CODA

amendment_reason

CODA Markets, Inc. submits this Updating Amendment which amends Part III, Item 7(a) (Order Types and Attributes) and Part III, Item 11(a) (Trading Services, Facilities and Rules) to provide details regarding when and how midpoint peg instructions are included on RFT alerts and the circumstances regarding Subscriber approval of the communications of those instructions. The changes to Part III, Item 11(a) also describe better the phrase "duration of the auction" in relation to the existing disclosures in Part III, Item 11(c). The changes apply to all Subscribers that seek liquidity and does not apply to the Broker-Dealer Operator, as the Broker-Dealer Operator does not enter orders into the CODA ATS.

amendment_reason

CODA Markets, Inc. submits this Material Amendment to (1) remove the CODA BLOCK auction type which will no longer be supported and (2) for the CODA FUSE action type, remove instances where the final auction price can be outside the NBBO as the pricing functionality will no longer permit such pricing. With this functionality removed, the references to Rule 611 under Regulation NMS and CODA's Liquidity Protection Rule are no longer relevant and are being removed. Finally, Form ATS-N previously described certain CODA FUSE functionality as operating in the same manner as corresponding CODA BLOCK functionality. With CODA BLOCK removed, the new language describes the same functionalities directly as applicable to CODA FUSE. The changes amend the following sections and apply equally to all Subscribers and the Broker-Dealer Operator (although the Broker-Dealer Operator does not enter orders into the CODA ATS): CODA BLOCK changes: Part II, Item 3(b); Part II, Item 5(c); Part II Item 6(b); Part III, Item 4(a); Part III, Item 7(a); Part III, Item 8(a); Part III, Item 8(c); Part III, Item 8(e); Part III, Item 9(a); Part III, Item 11(a); Part III, Item 11(c); Part III, Item 13(a); Part III, Item 14(a); Part III, Item 15(b); Part III, Item 16(b); Part III, Item 17(a); Part III, Item 19(a); Part III Item 19(c); Part III, Item 21(a); and Part III, Item 23(a). CODA FUSE changes: Part II, Item 5(c); Part II, Item 6(b); Part III, Item 11(c); and Part III, Item 23(a).

amendment_reason

This updating amendment revises Part III, Item 26 to note that in lieu of filing as exhibits to this amendment, CODA is providing aggregate platform data that is responsive to the Part III, Item 26, on the CODA Markets' website (www.codamarkets.com). The changes impact and are the same for all Subscribers and the Broker Dealer Operator.

amendment_reason

CODA Markets is amending Form ATS-N to name the BDO's FinOp as a principal of the parent company. The changes apply to all Subscribers and the Broker-Dealer Operator. The revised Items are: Part II Items 7d

amendment_reason

Changes to how employees of CODA Markets' parent company, Apex FinTech Solutions Inc, will provide services to CODA Markets as well as other affiliates. Making other changes, including adding further detail related to Confidential Trading Information. The revised items are: Part II, Item 6a, Item 7a, Item 7d The changes apply to all Subscribers and the Broker Dealer Operator

amendment_reason

Changing third party service providers and services provided to CODA Markets and the CODA ATS The revised items are: Part II, Item 2a, Item 6b, Item 6c, Item 7d Part III, Item 22a The changes apply to all Subscribers and the Broker Dealer Operator.

amendment_reason

CODA Markets, Inc. submits this Updating Amendment to the Material Amendment submitted on June 2, 2025, among other reasons in order to incorporate the changes to Form ATS-N made in the intervening June 11, 2025 Updating Amendment. The June 2, 2025 Material Amendment amended Part II, Item 7(a)(Protection of Confidential Trading Information); Part III, Item 9(a) (Conditional Orders and Indications of Interest); Part III, Item 11(a) (Trading Services, Facilities and Rules); Part III, Item 13 (Segmentation; Notice); and Part III, Item 14(a) (Counterparty Selection). The Material Amendment describes segmentation of orders of Subscribers that seek liquidity into "Liquidity Profile tiers" and the inclusion of those tiers on the corresponding RFT message. The Material Amendment also makes corresponding changes to the other identified sections as a result of the segmentation-related amendments. The changes apply to all Subscribers that seek liquidity and does not apply to the Broker-Dealer Operator, as the Broker-Dealer Operator does not enter orders into the CODA ATS.

amendment_reason

This updating amendment revises the material amendment filed on 2.1.2021 with accession number 0000921107-21-000007. The cumulative revisions include: Part II, Item 7(a) to revise the language regarding the usage of confidential trading information by FLARE, add detail about the operation of FLARE and introduce machine learning based routing optimization for FLARE and its usage of historical execution data; Part III, Item 7(a) to change the handling of Managed Orders with respect to changes to the Managed Order Facility workflow and CODA MICRO's matching logic; Part III, Item 9(a) to change the handling of conditional interests following changes to the Managed Order Facility workflow; Part III, Item 11(a) to change the Managed Order Facility workflow and its impact on resting orders; Part III, Item 11(c) to reduce the default CODA MICRO auction length to approximately 1 millisecond, change the CODA MICRO matching priority to price / size / time for the price improvement matching protocol and add a cross reference to descriptions of FLARE in Part II, Item7(a); Part III, Item 16(b) to add a cross reference to descriptions of FLARE in Part II, Item7(a) and Part III, Item 19(a) to allow for charging Subscribers for trades in the ATS a fee based on a percentage of notional value executed for sub-dollar stocks. The changes impact and are the same for all Subscribers and the Broker Dealer Operator.

amendment_reason

CODA Markets, Inc. (BDO) amends PII Items 2-3 & 5-7 and PIII Items 2-3, 6, 9, 11, 15 & 23. Each change relates to BDO's ownership change in which Apex Fintech Solutions Inc. (AFS) will sell 100% of ownership in BDO to ACS Global Holdings, LLC. As such, two existing Subscribers will become BDO affiliates (PII Item 2(a)). These changes apply to BDO. PII Item 3(b) provides that CODA MICRO users may opt out from interacting with BDO's affiliates, whereas this opt-out functionality does not exist for CODA BLOCK or CODA FUSE. This functionality applies to all Subscribers. Under PII Item 2(d) & PIII Item 16, CODA FLARE allows Liquidity Seekers to route orders, inter alia, to BDO's affiliates. The following changes apply to BDO: (1) BDO and AFS entered into a Master Services Agreement (MSA) pursuant to which AFS will provide certain hardware, software and data assistance with operating BDO's ATS (CODA) (PII Item 6(b)); (2) certain service providers will continue their relationship with BDO through AFS pursuant to the MSA (PII Items 6(b) & 7(d) and PIII Items 6(a), 11(c) & 23(a)); (3) a BDO affiliate, Global Liquidity Partners, LLC (GLP), will provide certain end data assistance related to CODA (PII Items 5(c) & 6); (4) three new individuals will serve in roles (CEO, CCO and FinOp) that currently have confidential trading information (CTI) access (PII Items 6(a) & 7(d)); (5) CTI procedures relating to access changes, third-party systems, electronic files, avoiding conflicts, quarterly reviews and recordkeeping (PII Item 7(a)); (6) additional requirements for dually registered officers and certain AFS and GLP personnel (PII Item 7(a)); (7) connectivity to CODA is no longer offered at NJ2 data center (PII Item 6(b) & PIII Item 6(a)); and (8) inclusion of Form BD schedules (PI Items 8 & 9). CODA PULSE functionality has been eliminated (PII Item 5 and PIII Items 3, 9 & 11). This change applies to all Subscribers and BDO.

amendment_reason

Revising Part I.8 and Part I.9 to reflect Exhibit 1 and Exhibit 2 as available on the CODA Markets website. As a result, the changes do not impact Subscribers or the Broker Dealer Operator.

amendment_reason

CODA Markets, Inc. (BDO) submits this updating amendment to the material amendment dated 3.26.24 modifying PII Items 2-3 & 5-7 & PIII Items 2-3, 6, 9, 11, 15 & 23. Each change relates to BDO's ownership change in which Apex Fintech Solutions Inc. (AFS) sells 100% of ownership in BDO to ACS Global Holdings, LLC. As such, two existing Subscribers will become BDO affiliates (PII Item 2(a)).These changes apply to BDO. PII Item 3(b) provides that CODA MICRO users may opt out from interacting with BDO's affiliates, whereas this opt-out functionality does not exist for CODA BLOCK or CODA FUSE. This functionality applies to all Subscribers. Under PII Item 2(d) & PIII Item 16, CODA FLARE allows Liquidity Seekers to route orders, inter alia, to BDO's affiliates. The following changes apply to BDO: (1) BDO and AFS entered into a Master Services Agreement (MSA) pursuant to which AFS will provide certain hardware, software and data assistance with operating BDO's ATS (CODA) (PII Item 6(b)); (2) certain service providers will continue their relationship with BDO through AFS pursuant to the MSA (PII Items 6(b) & 7(d) & PIII Items 6(a), 11(c) & 23(a)); (3) a BDO affiliate, Global Liquidity Partners, LLC (GLP), will provide certain end data assistance related to CODA (PII Items 5(c) & 6); (4) three new individuals will serve in roles (CEO, CCO and FinOp) that currently have confidential trading information (CTI) access (PII Items 6(a) & 7(d)); (5) CTI procedures relating to access changes, 3rd-party systems, electronic files, avoiding conflicts, quarterly reviews and recordkeeping (PII Item 7(a)); (6) additional requirements for dually registered officers and certain AFS & GLP personnel (PII Item 7(a)); (7) connectivity to CODA is no longer offered at NJ2 data center (PII Item 6(b) & PIII Item 6(a)); and (8) inclusion of Form BD schedules (PI Items 8 & 9). CODA PULSE functionality has been eliminated (PII Item 5 & PIII Items 3, 9 & 11). This change applies to all Subscribers and BDO

amendment_reason

Revising Part II, Item 4(a) to reflect changes to CODA Markets' agreements with trading centers. Revising Part II, Item 5(a) to include general language previously included in Part II, Item 4(a). Revising Part II, Item 6(b) to update existing service provider relationships, move certain existing service provider relationships to Part II, Item 7(d), and to include general language previously included in Part II, Item 4(a). Revising Part II, Item (7(d) to include a new relationship (S3). Revising Part III, Item 22(a) to reflect changes to CODA Markets clearing of certain CODA FLARE trades. The changes impact and are the same for all Subscribers and the Broker Dealer Operator.

amendment_reason

This is an Updating Amendment that CODA Markets is making to modify the Material Amendment filed on July 14, 2021. CODA Markets is introducing a new auction type, CODA FUSE, that offers a dynamic latency profile, targeted conditional invite process, and a multilateral execution model. This amendment revises several Items to reflect the addition of this new auction type, CODA FUSE, and the resulting changes to the CODA systems, current auction types (CODA MICRO and CODA BLOCK), order handling practices and operational procedures discussed in Form ATS-N. The revised Items are: Part II, Items: 5c (referencing CODA FUSE) and 7a (changing conditional "interests" to conditional "liquidity" which refers to both conditional interests and Inbound IOIs). Part III, Items: 2b, 3a, 4a, 5a, 9a, 10c, 15b (changing conditional "interests" to conditional "liquidity" which refers to both conditional interests and Inbound IOIs), 7a, 8e, 9a, 11a, 14a, 15b, 16b, 19a, 21a, 23a (referencing CODA FUSE) 7a (referencing "Auction Order Handling Configuration Request Form", referencing Inbound IOIs, changing some terminology, describing CODA FUSE order types), 8a (describing CODA MICRO and CODA FUSE minimum order quantities), 8c (describing handling of odd-lots in CODA FUSE), 10a (referencing Inbound IOIs at open), 11a (stating minimum response sizes for each auction type), 11c (changing some terminology, removing the odd lot restriction from Liquidity Providers, describing Auction Order Handling options, revising timing of CODA BLOCK auction alerts, changing conditional firm-up time from 300 to 28 milliseconds, adding full description/explanation of CODA FUSE new auction type), 14a (referencing Auction Order Handling configurations), 15b (revising conditional firm-up rate from 90% to 80% expectation), 17a (adding CODA FUSE closing time), 19b (changing some terminology). The changes impact and are the same for all Subscribers and the Broker Dealer Operator.

