACCESS TO SUBSCRIBER CONFIDENTIAL TRADING INFORMATION BofAS offers third-party external direct market access gateways to customers and clients which are used by some Direct Subscribers to transmit orders and/or conditional placements, including Subscriber confidential trading information, to Instinct X. These gateways communicate to the employees of the third-party responsible for managing the health of the respective gateway (as described in response to Part II, Item 7(d)), real-time information about where the Direct Subscriber's orders and/or conditional placements were routed and or executed, which could be Instinct X or any other market center. The order and execution management systems used by the Sales and Trading employees described in response to Part II, Item 6(a) can transmit Indirect Subscribers' confidential trading information to the extent orders handled by a Sales and Trading employee is routed to Instinct X. These systems communicate information to Sales and Trading employees with respect to where their Clients' orders were routed and/or executed, which could be Instinct X or any other market center. Separately, BofAS algorithms and the BofAS SOR can transmit Indirect Subscribers' confidential trading information to the extent these systems route Indirect Subscribers' orders or conditional placements to Instinct X. Neither the BofAS algorithms nor the BofAS SOR make routing determinations based on information about orders or conditional placements the respective system routes to Instinct X. All Subscriber orders and conditional placements entering Instinct X pass through the FIX interface. The FIX interface does not retain information about the orders or conditional placements entering Instinct X. The FIX interface does not communicate order or conditional placement information to any other BofAS system. BofAS maintains a research database containing historical trading information. The ET Products team uses this database to run queries and generate reports as described above. This database includes post-trade Subscriber confidential trading information. BofAS maintains an internal system containing order, conditional placement, and execution information routed through the BofAS SOR. The ET Consulting group uses this internal system to run queries and generate reports at the request of BofAS business units and Clients using the BofAS algorithms or SOR, including Indirect Subscribers. BofAS employs a proprietary application for real-time monitoring of Instinct X. The MAG team uses this application to research Subscriber's orders, conditional placements, and executions and monitor the health of Instinct X (e.g., monitor the number of rejections, pending orders or conditional placements, order-to-fill ratios). BofAS uses internal and external systems to comply with its books and records, trade reporting, surveillance and supervisory obligations. These systems can receive Subscriber order and execution information for purposes of creating surveillance, supervisory and OATS reports. SAFEGUARDING AND OVERSEEING SUBSCRIBER CONFIDENTIAL TRADING INFORMATION Access to Instinct X, Other Relevant BofAS Systems, and Subscriber Confidential Trading Information: BofAS requires permissioned logins to access Instinct X. In addition, BANA's global cyber security efforts, including measures to detect and prevent unauthorized intrusions of BANA systems, apply to BofAS, including the operation of Instinct X. Relevant Business Control Officers and Compliance control functions must approve all employee access to Instinct X, including the operating plant, development code (including the FIX interface), and production logs. Any individual seeking access to Instinct X must submit a request through BofAS's Access Review Management System ("ARMS"). A registered principal must review and approve such request before an individual is granted access to Instinct X. In reviewing access requests, the registered principal considers factors including the employee's current role and whether the employee performs a function related to Instinct X. An employee's request to gain access may be denied if it is deemed to be unnecessary or inappropriate. Employees granted access to a system will have access to all Subscriber confidential trading information available in the system. If an employee changes roles, both the prior supervisor and new supervisor are required to review and adjust the employee's access entitlements to appropriately reflect the employee's new role. Additionally, all approved access requests are subject to a periodic review pursuant to BofAS's written supervisory procedures ("WSPs") described below. Pursuant to the BofAS WSPs, on a quarterly basis, the ATS Supervisor or delegate conducts a review to confirm the appropriateness of user access entitlements to Instinct X, including verification that users whose roles have changed and/or, employees who have been inactive, transferred or terminated have their permissioned access removed from the system. This WSP governs access to the interface used to view and/or interact with Instinct X's order book and how the access entitlements to Instinct X should be handled once an individual submits a request for access through the ARMS process, as well as on an ongoing basis after a registered principal has granted access to an individual. Based on this review, the ATS Supervisor or delegate may revoke access rights to Instinct X's order book. Pursuant to another BofAS WSP, on a quarterly basis, the ATS Supervisor or delegate conducts a review to confirm the appropriateness of user access entitlements to Instinct X's server logs, including verification that users whose roles have changed and/or, employees who have been inactive, transferred or terminated have their permissioned access removed from the system. This WSP governs access to the server logs and those with direct business responsibility, or who provide development or other technology support to Instinct X. Based on this review, the ATS Supervisor or delegate may revoke access rights to Instinct X's server logs. Additionally, BofAS's contracts with the third-party external market access gateway providers and the third-party service providers described above require such providers to protect Subscriber confidential trading information. Specifically, and among other things, these third-parties must: (i) keep Subscriber trading information confidential, (ii) not share Subscriber confidential trading information with any Person who does not have a reasonable need to know or access such information, and (iii) not use or act on Subscriber confidential trading information other than to perform their responsibilities under their agreements (including the use of aggregated and anonymous data for internal statistical, forensic and similar purposes). These third-parties also perform periodic reviews of platform access to confirm the system access entitlements remain accurate, i.e., verify that users whose roles have changed and/or, employees who have been inactive, transferred or terminated have their permissioned access removed from the system. SEPARATION: BofAS has physical and information barriers in place to separate employees and systems with access to Subscriber confidential trading information from those not permitted to access such information. Technology department employees are located in a separate physical location from other BofAS business units--either a different building or a different floor. MAG and ET Product and Consulting employees are located in the same building as other BofAS business units, but in a separate area. As noted above, Instinct X does not share an operating plant with any other BofAS system, but it is housed in the same data center as other BofAS systems. PERSONAL TRADING RESTRICTIONS: BofAS prohibits all employees, including those with access to Subscriber confidential trading information, from trading based on non-public or other confidential information, which would include Subscriber confidential trading information. Pursuant to the Associate Investment Policy these employees must enter a trade pre-approval request via the Associate Investment Monitoring ("AIM") website for every purchase and sale of a security executed in an employee investment account, which among other things, requires the approval of the employee's supervisor and the AIM Group. When requesting approval for a trade, the employee must provide certain attestations, depending on the employee's role, including whether he or she: (i) reviewed the restricted list and that there are no restrictions, (ii) has no material non-public information, (iii) is not aware that Firm is effecting or proposing to effect a principal or customer trade in the security, and (iv) has held the security for 30 days (for sells). Prior to approving any request, the employee's supervisor and the AIM Group review the attestations. BofAS imposes a 30-day minimum holding period on any approved trades. Pursuant to a BofAS WSP, on a daily basis, the registered principal (or delegate) with supervisory oversight responsibility for the relevant employee conducts a review of the employee's personal trading activity. Specifically, the relevant supervisor or delegate receives a daily report reflecting the prior day's trade activity for each such employee. The relevant supervisor or delegate assesses whether the employee obtained the appropriate pre-approval or pre-clearance for such trades and for any red flags (e.g., excessive trading). FIRM-WIDE CONFIDENTIAL INFORMATION RESTRICTIONS: As a general matter, BofAS requires all employees to undergo a comprehensive screening before commencing employment and each BofAS employee is bound by and required to observe the BAC Code of Conduct, which includes provisions that address the handling of Client information and impose a duty of confidentiality.

compliance_officer

GENERAL BACKGROUND AND SCOPE OF SUBSCRIBER CONFIDENTIAL TRADING INFORMATION-- GCX is comprised of a standalone hardware (i.e., server) and software application (collectively, the operating plant). GCX does not share an operating plant with any other BofAS system, but it is housed in the same data center as other BofAS systems. BofAS maintains physical restrictions and policies and procedures designed to safeguard the confidential trading information of Subscribers. BofAS considers a Subscriber's identity, conditional placements (including Firm-up up invitations and responsive orders), and trades effected by GCX (including data analytics related to a Subscriber's transactions) confidential trading information. However, BofAS may include certain post-execution information involving GCX transactions in various reports, data, and commentary communicated internally and externally to Clients directly or through vendors, provided BofAS has anonymized (i.e., does not identify an individual Subscriber), aggregated such information with execution information from other desks or from BofAS as a whole (such that no individual trade, Client, or Subscriber is identifiable), and communicated such information with appropriate delay. Subject to the above, access to Subscriber confidential trading information is limited to BofAS employees and systems responsible for operating GCX or responsible for its compliance with applicable rules. As noted below in "Systems with Access to Subscriber Confidential Trading Information," the BofAS algorithms and SOR can transmit Subscribers' confidential trading information to the extent these systems route Subscribers' conditional placements and related messages to GCX. Set forth below are the BofAS employees and systems with access to Subscriber confidential trading information, as well as a description of the applicable safeguards and oversight procedures. EMPLOYEES WITH ACCESS TO SUBSCRIBER CONFIDENTIAL TRADING INFORMATION-- BofAS does not have any employees solely responsible for GCX. The shared employees described in response to Part II, Item 6(a) are the only employees who have access to Subscriber confidential trading information. These employees are prohibited from sharing any Subscriber confidential trading information with Persons not authorized to receive such information. BofAS does not provide Subscriber confidential trading information to BofAS business units or BANA authorized traders in furtherance of BofAS principal trading activities or BANA trading activity. SYSTEMS WITH ACCESS TO SUBSCRIBER CONFIDENTIAL TRADING INFORMATION-- The order and execution management systems used by the Sales and Trading employees described in response to Part II, Item 6(a) transmit Subscribers' confidential trading information to the extent orders handled by a Sales and Trading employee result in a conditional placement routed to GCX. These systems communicate information to Sales and Trading employees with respect to where their Clients' orders and conditional placements were routed and/or executed, which could be GCX or any other market center. Separately, BofAS algorithms and the BofAS SOR transmit Subscribers' confidential trading information to the extent these systems route Subscribers' conditional placements to GCX. Neither the BofAS algorithms nor the BofAS SOR retain information (for purposes of making future routing determinations) about the conditional placements the systems determine to route to GCX. Note, however, these systems are aware of the conditional placements they have routed to GCX for purposes of engaging in the firm-up process described in response to Part III, Item 9. All Subscriber conditional placements entering GCX pass through the FIX interface. The FIX interface does not retain information about the conditional placements entering GCX. The FIX interface does not communicate conditional placement information to any other BofAS system. BofAS maintains a research database containing historical trading information. The ET Products team uses this database to run queries and generate reports as described above. This database includes post-trade Subscriber confidential trading information. BofAS maintains an internal system containing conditional placement and execution information routed through the BofAS SOR. The ET Consulting group uses this internal system to run queries and generate reports at the request of BofAS business units and Clients using the BofAS algorithms or SOR, including Subscribers. BofAS employs a proprietary application for real-time monitoring of GCX. The MAG team uses this application to research Subscribers' conditional placements and executions, and monitor the health of GCX (e.g., monitor the number of rejections and pending conditional placements). SAFEGUARDING AND OVERSEEING SUBSCRIBER CONFIDENTIAL TRADING INFORMATION-- Access to GCX, Other Relevant BofAS Systems, and Subscriber Confidential Trading Information: BofAS requires permissioned logins to access GCX. In addition, BANA's global cyber security efforts, including measures to detect and prevent unauthorized intrusions of BANA systems, apply to BofAS, including the operation of GCX. Relevant Business Control Officers and Compliance control functions must approve all employee access to GCX, including the operating plant, development code (including the FIX interface), and production logs. Any individual seeking access to GCX must submit a request through BofAS's Access Review Management System ("ARMS"). A registered principal must review and approve such request before an individual is granted access to GCX. In reviewing access requests, the registered principal considers factors including the employee's current role and whether the employee performs a function related to GCX. An employee's request to gain access may be denied if it is deemed to be unnecessary or inappropriate. Employees granted access to a system will have access to all Subscriber confidential trading information available in the system. If an employee changes roles, both the prior supervisor and new supervisor are required to review and adjust the employee's access entitlements to appropriately reflect the employee's new role. Additionally, all approved access requests are subject to a periodic review pursuant to BofAS's written supervisory procedures ("WSPs") described below. Pursuant to the BofAS WSPs, on a quarterly basis, the ATS Supervisor or delegate conducts a review to confirm the appropriateness of user access entitlements to GCX, including verification that users whose roles have changed and/or, employees who have been inactive, transferred or terminated have their permissioned access removed from the system. This WSP governs access to the interface used to view and/or interact with GCX's book of conditional placements and how the access entitlements to GCX should be handled once an individual submits a request for access through the ARMS process, as well as on an ongoing basis after a registered principal has granted access to an individual. Based on this review, the ATS Supervisor or delegate may revoke access rights to GCX's book of conditional placements. Pursuant to another BofAS WSP, on a quarterly basis, the ATS Supervisor or delegate conducts a review to confirm the appropriateness of user access entitlements to GCX's server logs, including verification that users whose roles have changed and/or, employees who have been inactive, transferred or terminated have their permissioned access removed from the system. This WSP governs access to the server logs and those with direct business responsibility, or who provide development or other technology support to GCX. Based on this review, the ATS Supervisor or delegate may revoke access rights to GCX's server logs. SEPARATION: BofAS has physical and information barriers in place to separate employees and systems with access to Subscriber confidential trading information from those not permitted to access such information. Technology department employees are located in a separate physical location from other BofAS business units--either a different building or a different floor. MAG and ET Product and Consulting employees are located in the same building as other BofAS business units, but in a separate area. As noted above, GCX does not share an operating plant with any other BofAS system, but it is housed in the same data center as other BofAS systems. PERSONAL TRADING RESTRICTIONS: BofAS prohibits all employees, including those with access to Subscriber confidential trading information, from trading based on non-public or other confidential information, which would include Subscriber confidential trading information. Pursuant to the Associate Investment Policy these employees must enter a trade pre-approval request via the Associate Investment Monitoring ("AIM") website for every purchase and sale of a security executed in an employee investment account, which, among other things, requires the approval of the employee's supervisor and the AIM Group. When requesting approval for a trade, the employee must provide certain attestations, depending on the employee's role, including whether he or she: (i) reviewed the restricted list and that there are no restrictions, (ii) has no material non-public information, (iii) is not aware that Firm is effecting or proposing to effect a principal or customer trade in the security, and (iv) has held the security for 30 days (for sells). Prior to approving any request, the employee's supervisor and the AIM Group review the attestations. BofAS imposes a 30-day minimum holding period on any approved trades. Pursuant to a BofAS WSP, on a daily basis, the registered principal (or delegate) with supervisory oversight responsibility for the relevant employee conducts a review of the employee's personal trading activity. Specifically, the relevant supervisor or delegate receives a daily report reflecting the prior day's trade activity for each such employee. The relevant supervisor or delegate assesses whether the employee obtained the appropriate pre-approval or pre-clearance for such trades and for any red flags (e.g., excessive trading). FIRM-WIDE CONFIDENTIAL INFORMATION RESTRICTIONS: As a general matter, BofAS requires all employees to undergo a comprehensive screening before commencing employment and each BofAS employee is bound by and required to observe the BAC Code of Conduct, which includes provisions that address the handling of Client information and impose a duty of confidentiality.