amendment_reason

CODA Markets, Inc. submits this Updating Amendment to amend Part II, Item 6 to remove the market data services provider for the market capitalization-based minimum quantity requirements. Market capitalization-based minimum quantity was used in the CODA BLOCK functionality, which was previously removed from the CODA ATS in a Material Amendment filed on September 15, 2025. This change applies equally to all Subscribers and the Broker-Dealer Operator (although the Broker-Dealer Operator does not enter orders into the CODA ATS).

amendment_reason

CODA Markets is amending Form ATS-N to remove references to PDQ and disclose its new parent company Apex Fintech Solutions LLC. Apex FinTech Solutions LLC is the sole shareholder of CODA Markets and provides support and services to CODA Markets. The changes apply to the Broker Dealer operator, but are not relevant to Subscribers. The revised Items are: Part II, Items: 5c (remove references to PDQ, change parent company to Apex FinTech Solutions LLC), 6a (remove references to PDQ, change parent company to Apex FinTech Solutions LLC, update shared employees and services), 6b (remove references to PDQ, change sole shareholder to Apex FinTech Solutions LLC), 6c (disclosing Electronic Transaction Clearing, INC as an affiliate and subscriber), 7a (remove references to PDQ, change parent company to Apex FinTech Solutions LLC), 7d (remove references to PDQ, update Persons and titles of those who have access to confidential information) Part III, Items: 11a (remove references to PDQ, change parent company and technology provider to Apex FinTech Solutions LLC

amendment_reason

This updating amendment revises: Part II, Item 6(c) to reflect a change to a service provider's usage of CODA Markets' products; Part II, Item 7(d) to remove a service provider who no longer has a relationship with CODA and therefore has no access to confidential data. Also, to make note of a service provider's production of non-public reports, in addition to public reports for CODA Markets; Part III, Item 7(a) to add clarifying language confirming a description of conditional interests is specific to CODA MICRO auctions, and also confirming the description of Liquidity Provider order handling is specific to eligible responses; Part III, Item 11(c) to reduce the shortest available Pause in CODA MICRO to 1 millisecond and add clarifying language to restate that eligible orders from the Managed Order Facility are included in the auction and confirm the description is specific to eligible Liquidity Provider responses; and Part III, Item 19(a) to revise with more commonly-used terminology based on the nature of the fee structure for certain orders executed through the FLARE router. The changes impact and are the same for all Subscribers and the Broker Dealer Operator.

amendment_reason

CODA Markets is amending Form ATS-N Part II Item 2 to disclose how Affiliates interact with the ATS and Part II Item 3 to describe how Subscribers can opt out from interacting with Affiliates. The changes apply to all Subscribers and the Broker Dealer Operator.

amendment_reason

This material amendment revises: Part II, Item 7(a) to introduce machine learning based routing optimization for FLARE and its usage of historical execution data; Part III, Item 7(a) to change the handling of Managed Orders with respect to changes to the Managed Order Facility workflow and CODA MICRO's matching logic; Part III, Item 9(a) to change the handling of conditional interests following changes to the Managed Order Facility workflow; Part III, Item 11(a) to change the Managed Order Facility workflow and its impact on resting orders; Part III, Item 11(c) to reduce the default CODA MICRO auction length to approximately 1 millisecond, and change the CODA MICRO matching priority to price / size / time for the price improvement matching protocol; and Part III, Item 19(a) to allow for charging Subscribers for trades in the ATS a fee based on a percentage of notional value executed for sub-dollar stocks. The changes impact and are the same for all Subscribers and the Broker Dealer Operator.

amendment_reason

CODA Markets is amending Form ATS-N to disclose shared technology space with the parent company Apex FinTech Solutions Inc. The revised Items are: Part II Item 6a Part III Item 6a The changes apply to all Subscribers, Affiliates, and the Broker Dealer Operator

amendment_reason

CODA Markets, Inc. submits this Updating Amendment, which amends Part III, Item 19(a) (Fees) to clarify that CAT fees charged to the Broker-Dealer Operator are not passed back as additional fees to any institutional customers. The Updating Amendment also amends Part III, Item 11(a) (Trading Services, Facilities and Rules) to clarify details currently disclosed regarding additional information provided with an RFT message. The changes in this Updating Amendment apply to all Subscribers and the Broker-Dealer Operator, although the Broker-Dealer Operator does not enter orders in the CODA ATS.

amendment_reason

CODA Markets is updating the Form ATS-N resulting from personnel changes. The revised items are: Part II, Item 7d The changes apply to all Subscribers and the Broker Dealer Operator.

amendment_reason

Updated Part III Item 11c and Part III 16b to include additional language that Subscribers can choose not to have orders enter the ATS via FLARE prior to being routed to external trading centers for execution. The change applies to all Subscribers but is not relevant to the Broker Dealer Operator.

amendment_reason

CODA Markets is introducing a new auction type, CODA FUSE, that offers a dynamic latency profile, targeted conditional invite process, and a multilateral execution model. This material amendment revises several Items to reflect the addition of this new auction type, CODA FUSE, and the resulting changes to the CODA systems, current auction types (CODA MICRO and CODA BLOCK), order handling practices and operational procedures discussed in Form ATS-N. These changes apply to all Subscribers and the Broker-Dealer Operator. The revised Items are: Part II, Items: 5c (referencing CODA FUSE) and 7a (changing conditional "interests" to conditional "liquidity" which refers to both conditional interests and Inbound IOIs) Part III, Items: 2b, 3a, 4a, 5a, 9a, 10c, 15b (changing conditional "interests" to conditional "liquidity" which refers to both conditional interests and Inbound IOIs), 7a, 8e, 9a, 11a, 14a, 15b, 16b, 19a, 21a, 23a (referencing CODA FUSE) 7a (referencing "Auction Order Handling Configuration Request Form", referencing Inbound IOIs, changing some terminology, describing CODA FUSE order types), 8a (describing CODA MICRO and CODA FUSE minimum order quantities), 8c (describing handling of odd-lots in CODA FUSE), 10a (referencing Inbound IOIs at open), 11a (stating minimum response sizes for each auction type), 11c (changing some terminology, describing Auction Order Handling options, revising timing of CODA BLOCK auction alerts, changing conditional firm-up time from 300 to 28 milliseconds, adding full description/explanation of CODA FUSE new auction type), 14a (referencing Auction Order Handling configurations), 15b (revising conditional firm-up rate from 90% to 80% expectation), 17a (adding CODA FUSE closing time), 19b (changing some terminology) These changes apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

CODA Markets, Inc. submits this Updating Amendment, which amends Part III, Item 19(a), to describe the CAT fees that CODA Markets is charged and passes through to Subscribers. The changes in this Updating Amendment apply to all Subscribers and the Broker-Dealer Operator, although the Broker-Dealer Operator does not enter orders in the CODA ATS. The Amendment also amends Part 1, Item 8 and Part 1, Item 9 to update, respectively, Exhibit 1 and Exhibit 2 to attach the most recent Schedule A and Schedule B, respectively, of Form BD for the Broker-Dealer Operator.

amendment_reason

Subscribers can utilize CODA's outbound router FLARE to have orders at executed at away trading centers during premarket hours beginning at 4:00:00 A.M ET and postmarket hours until 8:00:00 P.M. ET. Amazon Web Services will provide services to CODA, including preservation of confidential post-trade information and compute processing. The revised items are: Part II, Item 6a, Item 7a, Item 7d Part III, Item 4a, Item 16b The changes apply to all Subscribers and the Broker Dealer Operator.

amendment_reason

CODA Markets is amending Form ATS-N to update the name of the parent company to Apex FinTech Solutions Inc from Apex FinTech Solutions LLC The revised Items are: Part II Items 5c, 6a, 6b, 7a, 7d Part III Item 11a The changes apply to all Subscribers, Affiliates, and the Broker Dealer Operator

amendment_reason

This updating amendment revises Part III, Items 3(a), 21(a), and 22(a) to add additional information regarding the CODA Markets' and the ATS's clearing and settlement process and the trading reporting process. Additionally, the updating amendment revises Part II, Item 7(a) and Part III, Items 11(c) and 16(b) to add additional information regarding the operation of the ATS's outbound router. The changes impact and are the same for all Subscribers and the Broker Dealer Operator.

amendment_reason

CODA Markets, Inc. submits this amendment to Part II, Item 7(a)(Protection of Confidential Trading Information); Part III, Item 9(a) (Conditional Orders and Indications of Interest); Part III, Item 11(a) (Trading Services, Facilities and Rules); Part III, Item 13 (Segmentation; Notice); and Part III, Item 14(a) (Counterparty Selection). The amendment describes segmentation of orders of Subscribers that seek liquidity into "Liquidity Profile tiers" and the inclusion of those tiers on the corresponding RFT message. This amendment also makes corresponding changes to the other identified sections as a result of the segmentation-related amendments. The changes apply to all Subscribers that seek liquidity and does not apply to the Broker-Dealer Operator, as the Broker-Dealer Operator does not enter orders into the CODA ATS.

amendment_reason

This correcting amendment revises: Part I, Item 7 to reflect the move of CODA's matching engine to NY5; Part II, Item 6(b) to also reflect the move of CODA's matching engine to NY5 and provide clarifying language regarding the service and support teams provided by both NY5 and NJ2 data centers, including their lack of access to confidential trading information; and Part III, Item 6(a) to provide clarifying language related to CODA's matching engine residing in NY5. The changes impact and are the same for all Subscribers and the Broker Dealer Operator.

ats_name

CODA MARKETS, INC

ats_name

CODA Markets, Inc.

operator_crd

000036187

operator_name

CODA MARKETS, INC.