compliance_officer

GENERAL BACKGROUND AND SCOPE OF SUBSCRIBER CONFIDENTIAL TRADING INFORMATION Instinct X is comprised of a standalone hardware (i.e., server) and software application (collectively, the operating plant). Instinct X does not share an operating plant with any other BofAS system, but it is housed in the same data center as other BofAS systems. BofAS maintains physical restrictions and policies and procedures designed to safeguard the confidential trading information of Subscribers. BofAS considers Subscribers' order and execution-related information, conditional placements, and data or analytics related to a Subscriber's transactions to be confidential trading information subject to protection (with the exception of post-execution transaction information typically of the type made public under reporting rules or regulations, or of an aggregated nature). Access to Subscriber confidential trading information is limited to BofAS employees and systems responsible for operating Instinct X or responsible for its compliance with applicable rules. Set forth below are the BofAS employees and systems with access to Subscriber confidential trading information, as well as a description of the applicable safeguards and oversight procedures. EMPLOYEES WITH ACCESS TO SUBSCRIBER CONFIDENTIAL TRADING INFORMATION BofAS does not have any employees solely responsible for Instinct X. The shared employees described in response to Part II, Item 6(a) are the only employees who have access to Subscriber confidential trading information. These employees are prohibited from sharing any Subscriber confidential trading information with Persons not authorized to receive such information. BofAS does not provide Subscriber confidential trading information to BofAS business units in furtherance of BofAS principal trading activities. SYSTEMS WITH ACCESS TO SUBSCRIBER CONFIDENTIAL TRADING INFORMATION BofAS offers third-party external direct market access gateways to customers and clients which are used by some Direct Subscribers to transmit orders and/or conditional placements, including Subscriber confidential trading information, to Instinct X. These gateways communicate to the employees of the third-party responsible for managing the health of the respective gateway (as described in response to Part II, Item 7(d)), real-time information about where the Direct Subscriber's orders and/or conditional placements were routed and or executed, which could be Instinct X or any other market center. The order and execution management systems used by the Sales and Trading employees described in response to Part II, Item 6(a) can transmit Indirect Subscribers' confidential trading information to the extent orders handled by a Sales and Trading employee is routed to Instinct X. These systems communicate information to Sales and Trading employees with respect to where their Clients' orders were routed and/or executed, which could be Instinct X or any other market center. Separately, BofAS algorithms and the BofAS SOR can transmit Indirect Subscribers' confidential trading information to the extent these systems route Indirect Subscribers' orders or conditional placements to Instinct X. Neither the BofAS algorithms nor the BofAS SOR make routing determinations based on information about orders or conditional placements the respective system routes to Instinct X. All Subscriber orders and conditional placements entering Instinct X pass through the FIX interface. The FIX interface does not retain information about the orders or conditional placements entering Instinct X. The FIX interface does not communicate order or conditional placement information to any other BofAS system. BofAS maintains a research database containing historical trading information. The ET Products team uses this database to run queries and generate reports as described above. This database includes post-trade Subscriber confidential trading information. BofAS employs a proprietary application for real-time monitoring of Instinct X. The MAG team uses this application to research Subscriber's orders, conditional placements, and executions and monitor the health of Instinct X (e.g., monitor the number of rejections, pending orders or conditional placements, order-to-fill ratios). BofAS uses internal and external systems to comply with its books and records, trade reporting, surveillance and supervisory obligations. These systems can receive Subscriber order and execution information for purposes of creating surveillance, supervisory and OATS reports. SAFEGUARDING AND OVERSEEING SUBSCRIBER CONFIDENTIAL TRADING INFORMATION Access to Instinct X, Other Relevant BofAS Systems, and Subscriber Confidential Trading Information: BofAS requires permissioned logins to access Instinct X. In addition, BANA's global cyber security efforts, including measures to detect and prevent unauthorized intrusions of BANA systems, apply to BofAS, including the operation of Instinct X. Relevant Business Control Officers and Compliance control functions must approve all employee access to Instinct X, including the operating plant, development code (including the FIX interface), and production logs. Any individual seeking access to Instinct X must submit a request through BofAS's Access Review Management System ("ARMS"). A registered principal must review and approve such request before an individual is granted access to Instinct X. In reviewing access requests, the registered principal considers factors including the employee's current role and whether the employee performs a function related to Instinct X. An employee's request to gain access may be denied if it is deemed to be unnecessary or inappropriate. Employees granted access to a system will have access to all Subscriber confidential trading information available in the system. If an employee changes roles, both the prior supervisor and new supervisor are required to review and adjust the employee's access entitlements to appropriately reflect the employee's new role. Additionally, all approved access requests are subject to a periodic review pursuant to BofAS's written supervisory procedures ("WSPs") described below. Pursuant to the BofAS WSPs, on a quarterly basis, the ATS Supervisor or delegate conducts a review to confirm the appropriateness of user access entitlements to Instinct X, including verification that users whose roles have changed and/or, employees who have been inactive, transferred or terminated have their permissioned access removed from the system. This WSP governs access to the interface used to view and/or interact with Instinct X's order book and how the access entitlements to Instinct X should be handled once an individual submits a request for access through the ARMS process, as well as on an ongoing basis after a registered principal has granted access to an individual. Based on this review, the ATS Supervisor or delegate may revoke access rights to Instinct X's order book. Pursuant to another BofAS WSP, on a quarterly basis, the ATS Supervisor or delegate conducts a review to confirm the appropriateness of user access entitlements to Instinct X's server logs, including verification that users whose roles have changed and/or, employees who have been inactive, transferred or terminated have their permissioned access removed from the system. This WSP governs access to the server logs and those with direct business responsibility, or who provide development or other technology support to Instinct X. Based on this review, the ATS Supervisor or delegate may revoke access rights to Instinct X's server logs. Additionally, BofAS's contracts with the third-party external market access gateway providers and the third-party service providers described above require such providers to protect Subscriber confidential trading information. Specifically, and among other things, these third-parties must: (i) keep Subscriber trading information confidential, (ii) not share Subscriber confidential trading information with any Person who does not have a reasonable need to know or access such information, and (iii) not use or act on Subscriber confidential trading information other than to perform their responsibilities under their agreements (including the use of aggregated and anonymous data for internal statistical, forensic and similar purposes). These third-parties also perform periodic reviews of platform access to confirm the system access entitlements remain accurate, i.e., verify that users whose roles have changed and/or, employees who have been inactive, transferred or terminated have their permissioned access removed from the system. SEPARATION: BofAS has physical and information barriers in place to separate employees and systems with access to Subscriber confidential trading information from those not permitted to access such information. Technology department employees are located in a separate physical location from other BofAS business units--either a different building or a different floor. MAG and ET Product employees are located in the same building as other BofAS business units, but in a separate area. As noted above, Instinct X does not share an operating plant with any other BofAS system, but it is housed in the same data center as other BofAS systems. PERSONAL TRADING RESTRICTIONS: BofAS prohibits all employees, including those with access to Subscriber confidential trading information, from trading based on non-public or other confidential information, which would include Subscriber confidential trading information. Pursuant to the Associate Investment Policy these employees must enter a trade pre-approval request via the Associate Investment Monitoring ("AIM") website for every purchase and sale of a security executed in an employee investment account, which among other things, requires the approval of the employee's supervisor and the AIM Group. When requesting approval for a trade, the employee must provide certain attestations, depending on the employee's role, including whether he or she: (i) reviewed the restricted list and that there are no restrictions, (ii) has no material non-public information, (iii) is not aware that Firm is effecting or proposing to effect a principal or customer trade in the security, and (iv) has held the security for 30 days (for sells). Prior to approving any request, the employee's supervisor and the AIM Group review the attestations. BofAS imposes a 30-day minimum holding period on any approved trades. Pursuant to a BofAS WSP, on a daily basis, the registered principal (or delegate) with supervisory oversight responsibility for the relevant employee conducts a review of the employee's personal trading activity. Specifically, the relevant supervisor or delegate receives a daily report reflecting the prior day's trade activity for each such employee. The relevant supervisor or delegate assesses whether the employee obtained the appropriate pre-approval or pre-clearance for such trades and for any red flags (e.g., excessive trading). FIRM-WIDE CONFIDENTIAL INFORMATION RESTRICTIONS: As a general matter, BofAS requires all employees to undergo a comprehensive screening before commencing employment and each BofAS employee is bound by and required to observe the BAC Code of Conduct, which includes provisions that address the handling of Client information and impose a duty of confidentiality.

compliance_officer

GENERAL BACKGROUND AND SCOPE OF SUBSCRIBER CONFIDENTIAL TRADING INFORMATION Instinct X is comprised of a standalone hardware (i.e., server) and software application (collectively, the operating plant). Instinct X does not share an operating plant with any BofAS system, but it is housed in the same data center as other BofAS systems. BofAS maintains physical restrictions and policies and procedures designed to safeguard the confidential trading information of Subscribers. BofAS considers a Subscriber's identity, orders, and conditional placements routed to, and trades effected by, Instinct X (including data analytics related to a Subscriber's transactions) confidential trading information. BofAS does not consider post-execution information publicly disseminated pursuant to regulatory requirements (e.g., information that is reported to the consolidated tape pursuant to SRO trade reporting requirements, etc.), to be Subscriber confidential trading information. BofAS may include certain post-execution information involving Instinct X transactions in various reports, data, and commentary communicated internally and externally to Clients directly or through vendors, provided BofAS has anonymized (i.e., does not identify an individual Subscriber) such information, aggregated such information with execution information from other desks or from BofAS as a whole (such that no individual trade, Client, or Subscriber is identifiable), and communicated such information with appropriate delay. As noted in "Systems with Access to Subscriber Confidential Trading Information" in Part II, Item 7, the BofAS algorithms and SOR can transmit Subscribers' confidential trading information to the extent these systems route Subscribers' orders or conditional placements and related messages to Instinct X. Subject to the above, access to Subscriber confidential trading information is limited to BofAS and Ocean employees and systems responsible for operating Instinct X or responsible for its compliance with applicable rules. Set forth below are the BofAS and Ocean employees and systems with access to Subscriber confidential trading information, as well as a description of the applicable safeguards and oversight procedures. BOFAS EMPLOYEES WITH ACCESS TO SUBSCRIBER CONFIDENTIAL TRADING INFORMATION BofAS does not have any employees solely responsible for Instinct X. The shared employees described in response to Part II, Item 6(a) are the only BofAS or BANA employees who have access to Subscriber confidential trading information. These BofAS or BANA employees are prohibited from sharing any Subscriber confidential trading information with Persons not authorized to receive such information. BofAS does not provide Subscriber confidential trading information to BofAS business units or BANA authorized traders in furtherance of BofAS principal trading activities or BANA trading activity. SYSTEMS WITH ACCESS TO SUBSCRIBER CONFIDENTIAL TRADING INFORMATION USED BY BOFAS PERSONNEL The order and execution management systems used by the Sales and Trading employees described in response to Part II, Item 6(a) can transmit Indirect Subscribers' confidential trading information to the extent orders handled by a Sales and Trading employee are routed to Instinct X. These systems communicate information to Sales and Trading employees with respect to where their Clients' orders were routed and/or executed, which could be Instinct X or any other market center. Separately, BofAS algorithms and the BofAS SOR can transmit Indirect Subscribers' confidential trading information to the extent these systems route Indirect Subscribers' orders or conditional placements to Instinct X. Neither the BofAS algorithms nor the BofAS SOR make routing determinations based on information about orders or conditional placements the respective system routes to Instinct X. All Subscriber orders and conditional placements entering Instinct X pass through the FIX interface. The FIX interface does not retain information about the orders or conditional placements entering Instinct X. The FIX interface does not communicate order or conditional placement information to any other BofAS system. BofAS maintains a research database containing historical trading information. The ET Products team uses this database to run queries and generate reports as described above. This database includes post-trade Subscriber confidential trading information. BofAS maintains an internal system containing order, conditional placement, and execution information routed through the BofAS SOR. The ET Consulting group uses this internal system to run queries and generate reports at the request of BofAS business units and Clients using the BofAS algorithms or SOR, including Indirect Subscribers. BofAS uses Ocean's proprietary system, OceanView, for real-time monitoring of Instinct X. The BofAS MAG, Electronic Trading Products and Consulting, and Sales and Trading teams use OceanView to research Subscriber's orders, conditional placements, and executions and monitor the health of Instinct X (e.g., monitor the number of rejections, pending orders or conditional placements, order-to-fill ratios). BofAS uses internal and external systems to comply with its books and records, trade reporting, surveillance and supervisory obligations. These systems can receive Subscriber order and execution information for purposes of creating surveillance, supervisory and CAT reports. BOFAS'S POLICIES AND PROCEDURES FOR SAFEGUARDING AND OVERSEEING SUBSCRIBER CONFIDENTIAL TRADING INFORMATION Access to Instinct X (i.e., access to the OceanView system), Other Relevant BofAS Systems, and Subscriber Confidential Trading Information: BofAS requires permissioned logins to access Instinct X. Relevant Business Control Officers must approve all employee access to Instinct X. Any individual seeking access to Instinct X must submit a request through BofAS's Access Request Management tool ("ARM"). ARM is the enterprise tool used to manage user access to enterprise resources such as applications, databases, collaboration sites and platforms. ARM tracks and records all requests and approvals for new access, access modifications and revocations, and communicates status to requestors and approvers throughout the request lifecycle. A registered principal must review and approve such request before an individual is granted access to Instinct X. In reviewing access requests, the registered principal considers factors including the employee's current role and whether the employee performs a function related to Instinct X. An employee's request to gain access may be denied if it is deemed to be unnecessary or inappropriate. Employees granted access to a system will have access to all Subscriber confidential trading information available in the system. If an employee changes roles, both the prior supervisor and new supervisor are required to review and adjust the employee's access entitlements to appropriately reflect the employee's new role. Additionally, all approved access requests are subject to a periodic review pursuant to BofAS's written supervisory procedures ("WSPs") described below. Pursuant to the BofAS WSPs, on a quarterly basis, the ATS Supervisor or delegate conducts a review to confirm the appropriateness of user access entitlements to Instinct X. This WSP governs access to OceanView and how the access entitlements to Instinct X should be handled once an individual submits a request for access through the ARM process, as well as on an ongoing basis after a registered principal has granted access to an individual. Based on this review, the ATS Supervisor or delegate may revoke access rights to Instinct X's order book. SEPARATION: BofAS has physical and information barriers in place to separate employees and systems with access to Subscriber confidential trading information from those not permitted to access such information. MAG and ET Product and Consulting employees are located in the same building as other BofAS business units, but