order_types

CODA operates on an on-demand order-initiated, auction-based market structure offering three Auction Types, CODA MICRO, CODA BLOCK and CODA FUSE. Each Auction Type supports certain order types and may handle order types differently based on the Auction Type and capacity ("Liquidity Seeker" vs. "Liquidity Provider" as designated by FIX tag) in which an order is interacting on the ATS. Subscribers can review, complete and submit CODA's "Auction Order Handling Configuration Request Form" which provides an overview of CODA ATS order handling defaults for orders, conditional interests and firm up orders (all of which are also discussed extensively in Form ATS-N). Customized order handling can be requested via the form and the available options are also listed in Part III, Item 11.c of Form ATS-N. The form is available on the CODA website (www.codamarkets.com) and applies to non-FLARE eligible (non-routable) orders from Liquidity Seekers. Unless otherwise requested by a Subscriber when setting up their FLARE routing strategy, CODA Markets retains discretion on CODA ATS auction type and auction order handling configuration for Subscribers when using routable FLARE eligible strategies. CODA will discuss with the Subscriber and review any specific Participant requests regarding handling of their FLARE eligible (routable) order flow. "Liquidity Seeker" orders and conditional interests participate on CODA by: - Initiating on-demand auctions, or in the case of conditional interests, removing liquidity via the FUSE Auction type; - Resting orders and/or conditional interests to participate in future auctions initiated by other Liquidity Seeker orders; and/or - Liquidity Seeker orders (not conditional interests) using CODA's outbound order router, FLARE. "Liquidity Provider" orders and Inbound IOIs participate on CODA by: - Responding with orders to on-demand auctions initiated by Liquidity Seeker orders; and/or - Resting Inbound Indications-of-Interests ("Inbound IOIs") in the CODA Book to participate in future CODA FUSE auctions CODA MICRO accepts and handles the following order types from Liquidity Seekers: - Limit - Market - Pegged (midpoint, primary, market). Peg Offset is allowed for primary and market pegged orders and discussed in detail in this item below. - Resting - Resting orders reside in the CODA Order Book ("CODA Book") and allow Liquidity Seekers to interact with and execute against order flow from other Liquidity Seekers if the resting order provides executable liquidity to any of the auction types or matching protocols discussed in this document. Resting orders do not have priority over Liquidity Provider responses and are subject to the same price / size / time matching priority used in CODA MICRO auctions (see description in Part III, Item 11(c)). In other words, in CODA MICRO, if two resting orders have the same price and are on the same side, then the resting order with the larger quantity is awarded priority over the smaller resting order, up to the resting order's quantity. In a case where both price and size are equal, priority will be awarded to the resting order with the earlier time stamp of receipt. At CODA's discretion, resting orders can be deemed ineligible to interact with certain CODA MICRO auctions. For example, a Subscriber's negotiated fee for initiating and executing in CODA MICRO may be a rebate higher than the average negotiated fee charged to other Subscribers for resting orders in the CODA Book (see detail on Fees in Part III, Item 19). As a result, CODA Markets would be expected to pay a rebate to the initiating Subscriber that is of a greater amount than what it charged to the Subscriber resting in the CODA Book. Since CODA Markets would lose money on the trade, this is an example of why resting orders can be deemed ineligible for interaction in an initiating Subscriber's CODA MICRO auctions. Conditional - Conditional liquidity from Liquidity Seekers is referred to as "Conditional Interests". Conditional interests and "firm up" orders do not initiate CODA MICRO auctions. Conditional interests allow Liquidity Seekers to provide liquidity to auctions initiated by other liquidity-seeking orders and remove liquidity upon receipt via CODA FUSE (see description in Part III, Item 11(c)). In CODA MICRO auctions, conditional interests and "firm up" orders are deemed a supplemental liquidity source and only trade with residual shares of an auction-initiating order once the CODA MICRO auction is complete. At that time, if an eligible CODA MICRO initiating order is executable against a contra conditional interest then the conditional interest is invited to firm up. Conditional interests may be entered as Market, Limit or Pegged. A conditional interest must be replaced with a firm (Market, Limit or Pegged) order prior to execution. The process of replacing conditional interests with firm orders, known as a "firm up", introduces latency to the execution process. As such, Liquidity Seekers may opt out of interacting with conditional interests and "firm up" orders. Additionally, CODA can opt out certain CODA FLARE-eligible orders of interacting with conditional interests as needed to achieve the execution goals of the specific FLARE strategy and to optimize performance. For example, the performance of certain FLARE strategies could be negatively impacted by the latency of the "firm up" process. CODA can peg Conditional interests to the midpoint of the NBBO by default at the request of the Liquidity Seeker. Conditional interests and firm ups that are tagged for CODA MICRO are eligible to receive invites from and provide liquidity to all other auction types, unless requested otherwise by the Subscriber. CODA BLOCK accepts and handles the following Order Types from Liquidity Seekers: - Market - Market orders are treated as market pegged orders. - Limit Orders - Pegged Orders - Market, primary and midpoint pegged orders are all accepted and are handled the same as pegged orders in CODA MICRO. - Resting - Resting orders greater than or equal to 1,000 shares and residing in the CODA Book are eligible to interact with CODA BLOCK auctions. Resting orders are reserved as participating orders in a CODA BLOCK auction during the Phase 3 Auction Alert (see description of CODA BLOCK in Part III, Item 11 (c)). Conditional - Conditional interests and "firm up orders" can only participate (not initiate) in CODA BLOCK auctions. Conditional interests sent to CODA BLOCK will remove liquidity using the CODA FUSE logic upon receipt (see description in Part III, Item 11(c)). Conditional interest invites will include an indication that the invite is for a CODA BLOCK auction. CODA BLOCK auction conditional interest invites will be sent to all eligible conditional interests in that symbol regardless of side, size and price of the initiating order. The CODA BLOCK invite does not indicate the explicit side, size or price of the initiating order, but instead echoes the information from the conditional interest of the Subscriber receiving the invite. Therefore, the CODA BLOCK invite is deemed to be symbol-only in nature. As with all participating orders, "firm up" orders submitted to a CODA BLOCK auction must be at least 1,000 shares to be eligible. "Firm up" orders must be Limit or Pegged Orders (Market orders will be rejected). Conditional interests whose "firm up" orders are submitted to a CODA BLOCK auction are treated with the same priorities and on the same basis as other participating orders. Due to the multilateral (potential for more than two counterparties to participate in a single auction with one print to the tape) matching rules of CODA BLOCK (discussed in detail in Part III, Item 11 (c)), conditional interests and their subsequent "firm up" orders may not participate in the allocation process due to their limit price, minimum fill quantity or other order instructions even following receipt of an invite. As a result of the symbol-only nature of the CODA BLOCK conditional interest invite, Subscribers may choose to not submit a "firm up" order. Any unfilled shares on a "firm up" order will be cancelled back to the Subscriber at the completion of the auction. Unless requested otherwise, conditional interests and firm ups that are tagged for CODA BLOCK are only eligible to receive invites from and provide liquidity to CODA BLOCK auctions. CODA FUSE accepts and handles the following Order Types from Liquidity Seekers: - Market - Market orders are treated as market pegged orders. - Limit - Pegged Orders - Market, primary and midpoint pegged orders are all accepted and are handled the same as pegged orders in CODA MICRO. - Resting - Resting orders greater than or equal to 100 shares, or of at least $5,000 in in notional value, and tagged for CODA FUSE are eligible to provide liquidity to CODA FUSE auctions as well as all other auction types, unless requested otherwise by the Subscriber. - Conditional - Conditional interests sent to CODA FUSE will, upon receipt, attempt to remove liquidity using the CODA FUSE auction type (discussed in detail in Part III, Item 11 (c)). If a trade opportunity is identified, an invite will be sent to the Liquidity Seeker, as well as other Liquidity Seekers whose conditional interests represent executable liquidity in the CODA FUSE auction. Conditional interest invites will include an indication that the invite is for a CODA FUSE auction. As with all participating orders from Liquidity Seekers, "firm up" orders submitted to a CODA FUSE auction must be at least 100 shares, or of at least $5,000 in notional value, to be eligible. Due to the multilateral (potential for more than two counterparties to participate in a single auction with one print to the tape) matching rules of CODA FUSE (discussed in detail in Part III, Item 11 (c)), conditional interests and their subsequent "firm up" orders may not participate in the allocation process due to their limit price, minimum fill quantity or other order instructions being incompatible even following receipt of an invite. Conditional interests and firm ups that are tagged for CODA FUSE are eligible to receive invites from and provide liquidity to all other auction types, unless requested otherwise by the Subscriber. CODA MICRO, CODA BLOCK and CODA FUSE accept and handle Liquidity Provider orders as follows: - All CODA auction types and matching protocols allow Liquidity Providers to generate firm IOC orders in response to liquidity-seeking order flow. When responding to CODA MICRO "price improvement auctions" and CODA BLOCK RFT/Auction Alerts, the Liquidity Provider responses remain tagged as IOC; however, eligible responses are paused for the full length of the auction in order for CODA to identify and complete the price discovery process (discussed in detail in Part III, Item 11 (c)). - Liquidity Providers may send Pegged Orders (midpoint, market, primary). Peg Offset is allowed for primary and market pegged orders and discussed in detail later in this section. - Liquidity Providers may send orders with discretion offset to provide additional price improvement to their orders. Discretion offset values may be no smaller than $0.01. - At the completion of any CODA auction, unfilled Liquidity Provider responses are cancelled. Liquidity Providers may only enter orders when responding to an RFT/Auction Alert. All Liquidity Provider orders are treated as IOC and are not eligible for routing via FLARE. If Liquidity Providers send Day orders they will be treated as IOC as described above. CODA FUSE accepts and handles Liquidity Provider conditional liquidity as follows: - Conditional liquidity from Liquidity Providers is referred to as "Inbound IOIs". - Inbound IOIs allow Liquidity Providers to express their CODA FUSE trading interests through non-executable messages that rest at CODA. - Inbound IOIs and "firm up" orders may be entered as Limit or Pegged, with or without offset, similar to Liquidity Provider orders (discussed above). - Inbound IOIs are required to contain symbol, side and size, and typically contain price instructions from the Liquidity Provider; however, if price is not present then CODA treats the Inbound IOI as a primary peg (or midpoint peg upon request). - Similar to conditional interests, inbound IOIs are invited to "firm up" their inbound IOI with an order when CODA FUSE identifies a trade opportunity that includes the liquidity represented by the inbound IOI. - Unlike conditional interests, inbound IOIs do not attempt to remove liquidity via CODA FUSE upon receipt, they only respond to invites. - Inbound IOIs are not included in CODA MICRO and CODA BLOCK auctions. Priority is determined by the matching engine logic and rules of engagement of each Auction Type as discussed in Part III, Item 11. Any conditions affecting rank and/or price for execution are defined throughout this Item and in the Auction Type descriptions detailed in Part III, Item 11(c). Orders (non-conditional) tagged for and directed to CODA BLOCK are only eligible to participate in CODA BLOCK auctions. Day orders tagged for and directed to CODA MICRO or CODA FUSE are eligible to participate in CODA BLOCK auctions while resting in the CODA Book and of at least 1,000 shares. Day orders tagged for and directed to CODA MICRO are eligible to participate in CODA FUSE auctions while resting in the CODA Book and of at least 100 shares or $5,000 in notional value. Resting orders and conditional interests are defined as liquidity-providing order types. As a result, Liquidity Seekers using these order types may award price improvement to the contra side counterparty. For purposes of this filing, CODA will refer to "remove liquidity" as initiating an auction and "adding liquidity/resting orders/post-only orders" as participating in auctions/responding orders. Subscribers wishing to trade on CODA strictly by participating in auctions initiated by other Subscribers may do so via the following means: 1) Participate via the Liquidity Provider FIX Specification and/or Inbound IOI FIX Specification 2) Nonmarketable orders by rule do not initiate auctions. Liquidity Seekers sending orders that are nonmarketable, defined by default as buy orders with a limit price less than or equal to NBB or sell orders with a limit price greater than or equal to NBO at the time of receipt, will not initiate auctions. Subscribers may also request to treat orders priced greater than NBB and less than NBO as nonmarketable. Based on Subscriber preference, nonmarketable Day orders may rest in the CODA Book to participate in future auctions or cancel back to the Subscriber. 3) Request a participate only (post-only) configuration. In this case, FIX tags are used on an order-by-order basis as order handling instructions for CODA. 4) Subscribers may instruct CODA to handle an order as a resting order via a custom time-in-force value (Tag 59 = A). As previously discussed, CODA supports pegged orders from both Liquidity Seekers and Liquidity Providers. The supported pegged order types or execution instructions are: - MIDPOINT - Midpoint pegged orders allow the Liquidity Seeker to use any of the auction types or matching protocols to source liquidity at the midpoint of the NBBO or better ("Midpoint Order"). CODA identifies an order as a Midpoint Order in each CODA MICRO RFT/Auction Alert sent to the Liquidity Providers (does not apply to CODA FUSE and CODA BLOCK auctions). When responding to auctions, a Liquidity Provider can send a Midpoint Pegged Order in response. Using both CODA's market data feed and the limit prices (if present) on the Subscribers' orders, CODA matches the Liquidity Seeker and Liquidity Provider(s) at the midpoint of the NBBO and prints to the TRF. - MARKET - Market pegged orders allow Subscribers to instruct CODA to execute its order at the current market price. Market pegged orders maintain a limit price equal to the NBO for buy orders and a limit price equal to the NBB for sell/sell short orders. - PRIMARY - Primary pegged orders allow the Subscribers to instruct CODA to execute its order at a limit price that is relative to the NBBO. Primary pegged orders maintain a limit price equal to the NBB for buy orders and a limit price equal to the NBO for sell/sell short orders. Non-marketable Liquidity Seeker primary pegged orders do not initiate auctions but instead they rest, eligible to participate in future auctions. CODA supports peg offset instructions from both Liquidity Seekers and Liquidity Providers. Subscribers may add offset (at a value no less than $0.01 for stocks priced above $1.00) to market and primary pegged order instructions. This will maintain a limit price above or below the NBBO equal to offset value. Peg offset is supported on Primary and Market pegs only. To provide price improvement to Liquidity Seekers via limit orders, Liquidity Providers can populate an additional FIX tag (discretion offset) in their response. This tag will identify the amount (numeric value) to which they are willing to provide price improvement beyond their limit price. When CODA matches a Liquidity Provider's order indicating a willingness to provide price improvement against a liquidity-seeking order, CODA's matching logic adds the value in that FIX tag to the limit price on the Liquidity Provider's order to calculate the final price for the trade. Liquidity Providers may provide price improvement instructions to limit orders based on their limit price (discretion offset) as well as offset to pegged orders based on the NBBO (peg offset). Except for trading in stocks priced below $1.00, CODA does not accept orders with sub-penny values in the price tag; however, midpoint executions may occur at sub-penny values. Liquidity Seekers may instruct CODA to default orders to a midpoint pegged order type. Pegged orders are treated the same as non-pegged orders in terms of priority. CODA does not adjust limit prices or peg type based on NBBO or other market conditions. Liquidity Providers' orders are not eligible for routing to other Trading Centers. Liquidity Seekers' instruct CODA to route orders to other Trading Centers via FIX tags and as discussed with the Subscriber (verbally, in writing or both) during the onboarding process and ongoing support conversations. Both Day and IOC orders can be eligible for outbound routing. Custom time-in-force values (Tag 59 = 9, Tag 59 = B and 59 = A) in addition to the standard values for Day and IOC orders (Tag 59 = 0 and Tag 59 = 3) are supported by CODA. The custom TIF values instruct CODA to either route or not route orders on an order-by-order basis. Subscribers interested in using custom TIF values can request information from CODA at any time. All auction types allow time-in-force instructions of Day and IOC. A Day order is an order that automatically expires if it is not executed before the end of the trading day on which the order was entered. Subscribers can cancel Day orders at their discretion during the trading day. An IOC order is an order that executes all or part immediately and automatically cancels any unfilled portion of the order. CODA handles IOC orders as follows: Auction-initiating orders with time-in-force instructions of IOC survive for the length of the auction unless successfully cancelled by the Subscriber before the end of the auction. Responding orders to CODA MICRO (Price Improvement Auction), CODA FUSE and CODA BLOCK with time-in-force instructions of IOC can survive for the length of the auction unless successfully cancelled by the Subscriber. Liquidity Provider orders (non-conditional) are all treated as IOC. Time-in-force instructions of Day from Liquidity Provider orders will be accepted, but the order will still be treated as IOC. All orders types can be modified to update price, quantity, order type (limit to market, or vice versa) and side (sell to sell short, or vice versa). Other modifications are not allowed. CODA BLOCK and CODA FUSE orders and/or conditional interests modified to reduce quantity will be rejected if the reduced quantity violates initiating or participation requirements. All order types can be replaced with the allowed modifications identified above. All order types can be cancelled at any time by the Subscriber including during a CODA auction, after a CODA auction, while an order is routing out via FLARE and while an order is resting at CODA or an away trading center. CODA will process cancel requests immediately upon receipt, but executions may occur before the cancel request is fully processed. Order types may be rejected for several reasons including a violation of CODA's FIX specifications, Subscribers' risk limits (discussed in Part III, Item 2) or the product requirements of CODA's three auction types (discussed in detail in Part III, Item 11(c). An order for one auction type cannot by modified or replaced to a different auction type. Availability of order types is not determined by form of physical connectivity to CODA ATS. FIX sessions are, however, configured as either Liquidity Seeker or Liquidity Provider, not both. Subscribers wishing to act in the capacity of both a Liquidity Seeker and Liquidity Provider must do so over unique FIX sessions. Subscribers using third party OMS/EMS vendors or algorithms to enter orders to CODA ATS may be limited with respect to entering orders into CODA based on the limitations of the third-party provider. For example, one EMS vendor may offer its clients pegging functionality while another EMS vendor does not.

order_types

CODA operates on an on-demand order-initiated, auction-based market structure offering three Auction Types, CODA MICRO, CODA BLOCK and CODA FUSE. Each Auction Type supports certain order types and may handle order types differently based on the Auction Type and capacity ("Liquidity Seeker" vs. "Liquidity Provider" as designated by FIX tag) in which an order is interacting on the ATS. Subscribers can review, complete and submit CODA's "Auction Order Handling Configuration Request Form" which provides an overview of CODA ATS order handling defaults for orders, conditional interests and firm up orders (all of which are also discussed extensively in Form ATS-N). Customized order handling can be requested via the form and the available options are also listed in Part III, Item 11.c of Form ATS-N. The form is available on the CODA website (www.codamarkets.com) and applies to non-FLARE eligible (non-routable) orders from Liquidity Seekers. Unless otherwise requested by a Subscriber when setting up their FLARE routing strategy, CODA Markets retains discretion on CODA ATS auction type and auction order handling configuration for Subscribers when using routable FLARE eligible strategies. CODA will discuss with the Subscriber and review any specific Participant requests regarding handling of their FLARE eligible (routable) order flow. "Liquidity Seeker" orders and conditional interests participate on CODA by: - Initiating on-demand auctions, or in the case of conditional interests, removing liquidity via the FUSE Auction type; - Resting orders and/or conditional interests to participate in future auctions initiated by other Liquidity Seeker orders; and/or - Liquidity Seeker orders (not conditional interests) using CODA's outbound order router, FLARE. "Liquidity Provider" orders and Inbound IOIs participate on CODA by: - Responding with orders to on-demand auctions initiated by Liquidity Seeker orders; and/or - Resting Inbound Indications-of-Interests ("Inbound IOIs") in the CODA Book to participate in future CODA FUSE auctions CODA MICRO accepts and handles the following order types from Liquidity Seekers: - Limit - Market - Pegged (midpoint, primary, market). Peg Offset is allowed for primary and market pegged orders and discussed in detail in this item below. - Resting - Resting orders reside in the CODA Order Book ("CODA Book") and allow Liquidity Seekers to interact with and execute against order flow from other Liquidity Seekers if the resting order provides executable liquidity to any of the auction types or matching protocols discussed in this document. Resting orders do not have priority over Liquidity Provider responses and are subject to the same price / size / time matching priority used in CODA MICRO auctions (see description in Part III, Item 11(c)). In other words, in CODA MICRO, if two resting orders have the same price and are on the same side, then the resting order with the larger quantity is awarded priority over the smaller resting order, up to the resting order's quantity. In a case where both price and size are equal, priority will be awarded to the resting order with the earlier time stamp of receipt. At CODA's discretion, resting orders can be deemed ineligible to interact with certain CODA MICRO auctions. For example, a Subscriber's negotiated fee for initiating and executing in CODA MICRO may be a rebate higher than the average negotiated fee charged to other Subscribers for resting orders in the CODA Book (see detail on Fees in Part III, Item 19). As a result, CODA Markets would be expected to pay a rebate to the initiating Subscriber that is of a greater amount than what it charged to the Subscriber resting in the CODA Book. Since CODA Markets would lose money on the trade, this is an example of why resting orders can be deemed ineligible for interaction in an initiating Subscriber's CODA MICRO auctions. Conditional - Conditional liquidity from Liquidity Seekers is referred to as "Conditional Interests". Conditional interests and "firm up" orders do not initiate CODA MICRO auctions. Conditional interests allow Liquidity Seekers to provide liquidity to auctions initiated by other liquidity-seeking orders and remove liquidity upon receipt via CODA FUSE (see description in Part III, Item 11(c)). In CODA MICRO auctions, conditional interests and "firm up" orders are deemed a supplemental liquidity source and only trade with residual shares of an auction-initiating order once the CODA MICRO auction is complete. At that time, if an eligible CODA MICRO initiating order is executable against a contra conditional interest then the conditional interest is invited to firm up. Conditional interests may be entered as Market, Limit or Pegged. A conditional interest must be replaced with a firm (Market, Limit or Pegged) order prior to execution. The process of replacing conditional interests with firm orders, known as a "firm up", introduces latency to the execution process. As such, Liquidity Seekers may opt out of interacting with conditional interests and "firm up" orders. Additionally, CODA can opt out certain CODA FLARE-eligible orders of interacting with conditional interests as needed to achieve the execution goals of the specific FLARE strategy and to optimize performance. For example, the performance of certain FLARE strategies could be negatively impacted by the latency of the "firm up" process. CODA can peg Conditional interests to the midpoint of the NBBO by default at the request of the Liquidity Seeker. Conditional interests and firm ups that are tagged for CODA MICRO are eligible to receive invites from and provide liquidity to all other auction types, unless requested otherwise by the Subscriber. CODA BLOCK accepts and handles the following Order Types from Liquidity Seekers: - Market - Market orders are treated as market pegged orders. - Limit Orders - Pegged Orders - Market, primary and midpoint pegged orders are all accepted and are handled the same as pegged orders in CODA MICRO. - Resting - Resting orders greater than or equal to 1,000 shares and residing in the CODA Book are eligible to interact with CODA BLOCK auctions. Resting orders are reserved as participating orders in a CODA BLOCK auction during the Phase 3 Auction Alert (see description of CODA BLOCK in Part III, Item 11 (c)). Conditional - Conditional interests and "firm up orders" can only participate (not initiate) in CODA BLOCK auctions. Conditional interests sent to CODA BLOCK will remove liquidity using the CODA FUSE logic upon receipt (see description in Part III, Item 11(c)). Conditional interest invites will include an indication that the invite is for a CODA BLOCK auction. CODA BLOCK auction conditional interest invites will be sent to all eligible conditional interests in that symbol regardless of side, size and price of the initiating order. The CODA BLOCK invite does not indicate the explicit side, size or price of the initiating order, but instead echoes the information from the conditional interest of the Subscriber receiving the invite. Therefore, the CODA BLOCK invite is deemed to be symbol-only in nature. As with all participating orders, "firm up" orders submitted to a CODA BLOCK auction must be at least 1,000 shares to be eligible. "Firm up" orders must be Limit or Pegged Orders (Market orders will be rejected). Conditional interests whose "firm up" orders are submitted to a CODA BLOCK auction are treated with the same priorities and on the same basis as other participating orders. Due to the multilateral (potential for more than two counterparties to participate in a single auction with one print to the tape) matching rules of CODA BLOCK (discussed in detail in Part III, Item 11 (c)), conditional interests and their subsequent "firm up" orders may not participate in the allocation process due to their limit price, minimum fill quantity or other order instructions even following receipt of an invite. As a result of the symbol-only nature of the CODA BLOCK conditional interest invite, Subscribers may choose to not submit a "firm up" order. Any unfilled shares on a "firm up" order will be cancelled back to the Subscriber at the completion of the auction. Unless requested otherwise, conditional interests and firm ups that are tagged for CODA BLOCK are only eligible to receive invites from and provide liquidity to CODA BLOCK auctions. CODA FUSE accepts and handles the following Order Types from Liquidity Seekers: - Market - Market orders are treated as market pegged orders. - Limit - Pegged Orders - Market, primary and midpoint pegged orders are all accepted and are handled the same as pegged orders in CODA MICRO. - Resting - Resting orders greater than or equal to 100 shares, or of at least $5,000 in in notional value, and tagged for CODA FUSE are eligible to provide liquidity to CODA FUSE auctions as well as all other auction types, unless requested otherwise by the Subscriber. - Conditional - Conditional interests sent to CODA FUSE will, upon receipt, attempt to remove liquidity using the CODA FUSE auction type (discussed in detail in Part III, Item 11 (c)). If a trade opportunity is identified, an invite will be sent to the Liquidity Seeker, as well as other Liquidity Seekers whose conditional interests represent executable liquidity in the CODA FUSE auction. Conditional interest invites will include an indication that the invite is for a CODA FUSE auction. As with all participating orders from Liquidity Seekers, "firm up" orders submitted to a CODA FUSE auction must be at least 100 shares, or of at least $5,000 in notional value, to be eligible. Due to the multilateral (potential for more than two counterparties to participate in a single auction with one print to the tape) matching rules of CODA FUSE (discussed in detail in Part III, Item 11 (c)), conditional interests and their subsequent "firm up" orders may not participate in the allocation process due to their limit price, minimum fill quantity or other order instructions being incompatible even following receipt of an invite. Conditional interests and firm ups that are tagged for CODA FUSE are eligible to receive invites from and provide liquidity to all other auction types, unless requested otherwise by the Subscriber. CODA MICRO, CODA BLOCK and CODA FUSE accept and handle Liquidity Provider orders as follows: - All CODA auction types and matching protocols allow Liquidity Providers to generate firm IOC orders in response to liquidity-seeking order flow. When responding to CODA MICRO "price improvement auctions" and CODA BLOCK RFT/Auction Alerts, the Liquidity Provider responses remain tagged as IOC; however, eligible responses are paused for the full length of the auction in order for CODA to identify and complete the