in a separate area. As noted above, Instinct X does not share an operating plant with any other BofAS system, but it is housed in the same data center as other BofAS systems. PERSONAL TRADING RESTRICTIONS: BofAS prohibits all employees, including those with access to Subscriber confidential trading information, from trading based on non-public or other confidential information, which would include Subscriber confidential trading information. Pursuant to the Associate Investment Policy these employees must enter a trade pre-approval request via the Associate Investment Monitoring ("AIM") website for every purchase and sale of a security executed in an employee investment account, which among other things, requires the approval of the employee's supervisor and the AIM Group. When requesting approval for a trade, the employee must provide certain attestations, depending on the employee's role, including whether he or she: (i) reviewed the restricted list and that there are no restrictions, (ii) has no material non-public information, (iii) is not aware that Firm is effecting or proposing to effect a principal or customer trade in the security, and (iv) has held the security for 30 days (for sells). Prior to approving any request, the employee's supervisor and the AIM Group review the attestations. BofAS imposes a 30-day minimum holding period on any approved trades. Pursuant to a BofAS WSP, on a daily basis, the registered principal (or delegate) with supervisory oversight responsibility for the relevant employee conducts a review of the employee's personal trading activity. Specifically, the relevant supervisor or delegate receives a daily report reflecting the prior day's trade activity for each such employee. The relevant supervisor or delegate assesses whether the employee obtained the appropriate pre-approval or pre-clearance for such trades and for any red flags (e.g., excessive trading). FIRM-WIDE CONFIDENTIAL INFORMATION RESTRICTIONS: As a general matter, BofAS requires all employees to undergo a comprehensive screening before commencing employment and each BofAS employee is bound by and required to observe the BAC Code of Conduct, which includes provisions that address the handling of Client information and impose a duty of confidentiality. MARKET ACCESS GATEWAY PROVIDERS' SYSTEMS WITH ACCESS TO SUBSCRIBER CONFIDENTIAL TRADING INFORMATION: BofAS offers third-party external direct market access gateways to customers and clients which are used by some Direct Subscribers to transmit orders and/or conditional placements, including Subscriber confidential trading information, to Instinct X. These gateways communicate to the employees of the third-party responsible for managing the health of the respective gateway (as described in response to Part II, Item 7(d)), real-time information about where the Direct Subscriber's orders and/or conditional placements were routed and or executed, which could be Instinct X or any other market center. MARKET ACCESS GATEWAY PROVIDERS' AND NON-OCEAN THIRD-PARTY SERVICE PROVIDERS' POLICIES AND PROCEDURES FOR SAFEGUARDING AND OVERSEEING SUBSCRIBER CONFIDENTIAL TRADING INFORMATION: BofAS's contracts with third-party external market access gateway providers and third-party service providers that store the trading information associated with BofAS's electronic trading business and generating related reports (as described further in Part II, Item 7(d), paragraph titled "THIRD-PARTY BOFAS SERVICE PROVIDERS") require such providers to protect Subscriber confidential trading information. Specifically, and among other things, these third-parties must: (i) keep Subscriber trading information confidential, (ii) not share Subscriber confidential trading information with any Person who does not have a reasonable need to know or access such information, and (iii) not use or act on Subscriber confidential trading information other than to perform their responsibilities under their agreements (including the use of aggregated and anonymous data for internal statistical, forensic and similar purposes). These third parties also perform periodic reviews of platform access to confirm the system access entitlements remain accurate, i.e., verify that users whose roles have changed and/or, employees who have been inactive, transferred or terminated have their permissioned access removed from the system. OCEAN SYSTEMS WITH ACCESS TO SUBSCRIBER CONFIDENTIAL TRADING INFORMATION: Ocean, in its role of hosting, operating and supporting the technology platform for Instinct X, also maintains systems, applications and databases that contain Participant confidential trading information. For example, Ocean maintains the Instinct X order book, Nasdaq Trade Surveillance, and OceanView, which include real-time and delayed order and execution information. Separately, Ocean also maintains applications and databases that contain real-time and delayed order and execution information to assist BofAS with other functions including regulatory reporting (e.g., CAT and trade reporting) and surveillance. Like BofAS, Ocean has a "need to know" policy and entitlement access procedures. OCEAN POLICIES AND PROCEDURES FOR SAFEGUARDING AND OVERSEEING SUBSCRIBER CONFIDENTIAL TRADING INFORMATION: Certain Ocean and Nasdaq employees have access to Subscriber confidential trading information. Such employees include Ocean and Nasdaq staff from Compliance, Operations, Technology Development (including trading and surrounding systems), Product Management, and Business Management. As further discussed in 7(d), below, the confidential trading information consists of information regarding individual orders and executions, names of Subscribers, and volume of orders in Instinct X. Ocean's policies and procedures employ a three-pronged approach to permission access to Instinct X; these policies and procedures apply to both Ocean and Nasdaq personnel seeking access to Instinct X confidential trading information. First, an employee must complete compliance training specific to the Ocean business unit. Second, an Ocean employee must request, and Ocean Compliance must approve, access to each specific system based on the employee's designated role and responsibilities. Third, once approved, the Ocean employee must complete Ocean's annual Compliance training. Ocean and shared Nasdaq employees that have access to Instinct X confidential trading information are subject to Ocean's "Information Barriers and Conflict Management Policies and Procedures." Pursuant to these procedures, Ocean and shared Nasdaq employees are prohibited from sharing Subscriber confidential trading information with other employees (including at Nasdaq) who are not expressly authorized to receive such information. All Ocean and shared Nasdaq employees are subject to Nasdaq's Global Trading Policy ("GTP"), which outlines all requirements and restrictions related to personal trading activity including holding periods, annual attestations, IPO restrictions and a prohibited list. Ocean and shared Nasdaq employees are required to disclose personal investment and brokerage accounts, positions, and transactions. Nasdaq's Global Ethics Team monitors personal trade activities against the GTP. Ocean also conducts electronic communications reviews to identify policy violations including non-compliance with the above referenced policies and procedures. Ocean maintains written policies and procedures concerning unauthorized disclosures, which include escalation procedures for such incidents. In this regard, Ocean will promptly notify BofAS of any actual or suspected unauthorized disclosure of confidential information, which includes confidential trading information (so long as not prohibited by applicable laws, rules, or regulations). BofAS has the right to audit Ocean's operation of the ATS, including Ocean's access to and use of confidential trading information, either through audits conducted by BofAS's own audit team or by third-party auditors. Such audits may be conducted onsite or offsite.

compliance_officer

GENERAL BACKGROUND AND SCOPE OF SUBSCRIBER CONFIDENTIAL TRADING INFORMATION Instinct X is comprised of a standalone hardware (i.e., server) and software application (collectively, the operating plant). Instinct X does not share an operating plant with any other BofAS system, but it is housed in the same data center as other BofAS systems. BofAS maintains physical restrictions and policies and procedures designed to safeguard the confidential trading information of Subscribers. BofAS considers a Subscriber's identity, orders, and conditional placements routed to, and trades effected by, Instinct X (including data analytics related to a Subscriber's transactions) confidential trading information. However, certain post-execution information involving Instinct X transactions may be included in various reports, data, and commentary communicated internally and externally to clients directly or through vendors, provided such information is anonymized, aggregated with execution information from other desks or from BofAS as a whole (such that no individual trade, Client, or Subscriber is identifiable), and communicated with appropriate delay. Subject to the above, access to Subscriber confidential trading information is limited to BofAS employees and systems responsible for operating Instinct X or responsible for its compliance with applicable rules. Set forth below are the BofAS employees and systems with access to Subscriber confidential trading information, as well as a description of the applicable safeguards and oversight procedures. EMPLOYEES WITH ACCESS TO SUBSCRIBER CONFIDENTIAL TRADING INFORMATION BofAS does not have any employees solely responsible for Instinct X. The shared employees described in response to Part II, Item 6(a) are the only employees who have access to Subscriber confidential trading information. These employees are prohibited from sharing any Subscriber confidential trading information with Persons not authorized to receive such information. BofAS does not provide Subscriber confidential trading information to BofAS business units or BANA authorized traders in furtherance of BofAS principal trading activities or BANA trading activity. SYSTEMS WITH ACCESS TO SUBSCRIBER CONFIDENTIAL TRADING INFORMATION BofAS offers third-party external direct market access gateways to customers and clients which are used by some Direct Subscribers to transmit orders and/or conditional placements, including Subscriber confidential trading information, to Instinct X. These gateways communicate to the employees of the third-party responsible for managing the health of the respective gateway (as described in response to Part II, Item 7(d)), real-time information about where the Direct Subscriber's orders and/or conditional placements were routed and or executed, which could be Instinct X or any other market center. The order and execution management systems used by the Sales and Trading employees described in response to Part II, Item 6(a) can transmit Indirect Subscribers' confidential trading information to the extent orders handled by a Sales and Trading employee is routed to Instinct X. These systems communicate information to Sales and Trading employees with respect to where their Clients' orders were routed and/or executed, which could be Instinct X or any other market center. Separately, BofAS algorithms and the BofAS SOR can transmit Indirect Subscribers' confidential trading information to the extent these systems route Indirect Subscribers' orders or conditional placements to Instinct X. Neither the BofAS algorithms nor the BofAS SOR make routing determinations based on information about orders or conditional placements the respective system routes to Instinct X. All Subscriber orders and conditional placements entering Instinct X pass through the FIX interface. The FIX interface does not retain information about the orders or conditional placements entering Instinct X. The FIX interface does not communicate order or conditional placement information to any other BofAS system. BofAS maintains a research database containing historical trading information. The ET Products team uses this database to run queries and generate reports as described above. This database includes post-trade Subscriber confidential trading information. BofAS maintains an internal system containing order, conditional placement, and execution information routed through the BofAS SOR. The ET Consulting group uses this internal system to run queries and generate reports at the request of BofAS business units and Clients using the BofAS algorithms or SOR, including Indirect Subscribers. BofAS employs a proprietary application for real-time monitoring of Instinct X. The MAG team uses this application to research Subscriber's orders, conditional placements, and executions and monitor the health of Instinct X (e.g., monitor the number of rejections, pending orders or conditional placements, order-to-fill ratios). BofAS uses internal and external systems to comply with its books and records, trade reporting, surveillance and supervisory obligations. These systems can receive Subscriber order and execution information for purposes of creating surveillance, supervisory and OATS reports. SAFEGUARDING AND OVERSEEING SUBSCRIBER CONFIDENTIAL TRADING INFORMATION Access to Instinct X, Other Relevant BofAS Systems, and Subscriber Confidential Trading Information: BofAS requires permissioned logins to access Instinct X. In addition, BANA's global cyber security efforts, including measures to detect and prevent unauthorized intrusions of BANA systems, apply to BofAS, including the operation of Instinct X. Relevant Business Control Officers and Compliance control functions must approve all employee access to Instinct X, including the operating plant, development code (including the FIX interface), and production logs. Any individual seeking access to Instinct X must submit a request through BofAS's Access Review Management System ("ARMS"). A registered principal must review and approve such request before an individual is granted access to Instinct X. In reviewing access requests, the registered principal considers factors including the employee's current role and whether the employee performs a function related to Instinct X. An employee's request to gain access may be denied if it is deemed to be unnecessary or inappropriate. Employees granted access to a system will have access to all Subscriber confidential trading information available in the system. If an employee changes roles, both the prior supervisor and new supervisor are required to review and adjust the employee's access entitlements to appropriately reflect the employee's new role. Additionally, all approved access requests are subject to a periodic review pursuant to BofAS's written supervisory procedures ("WSPs") described below. Pursuant to the BofAS WSPs, on a quarterly basis, the ATS Supervisor or delegate conducts a review to confirm the appropriateness of user access entitlements to Instinct X, including verification that users whose roles have changed and/or, employees who have been inactive, transferred or terminated have their permissioned access removed from the system. This WSP governs access to the interface used to view and/or interact with Instinct X's order book and how the access entitlements to Instinct X should be handled once an individual submits a request for access through the ARMS process, as well as on an ongoing basis after a registered principal has granted access to an individual. Based on this review, the ATS Supervisor or delegate may revoke access rights to Instinct X's order book. Pursuant to another BofAS WSP, on a quarterly basis, the ATS Supervisor or delegate conducts a review to confirm the appropriateness of user access entitlements to Instinct X's server logs, including verification that users whose roles have changed and/or, employees who have been inactive, transferred or terminated have their permissioned access removed from the system. This WSP governs access to the server logs and those with direct business responsibility, or who provide development or other technology support to Instinct X. Based on this review, the ATS Supervisor or delegate may revoke access rights to Instinct X's server logs. Additionally, BofAS's contracts with the third-party external market access gateway providers and the third-party service providers described above require such providers to protect Subscriber confidential trading information. Specifically, and among other things, these third-parties must: (i) keep Subscriber trading information confidential, (ii) not share Subscriber confidential trading information with any Person who does not have a reasonable need to know or access such information, and (iii) not use or act on Subscriber confidential trading information other than to perform their responsibilities under their agreements (including the use of aggregated and anonymous data for internal statistical, forensic and similar purposes). These third-parties also perform periodic reviews of platform access to confirm the system access entitlements remain accurate, i.e., verify that users whose roles have changed and/or, employees who have been inactive, transferred or terminated have their permissioned access removed from the system. SEPARATION: BofAS has physical and information barriers in place to separate employees and systems with access to Subscriber confidential trading information from those not permitted to access such information. Technology department employees are located in a separate physical location from other BofAS business units--either a different building or a different floor. MAG and ET Product and Consulting employees are located in the same building as other BofAS business units, but in a separate area. As noted above, Instinct X does not share an operating plant with any other BofAS system, but it is housed in the same data center as other BofAS systems. PERSONAL TRADING RESTRICTIONS: BofAS prohibits all employees, including those with access to Subscriber confidential trading information, from trading based on non-public or other confidential information, which would include Subscriber confidential trading information. Pursuant to the Associate Investment Policy these employees must enter a trade pre-approval request via the Associate Investment Monitoring ("AIM") website for every purchase and sale of a security executed in an employee investment account, which among other things, requires the approval of the employee's supervisor and the AIM Group. When requesting approval for a trade, the employee must provide certain attestations, depending on the employee's role, including whether he or she: (i) reviewed the restricted list and that there are no restrictions, (ii) has no material non-public information, (iii) is not aware that Firm is effecting or proposing to effect a principal or customer trade in the security, and (iv) has held the security for 30 days (for sells). Prior to approving any request, the employee's supervisor and the AIM Group review the attestations. BofAS imposes a 30-day minimum holding period on any approved trades. Pursuant to a BofAS WSP, on a daily basis, the registered principal (or delegate) with supervisory oversight responsibility for the relevant employee conducts a review of the employee's personal trading activity. Specifically, the relevant supervisor or delegate receives a daily report reflecting the prior day's trade activity for each such employee. The relevant supervisor or delegate assesses whether the employee obtained the appropriate pre-approval or pre-clearance for such trades and for any red flags (e.g., excessive trading). FIRM-WIDE CONFIDENTIAL INFORMATION RESTRICTIONS: As a general matter, BofAS requires all employees to undergo a comprehensive screening before commencing employment and each BofAS employee is bound by and required to observe the BAC Code of Conduct, which includes provisions that address the handling of Client information and impose a duty of confidentiality.