price discovery process (discussed in detail in Part III, Item 11 (c)). - Liquidity Providers may send Pegged Orders (midpoint, market, primary). Peg Offset is allowed for primary and market pegged orders and discussed in detail later in this section. - Liquidity Providers may send orders with discretion offset to provide additional price improvement to their orders. Discretion offset values may be no smaller than $0.01. - At the completion of any CODA auction, unfilled Liquidity Provider responses are cancelled. Liquidity Providers may only enter orders when responding to an RFT/Auction Alert. All Liquidity Provider orders are treated as IOC and are not eligible for routing via FLARE. If Liquidity Providers send Day orders they will be treated as IOC as described above. CODA FUSE accepts and handles Liquidity Provider conditional liquidity as follows: - Conditional liquidity from Liquidity Providers is referred to as "Inbound IOIs". - Inbound IOIs allow Liquidity Providers to express their CODA FUSE trading interests through non-executable messages that rest at CODA. - Inbound IOIs and "firm up" orders may be entered as Limit or Pegged, with or without offset, similar to Liquidity Provider orders (discussed above). - Inbound IOIs are required to contain symbol, side and size, and typically contain price instructions from the Liquidity Provider; however, if price is not present then CODA treats the Inbound IOI as a primary peg (or midpoint peg upon request). - Similar to conditional interests, inbound IOIs are invited to "firm up" their inbound IOI with an order when CODA FUSE identifies a trade opportunity that includes the liquidity represented by the inbound IOI. - Unlike conditional interests, inbound IOIs do not attempt to remove liquidity via CODA FUSE upon receipt, they only respond to invites. - Inbound IOIs are not included in CODA MICRO and CODA BLOCK auctions. Priority is determined by the matching engine logic and rules of engagement of each Auction Type as discussed in Part III, Item 11. Any conditions affecting rank and/or price for execution are defined throughout this Item and in the Auction Type descriptions detailed in Part III, Item 11(c). Orders (non-conditional) tagged for and directed to CODA BLOCK are only eligible to participate in CODA BLOCK auctions. Day orders tagged for and directed to CODA MICRO or CODA FUSE are eligible to participate in CODA BLOCK auctions while resting in the CODA Book and of at least 1,000 shares. Day orders tagged for and directed to CODA MICRO are eligible to participate in CODA FUSE auctions while resting in the CODA Book and of at least 100 shares or $5,000 in notional value. Resting orders and conditional interests are defined as liquidity-providing order types. As a result, Liquidity Seekers using these order types may award price improvement to the contra side counterparty. For purposes of this filing, CODA will refer to "remove liquidity" as initiating an auction and "adding liquidity/resting orders/post-only orders" as participating in auctions/responding orders. Subscribers wishing to trade on CODA strictly by participating in auctions initiated by other Subscribers may do so via the following means: 1) Participate via the Liquidity Provider FIX Specification and/or Inbound IOI FIX Specification 2) Nonmarketable orders by rule do not initiate auctions. Liquidity Seekers sending orders that are nonmarketable, defined by default as buy orders with a limit price less than or equal to NBB or sell orders with a limit price greater than or equal to NBO at the time of receipt, will not initiate auctions. Subscribers may also request to treat orders priced greater than NBB and less than NBO as nonmarketable. Based on Subscriber preference, nonmarketable Day orders may rest in the CODA Book to participate in future auctions or cancel back to the Subscriber. 3) Request a participate only (post-only) configuration. In this case, FIX tags are used on an order-by-order basis as order handling instructions for CODA. 4) Subscribers may instruct CODA to handle an order as a resting order via a custom time-in-force value (Tag 59 = A). As previously discussed, CODA supports pegged orders from both Liquidity Seekers and Liquidity Providers. The supported pegged order types or execution instructions are: - MIDPOINT - Midpoint pegged orders allow the Liquidity Seeker to use any of the auction types or matching protocols to source liquidity at the midpoint of the NBBO or better ("Midpoint Order"). CODA identifies an order as a Midpoint Order in each CODA MICRO RFT/Auction Alert sent to the Liquidity Providers (does not apply to CODA FUSE and CODA BLOCK auctions). When responding to auctions, a Liquidity Provider can send a Midpoint Pegged Order in response. Using both CODA's market data feed and the limit prices (if present) on the Subscribers' orders, CODA matches the Liquidity Seeker and Liquidity Provider(s) at the midpoint of the NBBO and prints to the TRF. - MARKET - Market pegged orders allow Subscribers to instruct CODA to execute its order at the current market price. Market pegged orders maintain a limit price equal to the NBO for buy orders and a limit price equal to the NBB for sell/sell short orders. - PRIMARY - Primary pegged orders allow the Subscribers to instruct CODA to execute its order at a limit price that is relative to the NBBO. Primary pegged orders maintain a limit price equal to the NBB for buy orders and a limit price equal to the NBO for sell/sell short orders. Non-marketable Liquidity Seeker primary pegged orders do not initiate auctions but instead they rest, eligible to participate in future auctions. CODA supports peg offset instructions from both Liquidity Seekers and Liquidity Providers. Subscribers may add offset (at a value no less than $0.01 for stocks priced above $1.00) to market and primary pegged order instructions. This will maintain a limit price above or below the NBBO equal to offset value. Peg offset is supported on Primary and Market pegs only. To provide price improvement to Liquidity Seekers via limit orders, Liquidity Providers can populate an additional FIX tag (discretion offset) in their response. This tag will identify the amount (numeric value) to which they are willing to provide price improvement beyond their limit price. When CODA matches a Liquidity Provider's order indicating a willingness to provide price improvement against a liquidity-seeking order, CODA's matching logic adds the value in that FIX tag to the limit price on the Liquidity Provider's order to calculate the final price for the trade. Liquidity Providers may provide price improvement instructions to limit orders based on their limit price (discretion offset) as well as offset to pegged orders based on the NBBO (peg offset). Except for trading in stocks priced below $1.00, CODA does not accept orders with sub-penny values in the price tag; however, midpoint executions may occur at sub-penny values. Liquidity Seekers may instruct CODA to default orders to a midpoint pegged order type. Pegged orders are treated the same as non-pegged orders in terms of priority. CODA does not adjust limit prices or peg type based on NBBO or other market conditions. Liquidity Providers' orders are not eligible for routing to other Trading Centers. Liquidity Seekers' instruct CODA to route orders to other Trading Centers via FIX tags and as discussed with the Subscriber (verbally, in writing or both) during the onboarding process and ongoing support conversations. Both Day and IOC orders can be eligible for outbound routing. Custom time-in-force values (Tag 59 = 9, Tag 59 = B and 59 = A) in addition to the standard values for Day and IOC orders (Tag 59 = 0 and Tag 59 = 3) are supported by CODA. The custom TIF values instruct CODA to either route or not route orders on an order-by-order basis. Subscribers interested in using custom TIF values can request information from CODA at any time. All auction types allow time-in-force instructions of Day and IOC. A Day order is an order that automatically expires if it is not executed before the end of the trading day on which the order was entered. Subscribers can cancel Day orders at their discretion during the trading day. An IOC order is an order that executes all or part immediately and automatically cancels any unfilled portion of the order. CODA handles IOC orders as follows: Auction-initiating orders with time-in-force instructions of IOC survive for the length of the auction unless successfully cancelled by the Subscriber before the end of the auction. Responding orders to CODA MICRO (Price Improvement Auction), CODA FUSE and CODA BLOCK with time-in-force instructions of IOC can survive for the length of the auction unless successfully cancelled by the Subscriber. Liquidity Provider orders (non-conditional) are all treated as IOC. Time-in-force instructions of Day from Liquidity Provider orders will be accepted, but the order will still be treated as IOC. All orders types can be modified to update price, quantity, order type (limit to market, or vice versa) and side (sell to sell short, or vice versa). Other modifications are not allowed. CODA BLOCK and CODA FUSE orders and/or conditional interests modified to reduce quantity will be rejected if the reduced quantity violates initiating or participation requirements. All order types can be replaced with the allowed modifications identified above. All order types can be cancelled at any time by the Subscriber including during a CODA auction, after a CODA auction, while an order is routing out via FLARE and while an order is resting at CODA or an away trading center. CODA will process cancel requests immediately upon receipt, but executions may occur before the cancel request is fully processed. Order types may be rejected for several reasons including a violation of CODA's FIX specifications, Subscribers' risk limits (discussed in Part III, Item 2) or the product requirements of CODA's three auction types (discussed in detail in Part III, Item 11(c). An order for one auction type cannot by modified or replaced to a different auction type. Availability of order types is not determined by form of physical connectivity to CODA ATS. FIX sessions are, however, configured as either Liquidity Seeker or Liquidity Provider, not both. Subscribers wishing to act in the capacity of both a Liquidity Seeker and Liquidity Provider must do so over unique FIX sessions. Subscribers using third party OMS/EMS vendors or algorithms to enter orders to CODA ATS may be limited with respect to entering orders into CODA based on the limitations of the third-party provider. For example, one EMS vendor may offer its clients pegging functionality while another EMS vendor does not.