compliance_officer

GENERAL BACKGROUND AND SCOPE OF SUBSCRIBER CONFIDENTIAL TRADING INFORMATION Instinct X is comprised of a standalone hardware (i.e., server) and software application (collectively, the operating plant). Instinct X does not share an operating plant with any BofAS system, but it is housed in the same data center as other BofAS systems. BofAS maintains physical restrictions and policies and procedures designed to safeguard the confidential trading information of Subscribers. BofAS considers a Subscriber's identity, orders, and conditional placements routed to, and trades effected by, Instinct X (including data analytics related to a Subscriber's transactions) confidential trading information. However, BofAS may include certain post-execution information involving Instinct X transactions in various reports, data, and commentary communicated internally and externally to Clients directly or through vendors, provided BofAS has anonymized (i.e., does not identify an individual Subscriber) such information, aggregated such information with execution information from other desks or from BofAS as a whole (such that no individual trade, Client, or Subscriber is identifiable), and communicated such information with appropriate delay. As noted in "Systems with Access to Subscriber Confidential Trading Information" in Part II, Item 7, the BofAS algorithms and SOR can transmit Subscribers' confidential trading information to the extent these systems route Subscribers' orders or conditional placements and related messages to Instinct X. Subject to the above, access to Subscriber confidential trading information is limited to BofAS employees and systems responsible for operating Instinct X or responsible for its compliance with applicable rules. Set forth below are the BofAS employees and systems with access to Subscriber confidential trading information, as well as a description of the applicable safeguards and oversight procedures. Subject to the above, access to Subscriber confidential trading information is limited to BofAS employees and systems responsible for operating Instinct X or responsible for its compliance with applicable rules. Set forth below are the BofAS employees and systems with access to Subscriber confidential trading information, as well as a description of the applicable safeguards and oversight procedures. EMPLOYEES WITH ACCESS TO SUBSCRIBER CONFIDENTIAL TRADING INFORMATION BofAS does not have any employees solely responsible for Instinct X. The shared employees described in response to Part II, Item 6(a) are the only employees who have access to Subscriber confidential trading information. These employees are prohibited from sharing any Subscriber confidential trading information with Persons not authorized to receive such information. BofAS does not provide Subscriber confidential trading information to BofAS business units or BANA authorized traders in furtherance of BofAS principal trading activities or BANA trading activity. SYSTEMS WITH ACCESS TO SUBSCRIBER CONFIDENTIAL TRADING INFORMATION BofAS offers third-party external direct market access gateways to customers and clients which are used by some Direct Subscribers to transmit orders and/or conditional placements, including Subscriber confidential trading information, to Instinct X. These gateways communicate to the employees of the third-party responsible for managing the health of the respective gateway (as described in response to Part II, Item 7(d)), real-time information about where the Direct Subscriber's orders and/or conditional placements were routed and or executed, which could be Instinct X or any other market center. The order and execution management systems used by the Sales and Trading employees described in response to Part II, Item 6(a) can transmit Indirect Subscribers' confidential trading information to the extent orders handled by a Sales and Trading employee is routed to Instinct X. These systems communicate information to Sales and Trading employees with respect to where their Clients' orders were routed and/or executed, which could be Instinct X or any other market center. Separately, BofAS algorithms and the BofAS SOR can transmit Indirect Subscribers' confidential trading information to the extent these systems route Indirect Subscribers' orders or conditional placements to Instinct X. Neither the BofAS algorithms nor the BofAS SOR make routing determinations based on information about orders or conditional placements the respective system routes to Instinct X. All Subscriber orders and conditional placements entering Instinct X pass through the FIX interface. The FIX interface does not retain information about the orders or conditional placements entering Instinct X. The FIX interface does not communicate order or conditional placement information to any other BofAS system. BofAS maintains a research database containing historical trading information. The ET Products team uses this database to run queries and generate reports as described above. This database includes post-trade Subscriber confidential trading information. BofAS maintains an internal system containing order, conditional placement, and execution information routed through the BofAS SOR. The ET Consulting group uses this internal system to run queries and generate reports at the request of BofAS business units and Clients using the BofAS algorithms or SOR, including Indirect Subscribers. BofAS employs a proprietary application for real-time monitoring of Instinct X. The MAG team uses this application to research Subscriber's orders, conditional placements, and executions and monitor the health of Instinct X (e.g., monitor the number of rejections, pending orders or conditional placements, order-to-fill ratios). BofAS uses internal and external systems to comply with its books and records, trade reporting, surveillance and supervisory obligations. These systems can receive Subscriber order and execution information for purposes of creating surveillance, supervisory and CAT reports. SAFEGUARDING AND OVERSEEING SUBSCRIBER CONFIDENTIAL TRADING INFORMATION Access to Instinct X, Other Relevant BofAS Systems, and Subscriber Confidential Trading Information: BofAS requires permissioned logins to access Instinct X. In addition, BANA's global cyber security efforts, including measures to detect and prevent unauthorized intrusions of BANA systems, apply to BofAS, including the operation of Instinct X. Relevant Business Control Officers must approve all employee access to Instinct X, including the operating plant, development code (including the FIX interface), and production logs. Any individual seeking access to Instinct X must submit a request through BofAS's Access Request Management tool ("ARM"). ARM is the enterprise tool used to manage user access to enterprise resources such as applications, databases, collaboration sites and platforms. ARM tracks and records all requests and approvals for new access, access modifications and revocations, and communicates status to requestors and approvers throughout the request lifecycle. A registered principal must review and approve such request before an individual is granted access to Instinct X. In reviewing access requests, the registered principal considers factors including the employee's current role and whether the employee performs a function related to Instinct X. An employee's request to gain access may be denied if it is deemed to be unnecessary or inappropriate. Employees granted access to a system will have access to all Subscriber confidential trading information available in the system. If an employee changes roles, both the prior supervisor and new supervisor are required to review and adjust the employee's access entitlements to appropriately reflect the employee's new role. Additionally, all approved access requests are subject to a periodic review pursuant to BofAS's written supervisory procedures ("WSPs") described below. Pursuant to the BofAS WSPs, on a quarterly basis, the ATS Supervisor or delegate conducts a review to confirm the appropriateness of user access entitlements to Instinct X. This WSP governs access to the interface used to view and/or interact with Instinct X's order book and how the access entitlements to Instinct X should be handled once an individual submits a request for access through the ARM process, as well as on an ongoing basis after a registered principal has granted access to an individual. Based on this review, the ATS Supervisor or delegate may revoke access rights to Instinct X's order book. Pursuant to another BofAS WSP, on a quarterly basis, the ATS Supervisor or delegate conducts a review to confirm the appropriateness of user access entitlements to Instinct X's server logs. This WSP governs access to the server logs and those with direct business responsibility, or who provide development or other technology support to Instinct X. Based on this review, the ATS Supervisor or delegate may revoke access rights to Instinct X's server logs. Additionally, BofAS's contracts with the third-party external market access gateway providers and the third-party service providers described above require such providers to protect Subscriber confidential trading information. Specifically, and among other things, these third-parties must: (i) keep Subscriber trading information confidential, (ii) not share Subscriber confidential trading information with any Person who does not have a reasonable need to know or access such information, and (iii) not use or act on Subscriber confidential trading information other than to perform their responsibilities under their agreements (including the use of aggregated and anonymous data for internal statistical, forensic and similar purposes). These third-parties also perform periodic reviews of platform access to confirm the system access entitlements remain accurate, i.e., verify that users whose roles have changed and/or, employees who have been inactive, transferred or terminated have their permissioned access removed from the system. SEPARATION: BofAS has physical and information barriers in place to separate employees and systems with access to Subscriber confidential trading information from those not permitted to access such information. Technology department employees are located in a separate physical location from other BofAS business units--either a different building or a different floor. MAG and ET Product and Consulting employees are located in the same building as other BofAS business units, but in a separate area. As noted above, Instinct X does not share an operating plant with any other BofAS system, but it is housed in the same data center as other BofAS systems. PERSONAL TRADING RESTRICTIONS: BofAS prohibits all employees, including those with access to Subscriber confidential trading information, from trading based on non-public or other confidential information, which would include Subscriber confidential trading information. Pursuant to the Associate Investment Policy these employees must enter a trade pre-approval request via the Associate Investment Monitoring ("AIM") website for every purchase and sale of a security executed in an employee investment account, which among other things, requires the approval of the employee's supervisor and the AIM Group. When requesting approval for a trade, the employee must provide certain attestations, depending on the employee's role, including whether he or she: (i) reviewed the restricted list and that there are no restrictions, (ii) has no material non-public information, (iii) is not aware that Firm is effecting or proposing to effect a principal or customer trade in the security, and (iv) has held the security for 30 days (for sells). Prior to approving any request, the employee's supervisor and the AIM Group review the attestations. BofAS imposes a 30-day minimum holding period on any approved trades. Pursuant to a BofAS WSP, on a daily basis, the registered principal (or delegate) with supervisory oversight responsibility for the relevant employee conducts a review of the employee's personal trading activity. Specifically, the relevant supervisor or delegate receives a daily report reflecting the prior day's trade activity for each such employee. The relevant supervisor or delegate assesses whether the employee obtained the appropriate pre-approval or pre-clearance for such trades and for any red flags (e.g., excessive trading). FIRM-WIDE CONFIDENTIAL INFORMATION RESTRICTIONS: As a general matter, BofAS requires all employees to undergo a comprehensive screening before commencing employment and each BofAS employee is bound by and required to observe the BAC Code of Conduct, which includes provisions that address the handling of Client information and impose a duty of confidentiality.

compliance_officer

Item 7 (Part II)

hours_of_operation

Instinct X is available for connectivity between 7:30 A.M. to 5:00 P.M. Eastern Time. Instinct X's trading hours are as follows: (i) Instinct X operates during regular trading hours as set forth by the primary exchange for each security; (ii) Instinct X will accept orders and conditional placements beginning at 9:00 A.M. Eastern Time; however, Instinct X will not execute any orders or conditional placements until there has been an opening print on the primary exchange; (iii) Instinct X will cancel IOC orders at market open in the event that the security has not opened for trading; (iv) Trading ends at 4:00 P.M. Eastern Time; (v) Instinct X will cancel all orders and conditional placements at 4:00 P.M. Eastern Time regardless of the status of the primary exchange; (vi) Instinct X will not accept or execute orders or conditional placements outside of this window and Instinct X will not hold any orders or conditional placements overnight; and (vii) Instinct X will be closed or close early during market holidays or shortened trading days in accordance with the NYSE holiday schedule.

hours_of_operation

GCX is a point-in-time crossing engine for On-Close conditional placements. GCX's hours of operation are as follows: (i) GCX is available for connectivity between 7:00 A.M. to 6:00 P.M. Eastern Time; (ii) GCX will accept trading interest effective at 9:30 A.M. Eastern Time; (iii) GCX will accept trading interest until the GCX Cutoff Time, which is currently set by BofAS to 30 seconds before the respective exchange MOC cutoff time (See Part III, Item 9(a)); (iv) GCX will not accept conditional placements or execute firm orders outside of this window and no conditional placements or firm orders are held overnight; and (v) GCX will be closed during market holidays in accordance with the NYSE holiday schedule.