order_types

CODA operates on an on-demand order-initiated, auction-based market structure offering two Auction Types, CODA MICRO and CODA BLOCK. Each Auction Type supports certain order types and may handle order types differently based on the Auction Type and capacity ("Liquidity Seeker" vs. "Liquidity Provider") in which an order is interacting on the ATS. "Liquidity Seeker" orders participate on CODA by: - Initiating on-demand auctions; - Resting orders (firm and/or conditional) to participate in future auctions initiated by other Liquidity Seeker orders; and - Using CODA's outbound order router, FLARE. "Liquidity Provider" orders participate on CODA by: - Responding with orders to on-demand auctions initiated by Liquidity Seeker orders CODA MICRO accepts and handles the following order types from Liquidity Seekers: - Limit - Market - Pegged (midpoint, primary, market). Peg Offset is allowed for primary and market pegged orders and discussed in detail in this item below. - Managed - Managed Orders reside in CODA's Managed Order Facility ("MOF") and allow Liquidity Seekers to interact with and execute against order flow from other Liquidity Seekers if the Managed order provides executable liquidity to any of the auction types or matching protocols discussed in this document. Managed Orders do not have priority over Liquidity Provider responses and are subject to the same price / size / time matching priority used in CODA MICRO auctions (see description in Part III, Item 11(c)). In other words, in CODA MICRO, if two Managed Orders have the same price and are on the same side, then the Managed Order with the larger quantity is awarded priority over the smaller Managed Order, up to the Managed Order's quantity. In a case where both price and size are equal, priority will be awarded to the Managed Order with the earlier time stamp of receipt. At CODA's discretion, Managed Orders can be deemed ineligible to interact with certain auctions. For example, a Subscriber's negotiated fee for initiating and executing in CODA MICRO may be a rebate higher than the average negotiated fee charged to other Subscribers for resting Managed Orders in the MOF (see detail on Fees in Part III, Item 19). As a result, CODA Markets would be expected to pay a rebate to the initiating Subscriber that is of a greater amount than what it charged to the Subscriber resting in the MOF. Since CODA Markets would lose money on the trade, this is an example of why Managed Orders can be deemed ineligible for interaction in an initiating Subscriber's CODA MICRO auctions. - Conditional - Conditional interests and "firm up" orders are a type of Managed Order, do not initiate CODA MICRO auctions and allow Liquidity Seekers to provide liquidity to auctions initiated by other liquidity-seeking orders. In CODA MICRO auctions, conditional interests and 'firm up" orders are deemed a supplemental liquidity source and only trade with residual shares of an auction-initiating order once the auction is complete. At that time, if an eligible CODA MICRO initiating order is executable against a contra conditional interest then the conditional interest is invited to firm up. Conditional interests may be entered as Market, Limit or Pegged. A conditional interest must be replaced with a firm (Market, Limit or Pegged) order prior to execution. The process of replacing conditional interests with firm orders, known as a "firm up," introduces latency to the execution process. As such, Liquidity Seekers may opt out of interacting with conditional interests and "firm up" orders. Additionally, CODA can opt out certain CODA FLARE-eligible orders of interacting with conditional interests as needed to achieve the execution goals of the specific FLARE strategy and to optimize performance. For example, the performance of certain FLARE strategies could be negatively impacted by the latency of the "firm up" process. CODA can peg Conditional interests to the midpoint of the NBBO by default at the request of the Liquidity Seeker. CODA BLOCK accepts and handles the following Order Types from Liquidity Seekers: - Limit Orders - Pegged Orders - Market, primary and midpoint pegged orders are all accepted and are handled the same as pegged orders in CODA MICRO. - Managed Orders - Managed Orders greater than 1,000 shares and residing in the MOF are eligible to interact with CODA BLOCK auctions. Managed Orders are reserved as participating orders in a CODA BLOCK auction during the Phase 3 Auction Alert (see description of CODA BLOCK in Part III, Item 11 (c)). - Conditional - Conditional interests and "firm up orders" can only participate (not initiate) in CODA BLOCK auctions. Conditional interest invites will include an indication that the invite is for a CODA BLOCK auction. CODA BLOCK auction conditional interest invites will be sent to all eligible conditional interests in that symbol regardless of side, size and price of the initiating order. The CODA BLOCK invite does not indicate the explicit side, size or price of the initiating order, but instead echoes the information from the conditional interest of the Subscriber receiving the invite. Therefore, the CODA BLOCK invite is deemed to be symbol-only in nature. As with all participating orders, "firm up" orders submitted to a CODA BLOCK auction must be at least 1,000 shares to be eligible. "Firm up" orders must be Limit or Pegged Orders (Market orders will be rejected). Conditional interests whose "firm up" orders are submitted to a CODA BLOCK auction are treated with the same priorities and on the same basis as other participating orders. Due to the multilateral (potential for more than two counterparties to participate in a single auction with one print to the tape) matching rules of CODA BLOCK (discussed in detail in Part III, Item 11 (c)), conditional interests and their subsequent "firm up" orders may not participate in the allocation process due to their limit price, minimum fill quantity or other order instructions even following receipt of an invite. As a result of the symbol-only nature of the CODA BLOCK conditional interest invite, Subscribers may choose to not submit a "firm up" order. Any unfilled shares on a "firm up" order will be cancelled back to the Subscriber at the completion of the auction. CODA MICRO and CODA BLOCK accept and handle Liquidity Provider orders as follows: - All CODA auction types and matching protocols allow Liquidity Providers to generate firm IOC orders in response to liquidity-seeking order flow. When responding to CODA MICRO "price improvement auctions" and CODA BLOCK RFT/Auction Alerts, the Liquidity Provider responses remain tagged as IOC; however, eligible responses are paused for the full length of the auction in order for CODA to identify and complete the price discovery process (discussed in detail in Part III, Item 11 (c)). - Liquidity Providers may send Pegged Orders (midpoint, market, primary). Peg Offset is allowed for primary and market pegged orders and discussed in detail later in this section. - Liquidity Providers may send orders with discretion offset to provide additional price improvement to their orders. Discretion offset values may be no smaller than $0.01. - At the completion of any CODA auction, unfilled Liquidity Provider responses are cancelled. Liquidity Providers may only enter orders when responding to an RFT/Auction Alert. All Liquidity Provider orders are treated as IOC and are not eligible for routing via FLARE. If Liquidity Providers send Day orders they will be treated as IOC as described above. Priority is determined by the matching engine logic and rules of engagement of each Auction Type as discussed in Part III, Item 11. Any conditions affecting rank and/or price for execution are defined throughout this Item and in the Auction Type descriptions detailed in Part III, Item 11(c). Orders tagged for and directed to CODA BLOCK are only eligible to participate in CODA BLOCK auctions. Day orders tagged for and directed to CODA MICRO are eligible to participate in CODA BLOCK auctions while resting in MOF and of at least 1000 shares. Managed and Conditional interests are defined as liquidity-providing order types. As a result, Liquidity Seekers using these order types may award price improvement to the contra side counterparty. For purposes of this filing, CODA will refer to "remove liquidity" as initiating an auction and "adding liquidity/post-only orders" as participating in auctions/responding orders. An auction must be initiated for an order, regardless of its marketability, to interact with resting liquidity at CODA. Subscribers wishing to trade on CODA strictly by participating in auctions initiated by other Subscribers may do so via the following means: 1) Participate via the Liquidity Provider FIX Specification 2) Nonmarketable orders by rule do not initiate auctions. Liquidity Seekers sending orders that are nonmarketable, defined by default as buy orders with a limit price less than or equal to NBB or sell orders with a limit price greater than or equal to NBO at the time of receipt, will not initiate auctions. Subscribers may also request to treat orders priced greater than NBB and less than NBO as nonmarketable. Based on Subscriber preference, nonmarketable Day orders may rest in the Managed Order Facility to participate in future auctions or cancel back to the Subscriber. 3) Conditional interests and "firm up" orders, by rule, do not initiate auctions; therefore, conditional interests and their corresponding "firm up" orders will only participate in auctions initiated by other Subscribers. 4) Request a participate only (post-only) configuration. In this case, FIX tags are used on an order-by-order basis as order handling instructions for CODA. 5) Subscribers may instruct CODA to handle an order as a Managed Order via a custom time-in-force value (Tag 59 = A). As previously discussed, CODA supports pegged orders from both Liquidity Seekers and Liquidity Providers. The supported pegged order types or execution instructions are: - MIDPOINT - Midpoint pegged orders allow the Liquidity Seeker to use any of the auction types or matching protocols to source liquidity at the midpoint of the NBBO or better ("Midpoint Order"). CODA identifies an order as a Midpoint Order in each RFT/Auction Alert sent to the Liquidity Providers (except in CODA BLOCK auctions). When responding to auctions, a Liquidity Provider can send a Midpoint Pegged Order in response. Using both CODA's market data feed and the limit prices (if present) on the Subscribers' orders, CODA matches the Liquidity Seeker and Liquidity Provider(s) at the midpoint of the NBBO and prints to the TRF. - MARKET - Market pegged orders allow Subscribers to instruct CODA to execute its order at the current market price. Market pegged orders maintain a limit price equal to the NBO for buy orders and a limit price equal to the NBB for sell/sell short orders. - PRIMARY - Primary pegged orders allow the Subscribers to instruct CODA to execute its order at a limit price that is relative to the NBBO. Primary pegged orders maintain a limit price equal to the NBB for buy orders and a limit price equal to the NBO for sell/sell short orders. Liquidity Seeker primary pegged orders do not initiate auctions but instead they rest, eligible to participate in future auctions. CODA supports peg offset instructions from both Liquidity Seekers and Liquidity Providers. Subscribers may add offset (at a value no less than $0.01 for stocks priced above $1.00) to market and primary pegged order instructions. This will maintain a limit price above or below the NBBO equal to offset value. Peg offset is supported on Primary and Market pegs only. To provide price improvement to Liquidity Seekers via limit orders, Liquidity Providers can populate an additional FIX tag (discretion offset) in their response. This tag will identify the amount (numeric value) to which they are willing to provide price improvement beyond their limit price. When CODA matches a Liquidity Provider's order indicating a willingness to provide price improvement against a liquidity-seeking order, CODA's matching logic adds the value in that FIX tag to the limit price on the Liquidity Provider's order to calculate the final price for the trade. Liquidity Providers may provide price improvement instructions to limit orders based on their limit price (discretion offset) as well as offset to pegged orders based on the NBBO (peg offset). Except for trading in stocks priced below $1.00, CODA does not accept orders with sub-penny values in the price tag; however, midpoint executions may occur at sub-penny values. Liquidity Seekers may instruct CODA to default orders to a midpoint pegged order type. Pegged order types do not require a limit price, but pegged orders without a limit price will not initiate auctions. Pegged orders are treated the same as non-pegged orders in terms of priority. CODA does not adjust limit prices or peg type based on NBBO or other market conditions. Liquidity Providers' orders are not eligible for routing to other Trading Centers. Liquidity Seekers' instruct CODA to route orders to other Trading Centers via FIX tags and as discussed with the Subscriber (verbally, in writing or both) during the onboarding process and ongoing support conversations. Both Day and IOC orders can be eligible for outbound routing. Custom time-in-force values (Tag 59 = 9, Tag 59 = B and 59 = A) in addition to the standard values for Day and IOC orders (Tag 59 = 0 and Tag 59 = 3) are supported by CODA. The custom TIF values instruct CODA to either route or not route orders on an order-by-order basis. Subscribers interested in using custom TIF values can request information from CODA at any time. CODA MICRO and CODA BLOCK allow time-in-force instructions of Day and IOC. A Day order is an order that automatically expires if it is not executed before the end of the trading day on which the order was entered. Subscribers can cancel Day orders at their discretion during the trading day. An IOC order is an order that executes all or part immediately and automatically cancels any unfilled portion of the order. CODA handles IOC orders as follows: Auction-initiating orders with time-in-force instructions of IOC survive for the length of the auction unless successfully cancelled by the Subscriber before the end of the auction. Responding orders to CODA MICRO (Price Improvement Auction) and CODA BLOCK with time-in-force instructions of IOC can survive for the length of the auction unless successfully cancelled by the Subscriber. Liquidity Provider orders are all treated as IOC. Time-in-force instructions of Day from Liquidity Provider orders will be accepted, but the order will still be treated as IOC. All orders types can be modified to update price, quantity, order type (limit to market, or vice versa) and side (sell to sell short, or vice versa). Other modifications are not allowed. CODA BLOCK orders modified to reduce quantity will be rejected if the reduced quantity violates CODA BLOCK initiating or participation requirements. All order types can be replaced with the allowed modifications identified above. All order types can be cancelled at any time by the Subscriber including during a CODA auction, after a CODA auction, while an order is routing out via FLARE and while an order is resting at CODA or an away trading center. CODA will process cancel requests immediately upon receipt, but executions may occur before the cancel request is fully processed. Order types may be rejected for several reasons including a violation of CODA's FIX specifications, Subscribers' risk limits (discussed in Part III, Item 2) or the product requirements of CODA's two Auction types (discussed in detail in Part III, Item 11(c). An order for one auction type cannot by modified or replaced to a different auction type. Availability of order types is not determined by form of physical connectivity to CODA ATS. FIX sessions are, however, configured as either Liquidity Seeker or Liquidity Provider, not both. Subscribers wishing to act in the capacity of both a Liquidity Seeker and Liquidity Provider must do so over unique FIX sessions. Subscribers using third party OMS/EMS vendors or algorithms to enter orders to CODA ATS may be limited with respect to entering orders into CODA based on the limitations of the third-party provider. For example, one EMS vendor may offer its clients pegging functionality while another EMS vendor does not.