hours_of_operation

Instinct X is available for connectivity between 7:30 A.M. to 5:00 P.M. Eastern Time. For orders other than IXCC Orders, Instinct X's trading hours are as follows: (i) Instinct X operates during regular trading hours as set forth by the primary exchange for each security; (ii) Instinct X will accept orders and conditional placements beginning at 9:00 A.M. Eastern Time; however, Instinct X will not execute any orders or conditional placements until there has been an opening print on the primary exchange; (iii) Instinct X will cancel IOC orders at market open in the event that the security has not opened for trading; (iv) Trading ends at 4:00 P.M. Eastern Time; (v) Instinct X will cancel all orders and conditional placements at 4:00 P.M. Eastern Time regardless of the status of the primary exchange; (vi) Instinct X will not accept or execute orders or conditional placements outside of this window and Instinct X will not hold any orders or conditional placements overnight; and (vii) Instinct X will be closed or close early during market holidays or shortened trading days in accordance with the NYSE holiday schedule. Instinct X allows Subscribers to submit market-on-close orders through IXCC, as described further below in Part III, Items 7, 11, 17. Instinct X allows Subscribers to enter IXCC Orders beginning at 9:00 A.M. until a pre-determined cut-off time ("IXCC Offset Time"). The same IXCC Offset Time applies to all Subscribers. The IXCC Offset Time is 30 seconds before the market-on-close deadline on the primary listing exchange for the relevant NMS Stock. Following the IXCC Offset Time, Subscribers will not be able to place or modify IXCC Orders. IXCC Orders are matched immediately following the Offset Time and Subscribers are notified of the quantity of their orders matched by Instinct X. For information about when matched orders will receive execution prices (or cancellations, as applicable), see Part III, Item 17.

hours_of_operation

Instinct X is available for connectivity between 7:00 A.M. to 6:00 P.M. Eastern Time. Instinct X's trading hours are as follows: (i) Instinct X operates during regular trading hours as set forth by the primary exchange for each security; (ii) Instinct X will accept orders and conditional placements beginning at 9:30 A.M. Eastern Time; however, Instinct X will not execute any orders or conditional placements until there has been an opening print on the primary exchange; (iii) Instinct X will cancel IOC orders at market open in the event that the security has not opened for trading; (iv) Trading ends at 4:00 P.M. Eastern Time; (v) Instinct X will cancel all orders and conditional placements at 4:00 P.M. Eastern Time regardless of the status of the primary exchange; (vi) Instinct X will not accept or execute orders or conditional placements outside of this window and Instinct X will not hold any orders or conditional placements overnight; and (vii) Instinct X will be closed or close early during market holidays or shortened trading days in accordance with the NYSE holiday schedule.

hours_of_operation

Item 8 (Part II)

display_best_quotes

Instinct X does not display its book of orders and conditional placements to any Person (i.e., Instinct X does not publish or display a montage of quotes or orders). While orders and conditional placements of Indirect Subscribers routed to Instinct X pass through BofAS's electronic trading infrastructure, including the Firm's SOR, the SOR does not have information about orders or conditional placements resident in Instinct X's book other than those placed into the book by the SOR. When there is a potential match involving a conditional placement, Instinct X sends a Firm-Up Invite message, which includes the side, symbol, and quantity of a contra-conditional placement, to the relevant BofAS algorithm or the BofAS SOR used to send the Indirect Subscriber's conditional placement. Direct Subscribers receive conditional placement message interactions, as described in Part III, Item 9. Direct Subscribers' orders and conditional placements do not pass through the BofAS SOR. Orders and conditional placements of Direct Subscribers using a third-party external market access gateway pass through such gateway, but the gateway does not have information about orders or conditional placements resident in Instinct X's book other than those placed into the book by a Direct Subscriber using the respective gateway. When there is a potential match involving a conditional placement, Instinct X sends a Firm-Up Invite message to the Direct Subscriber that sent the conditional placement.

display_best_quotes

Instinct X does not display its book of orders and conditional placements to any Person (i.e., Instinct X does not publish or display a montage of quotes or orders). While orders and conditional placements of Indirect Subscribers routed to Instinct X pass through BofAS's electronic trading infrastructure, including the Firm's SOR, the SOR does not have information about orders or conditional placements resident in Instinct X's book other than those placed into the book by the SOR. When there is a potential match involving a conditional placement (including a conditional Trajectory Order), Instinct X sends a Firm-Up Invite message, which includes the side, symbol, and quantity of a contra-conditional placement, to the relevant BofAS algorithm or the BofAS SOR used to send the Indirect Subscriber's conditional placement. Direct Subscribers receive conditional placement (including conditional Trajectory Order) message interactions, as described in Part III, Item 9. Direct Subscribers' orders and conditional placements do not pass through the BofAS SOR. Orders and conditional placements of Direct Subscribers using a third-party external market access gateway pass through such gateway, but the gateway does not have information about orders or conditional placements resident in Instinct X's book other than those placed into the book by a Direct Subscriber using the respective gateway. When there is a potential match involving a conditional placement, Instinct X sends a Firm-Up Invite message to the Direct Subscriber that sent the conditional placement.

display_best_quotes

GCX does not display its book of conditional placements to any Person (i.e., GCX does not publish or display a montage of quotes or orders). While Subscribers' conditional placements routed to GCX pass through BofAS's electronic trading infrastructure, including the Firm's SOR, the SOR does not have information about conditional placements resident in GCX's book other than those placed into the book by the SOR. When there is a match of conditional placements, GCX sends a Firm-Up Invite message, which includes the side, symbol, and quantity of a contra-conditional placement, to the relevant BofAS algorithm or the BofAS SOR used to send the Subscriber's conditional placement.

display_best_quotes

Instinct X does not display its book of orders and conditional placements to any Person (i.e., Instinct X does not publish or display a montage of quotes or orders). While orders and conditional placements of Indirect Subscribers routed to Instinct X pass through BofAS's electronic trading infrastructure, including the Firm's SOR, the SOR does not have information about orders or conditional placements resident in Instinct X's book other than those placed into the book by the SOR. When there is a potential match of conditional placements, Instinct X sends a Firm-Up Invite message, which includes the side, symbol, and quantity of a contra-conditional placement, to the relevant BofAS algorithm or the BofAS SOR used to send the Indirect Subscriber's conditional placement. Direct Subscribers receive conditional placement message interactions, as described in Part III, Item 9. Direct Subscribers' orders and conditional placements do not pass through the BofAS SOR. Orders and conditional placements of Direct Subscribers using a third-party external market access gateway pass through such gateway, but the gateway does not have information about orders or conditional placements resident in Instinct X's book other than those placed into the book by a Direct Subscriber using the respective gateway. When there is a potential match of conditional placements, Instinct X sends a Firm-Up Invite message to the Direct Subscriber.

display_best_quotes

display_trading_interest

true

Item 9 (Part II)

execution_services

Trading in Instinct X begins after the opening or re-opening print on the primary listing exchange for a security. Orders and conditional placements are priced, prioritized, matched, and executed consistent with the crossing priority described in Part III, Items 9 and 11, and in Part III, Item 17 for IXCC Orders. Instinct X does not employ any special opening or re-opening processes, auctions or order types. Conditional placement message functionality begins after the opening or re-opening print on the primary listing exchange for a security.

execution_services

GCX is a point-in-time crossing engine for On-Close orders. See Part III, Item 11 for a description of GCX's functionality. Conditional placements are priced, prioritized, matched, and executed consistent with the description provided in Part III, Item 11. Conditional placement message functionality begins after the opening or re-opening print on the primary listing exchange for a security (i.e., conditional placements may be sent to GCX after the open or re-opening print for matching and execution at the end of regular trading).

execution_services

Trading in Instinct X begins after the opening or re-opening print on the primary listing exchange for a security. Orders and conditional placements are priced, prioritized, matched, and executed consistent with the crossing priority described in Part III, Items 9 and 11. Instinct X does not employ any special opening or re-opening processes, auctions or order types. Conditional placement message functionality begins after the opening or re-opening print on the primary listing exchange for a security.

execution_services

Trading in Instinct X begins after the opening or re-opening print on the primary listing exchange for a security. Orders and conditional placements are priced, prioritized, matched, and executed consistent with the crossing priority described in Part III, Item 11. Instinct X does not employ any special opening or re-opening processes, auctions or order types. Conditional placement message functionality begins after the opening or re-opening print on the primary listing exchange for a security.

// AFFILIATE RELATIONSHIPS

OUTBOUND →

PARENTBank of America Corp

CLEARING_FIRMBroadcort Capital Corp

OWNERSHIPLevel ATS

// SEC FILINGS (28)

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