order_types

CODA operates on an on-demand order-initiated, auction-based market structure offering two Auction Types, CODA MICRO and CODA FUSE. Each Auction Type supports certain order types and may handle order types differently based on the Auction Type and capacity ("Liquidity Seeker" vs. "Liquidity Provider" as designated by FIX tag) in which an order is interacting on the ATS. Subscribers can review, complete and submit CODA's "Auction Order Handling Configuration Request Form" which provides an overview of CODA ATS order handling defaults for orders, conditional interests and firm up orders (all of which are also discussed extensively in Form ATS-N). Customized order handling can be requested via the form and the available options are also listed in Part III, Item 11.c of Form ATS-N. The form is available on the CODA website (www.codamarkets.com) and applies to non-FLARE eligible (non-routable) orders from Liquidity Seekers. Unless otherwise requested by a Subscriber when setting up their FLARE routing strategy, CODA Markets retains discretion on CODA ATS auction type and auction order handling configuration for Subscribers when using routable FLARE eligible strategies. CODA will discuss with the Subscriber and review any specific Participant requests regarding handling of their FLARE eligible (routable) order flow. "Liquidity Seeker" orders and conditional interests participate on CODA by: - Initiating on-demand auctions, or in the case of conditional interests, removing liquidity via the FUSE Auction type; - Resting orders and/or conditional interests to participate in future auctions initiated by other Liquidity Seeker orders; and/or - Liquidity Seeker orders (not conditional interests) using CODA's outbound order router, FLARE. "Liquidity Provider" orders and Inbound IOIs participate on CODA by: - Responding with orders to on-demand auctions initiated by Liquidity Seeker orders; and/or - Resting Inbound Indications-of-Interests ("Inbound IOIs") in the CODA Book to participate in future CODA FUSE auctions CODA MICRO accepts and handles the following order types from Liquidity Seekers: - Limit - Market - Pegged (midpoint, primary, market). Peg Offset is allowed for primary and market pegged orders and discussed in detail in this item below. - Resting - Resting orders reside in the CODA Order Book ("CODA Book") and allow Liquidity Seekers to interact with and execute against order flow from other Liquidity Seekers if the resting order provides executable liquidity to any of the auction types or matching protocols discussed in this document. Resting orders do not have priority over Liquidity Provider responses and are subject to the same price / size / time matching priority used in CODA MICRO auctions (see description in Part III, Item 11(c)). In other words, in CODA MICRO, if two resting orders have the same price and are on the same side, then the resting order with the larger quantity is awarded priority over the smaller resting order, up to the resting order's quantity. In a case where both price and size are equal, priority will be awarded to the resting order with the earlier time stamp of receipt. At CODA's discretion, resting orders can be deemed ineligible to interact with certain CODA MICRO auctions. For example, a Subscriber's negotiated fee for initiating and executing in CODA MICRO may be a rebate higher than the average negotiated fee charged to other Subscribers for resting orders in the CODA Book (see detail on Fees in Part III, Item 19). As a result, CODA Markets would be expected to pay a rebate to the initiating Subscriber that is of a greater amount than what it charged to the Subscriber resting in the CODA Book. Since CODA Markets would lose money on the trade, this is an example of why resting orders can be deemed ineligible for interaction in an initiating Subscriber's CODA MICRO auctions. Conditional - Conditional liquidity from Liquidity Seekers is referred to as "Conditional Interests". Conditional interests and "firm up" orders do not initiate CODA MICRO auctions. Conditional interests allow Liquidity Seekers to provide liquidity to auctions initiated by other liquidity-seeking orders and remove liquidity upon receipt via CODA FUSE (see description in Part III, Item 11(c)). In CODA MICRO auctions, conditional interests and "firm up" orders are deemed a supplemental liquidity source and only trade with residual shares of an auction-initiating order once the CODA MICRO auction is complete. At that time, if an eligible CODA MICRO initiating order is executable against a contra conditional interest then the conditional interest is invited to firm up. Conditional interests may be entered as Market, Limit or Pegged. A conditional interest must be replaced with a firm (Market, Limit or Pegged) order prior to execution. The process of replacing conditional interests with firm orders, known as a "firm up", introduces latency to the execution process. As such, Liquidity Seekers may opt out of interacting with conditional interests and "firm up" orders. Additionally, CODA can opt out certain CODA FLARE-eligible orders of interacting with conditional interests as needed to achieve the execution goals of the specific FLARE strategy and to optimize performance. For example, the performance of certain FLARE strategies could be negatively impacted by the latency of the "firm up" process. CODA can peg Conditional interests to the midpoint of the NBBO by default at the request of the Liquidity Seeker. Conditional interests and firm ups that are tagged for CODA MICRO are eligible to receive invites from and provide liquidity to all other auction types, unless requested otherwise by the Subscriber. CODA FUSE accepts and handles the following Order Types from Liquidity Seekers: - Market - Market orders are treated as market pegged orders. - Limit - Pegged Orders - Market, primary and midpoint pegged orders are all accepted and are handled the same as pegged orders in CODA MICRO. - Resting - Resting orders greater than or equal to 100 shares, or of at least $5,000 in in notional value, and tagged for CODA FUSE are eligible to provide liquidity to CODA FUSE auctions as well as all other auction types, unless requested otherwise by the Subscriber. - Conditional - Conditional interests sent to CODA FUSE will, upon receipt, attempt to remove liquidity using the CODA FUSE auction type (discussed in detail in Part III, Item 11 (c)). If a trade opportunity is identified, an invite will be sent to the Liquidity Seeker, as well as other Liquidity Seekers whose conditional interests represent executable liquidity in the CODA FUSE auction. Conditional interest invites will include an indication that the invite is for a CODA FUSE auction. As with all participating orders from Liquidity Seekers, "firm up" orders submitted to a CODA FUSE auction must be at least 100 shares, or of at least $5,000 in notional value, to be eligible. Due to the multilateral (potential for more than two counterparties to participate in a single auction with one print to the tape) matching rules of CODA FUSE (discussed in detail in Part III, Item 11 (c)), conditional interests and their subsequent "firm up" orders may not participate in the allocation process due to their limit price, minimum fill quantity or other order instructions being incompatible even following receipt of an invite. Conditional interests and firm ups that are tagged for CODA FUSE are eligible to receive invites from and provide liquidity to all other auction types, unless requested otherwise by the Subscriber. CODA MICRO and CODA FUSE accept and handle Liquidity Provider orders as follows: - All CODA auction types and matching protocols allow Liquidity Providers to generate firm IOC orders in response to liquidity-seeking order flow. When responding to CODA MICRO "price improvement auctions", the Liquidity Provider responses remain tagged as IOC; however, eligible responses are paused for the full length of the auction in order for CODA to identify and complete the price discovery process (discussed in detail in Part III, Item 11 (c)). - Liquidity Providers may send Pegged Orders (midpoint, market, primary). Peg Offset is allowed for primary and market pegged orders and discussed in detail later in this section. - Liquidity Providers may send orders with discretion offset to provide additional price improvement to their orders. Discretion offset values may be no smaller than $0.01. - At the completion of any CODA auction, unfilled Liquidity Provider responses are cancelled. Liquidity Providers may only enter orders when responding to an RFT/Auction Alert. All Liquidity Provider orders are treated as IOC and are not eligible for routing via FLARE. If Liquidity Providers send Day orders they will be treated as IOC as described above. CODA FUSE accepts and handles Liquidity Provider conditional liquidity as follows: - Conditional liquidity from Liquidity Providers is referred to as "Inbound IOIs". - Inbound IOIs allow Liquidity Providers to express their CODA FUSE trading interests through non-executable messages that rest at CODA. - Inbound IOIs and "firm up" orders may be entered as Limit or Pegged, with or without offset, similar to Liquidity Provider orders (discussed above). - Inbound IOIs are required to contain symbol, side and size, and typically contain price instructions from the Liquidity Provider; however, if price is not present then CODA treats the Inbound IOI as a primary peg (or midpoint peg upon request). - Similar to conditional interests, inbound IOIs are invited to "firm up" their inbound IOI with an order when CODA FUSE identifies a trade opportunity that includes the liquidity represented by the inbound IOI. - Unlike conditional interests, inbound IOIs do not attempt to remove liquidity via CODA FUSE upon receipt, they only respond to invites. - Inbound IOIs are not included in CODA MICRO auctions. Priority is determined by the matching engine logic and rules of engagement of each Auction Type as discussed in Part III, Item 11. Any conditions affecting rank and/or price for execution are defined throughout this Item and in the Auction Type descriptions detailed in Part III, Item 11(c). Day orders tagged for and directed to CODA MICRO are eligible to participate in CODA FUSE auctions while resting in the CODA Book and of at least 100 shares or $5,000 in notional value. Resting orders and conditional interests are defined as liquidity-providing order types. As a result, Liquidity Seekers using these order types may award price improvement to the contra side counterparty. For purposes of this filing, CODA will refer to "remove liquidity" as initiating an auction and "adding liquidity/resting orders/post-only orders" as participating in auctions/responding orders. Subscribers wishing to trade on CODA strictly by participating in auctions initiated by other Subscribers may do so via the following means: 1) Participate via the Liquidity Provider FIX Specification and/or Inbound IOI FIX Specification 2) Nonmarketable orders by rule do not initiate auctions. Liquidity Seekers sending orders that are nonmarketable, defined by default as buy orders with a limit price less than or equal to NBB or sell orders with a limit price greater than or equal to NBO at the time of receipt, will not initiate auctions. Subscribers may also request to treat orders priced greater than NBB and less than NBO as nonmarketable. Based on Subscriber preference, nonmarketable Day orders may rest in the CODA Book to participate in future auctions or cancel back to the Subscriber. 3) Request a participate only (post-only) configuration. In this case, FIX tags are used on an order-by-order basis as order handling instructions for CODA. 4) Subscribers may instruct CODA to handle an order as a resting order via a custom time-in-force value (Tag 59 = A). As previously discussed, CODA supports pegged orders from both Liquidity Seekers and Liquidity Providers. The supported pegged order types or execution instructions are: - MIDPOINT - Midpoint pegged orders allow the Liquidity Seeker to use any of the auction types or matching protocols to source liquidity at the midpoint of the NBBO or better ("Midpoint Order"). CODA (with Subscriber approval and as described in Part III, Item 11(a)) identifies a midpoint pegged order as a Midpoint Order in each CODA MICRO RFT/Auction Alert sent to the Liquidity Providers (does not apply to CODA FUSE auctions). When responding to auctions, a Liquidity Provider can send a Midpoint Pegged Order in response. Using both CODA's market data feed and the limit prices (if present) on the Subscribers' orders, CODA matches the Liquidity Seeker and Liquidity Provider(s) at the midpoint of the NBBO and prints to the TRF. - MARKET - Market pegged orders allow Subscribers to instruct CODA to execute its order at the current market price. Market pegged orders maintain a limit price equal to the NBO for buy orders and a limit price equal to the NBB for sell/sell short orders. - PRIMARY - Primary pegged orders allow the Subscribers to instruct CODA to execute its order at a limit price that is relative to the NBBO. Primary pegged orders maintain a limit price equal to the NBB for buy orders and a limit price equal to the NBO for sell/sell short orders. Non-marketable Liquidity Seeker primary pegged orders do not initiate auctions but instead they rest, eligible to participate in future auctions. CODA supports peg offset instructions from both Liquidity Seekers and Liquidity Providers. Subscribers may add offset (at a value no less than $0.01 for stocks priced above $1.00) to market and primary pegged order instructions. This will maintain a limit price above or below the NBBO equal to offset value. Peg offset is supported on Primary and Market pegs only. To provide price improvement to Liquidity Seekers via limit orders, Liquidity Providers can populate an additional FIX tag (discretion offset) in their response. This tag will identify the amount (numeric value) to which they are willing to provide price improvement beyond their limit price. When CODA matches a Liquidity Provider's order indicating a willingness to provide price improvement against a liquidity-seeking order, CODA's matching logic adds the value in that FIX tag to the limit price on the Liquidity Provider's order to calculate the final price for the trade. Liquidity Providers may provide price improvement instructions to limit orders based on their limit price (discretion offset) as well as offset to pegged orders based on the NBBO (peg offset). Except for trading in stocks priced below $1.00, CODA does not accept orders with sub-penny values in the price tag; however, midpoint executions may occur at sub-penny values. Liquidity Seekers may instruct CODA to default orders to a midpoint pegged order type. Pegged orders are treated the same as non-pegged orders in terms of priority. CODA does not adjust limit prices or peg type based on NBBO or other market conditions. Liquidity Providers' orders are not eligible for routing to other Trading Centers. Liquidity Seekers' instruct CODA to route orders to other Trading Centers via FIX tags and as discussed with the Subscriber (verbally, in writing or both) during the onboarding process and ongoing support conversations. Both Day and IOC orders can be eligible for outbound routing. Custom time-in-force values (Tag 59 = 9, Tag 59 = B and 59 = A) in addition to the standard values for Day and IOC orders (Tag 59 = 0 and Tag 59 = 3) are supported by CODA. The custom TIF values instruct CODA to either route or not route orders on an order-by-order basis. Subscribers interested in using custom TIF values can request information from CODA at any time. All auction types allow time-in-force instructions of Day and IOC. A Day order is an order that automatically expires if it is not executed before the end of the trading day on which the order was entered. Subscribers can cancel Day orders at their discretion during the trading day. An IOC order is an order that executes all or part immediately and automatically cancels any unfilled portion of the order. CODA handles IOC orders as follows: Auction-initiating orders with time-in-force instructions of IOC survive for the length of the auction unless successfully cancelled by the Subscriber before the end of the auction. Responding orders to CODA MICRO (Price Improvement Auction) and CODA FUSE with time-in-force instructions of IOC can survive for the length of the auction unless successfully cancelled by the Subscriber. Liquidity Provider orders (non-conditional) are all treated as IOC. Time-in-force instructions of Day from Liquidity Provider orders will be accepted, but the order will still be treated as IOC. All orders types can be modified to update price, quantity, order type (limit to market, or vice versa) and side (sell to sell short, or vice versa). Other modifications are not allowed. CODA FUSE orders and/or conditional interests modified to reduce quantity will be rejected if the reduced quantity violates initiating or participation requirements. All order types can be replaced with the allowed modifications identified above. All order types can be cancelled at any time by the Subscriber including during a CODA auction, after a CODA auction, while an order is routing out via FLARE and while an order is resting at CODA or an away trading center. CODA will process cancel requests immediately upon receipt, but executions may occur before the cancel request is fully processed. Order types may be rejected for several reasons including a violation of CODA's FIX specifications, Subscribers' risk limits (discussed in Part III, Item 2) or the product requirements of CODA's two auction types (discussed in detail in Part III, Item 11(c). An order for one auction type cannot by modified or replaced to a different auction type. Availability of order types is not determined by form of physical connectivity to CODA ATS. FIX sessions are, however, configured as either Liquidity Seeker or Liquidity Provider, not both. Subscribers wishing to act in the capacity of both a Liquidity Seeker and Liquidity Provider must do so over unique FIX sessions. Subscribers using third party OMS/EMS vendors or algorithms to enter orders to CODA ATS may be limited with respect to entering orders into CODA based on the limitations of the third-party provider. For example, one EMS vendor may offer its clients pegging functionality while another EMS vendor does not.

order_types

CODA operates on an on-demand order-initiated, auction-based market structure offering three Auction Types, CODA MICRO, CODA BLOCK and CODA FUSE. Each Auction Type supports certain order types and may handle order types differently based on the Auction Type and capacity ("Liquidity Seeker" vs. "Liquidity Provider" as designated by FIX tag) in which an order is interacting on the ATS. Subscribers can review, complete and submit CODA's "Auction Order Handling Configuration Request Form" which provides an overview of CODA ATS order handling defaults for orders, conditional interests and firm up orders (all of which are also discussed extensively in Form ATS-N). Customized order handling can be requested via the form and the available options are also listed in Part III, Item 11.c of Form ATS-N. The form is available on the CODA website (www.codamarkets.com) and applies to non-FLARE eligible (non-routable) orders from Liquidity Seekers. Unless otherwise requested by a Subscriber when setting up their FLARE routing strategy, CODA Markets retains discretion on CODA ATS auction type and auction order handling configuration for Subscribers when using routable FLARE eligible strategies. CODA will discuss with the Subscriber and review any specific Participant requests regarding handling of their FLARE eligible (routable) order flow. "Liquidity Seeker" orders and conditional interests participate on CODA by: - Initiating on-demand auctions, or in the case of conditional interests, removing liquidity via the FUSE Auction type; - Resting orders and/or conditional interests to participate in future auctions initiated by other Liquidity Seeker orders; and/or - Liquidity Seeker orders (not conditional interests) using CODA's outbound order router, FLARE. "Liquidity Provider" orders and Inbound IOIs participate on CODA by: - Responding with orders to on-demand auctions initiated by Liquidity Seeker orders; and/or - Resting Inbound Indications-of-Interests ("Inbound IOIs") in the CODA Book to participate in future CODA FUSE auctions CODA MICRO accepts and handles the following order types from Liquidity Seekers: - Limit - Market - Pegged (midpoint, primary, market). Peg Offset is allowed for primary and market pegged orders and discussed in detail in this item below. - Resting - Resting orders reside in the CODA Order Book ("CODA Book") and allow Liquidity Seekers to interact with and execute against order flow from other Liquidity Seekers if the resting order provides executable liquidity to any of the auction types or matching protocols discussed in this document. Resting orders do not have priority over Liquidity Provider responses and are subject to the same price / size / time matching priority used in CODA MICRO auctions (see description in Part III, Item 11(c)). In other words, in CODA MICRO, if two resting orders have the same price and are on the same side, then the resting order with the larger quantity is awarded priority over the smaller resting order, up to the resting order's quantity. In a case where both price and size are equal, priority will be awarded to the resting order with the earlier time stamp of receipt. At CODA's discretion, resting orders can be deemed ineligible to interact with certain CODA MICRO auctions. For example, a Subscriber's negotiated fee for initiating and executing in CODA MICRO may be a rebate higher than the average negotiated fee charged to other Subscribers for resting orders in the CODA Book (see detail on Fees in Part III, Item 19). As a result, CODA Markets would be expected to pay a rebate to the initiating Subscriber that is of a greater amount than what it charged to the Subscriber resting in the CODA Book. Since CODA Markets would lose money on the trade, this is an example of why resting orders can be deemed ineligible for interaction in an initiating Subscriber's CODA MICRO auctions. Conditional - Conditional liquidity from Liquidity Seekers is referred to as "Conditional Interests". Conditional interests and "firm up" orders do not initiate CODA MICRO auctions. Conditional interests allow Liquidity Seekers to provide liquidity to auctions initiated by other liquidity-seeking orders and remove liquidity upon receipt via CODA FUSE (see description in Part III, Item 11(c)). In CODA MICRO auctions, conditional interests and "firm up" orders are deemed a supplemental liquidity source and only trade with residual shares of an auction-initiating order once the CODA MICRO auction is complete. At that time, if an eligible CODA MICRO initiating order is executable against a contra conditional interest then the conditional interest is invited to firm up. Conditional interests may be entered as Market, Limit or Pegged. A conditional interest must be replaced with a firm (Market, Limit or Pegged) order prior to execution. The process of replacing conditional interests with firm orders, known as a "firm up", introduces latency to the execution process. As such, Liquidity Seekers may opt out of interacting with conditional interests and "firm up" orders. Additionally, CODA can opt out certain CODA FLARE-eligible orders of interacting with conditional interests as needed to achieve the execution goals of the specific FLARE strategy and to optimize performance. For example, the performance of certain FLARE strategies could be negatively impacted by the latency of the "firm up" process. CODA can peg Conditional interests to the midpoint of the NBBO by default at the request of the Liquidity Seeker. Conditional interests and firm ups that are tagged for CODA MICRO are eligible to receive invites from and provide liquidity to all other auction types, unless requested otherwise by the Subscriber. CODA BLOCK accepts and handles the following Order Types from Liquidity Seekers: - Market - Market orders are treated as market pegged orders. - Limit Orders - Pegged Orders - Market, primary and midpoint pegged orders are all accepted and are handled the same as pegged orders in CODA MICRO. - Resting - Resting orders greater than or equal to 1,000 shares and residing in the CODA Book are eligible to interact with CODA BLOCK auctions. Resting orders are reserved as participating orders in a CODA BLOCK auction during the Phase 3 Auction Alert (see description of CODA BLOCK in Part III, Item 11 (c)). Conditional - Conditional interests and "firm up orders" can only participate (not initiate) in CODA BLOCK auctions. Conditional interests sent to CODA BLOCK will remove liquidity using the CODA FUSE logic upon receipt (see description in Part III, Item 11(c)). Conditional interest invites will include an indication that the invite is for a CODA BLOCK auction. CODA BLOCK auction conditional interest invites will be sent to all eligible conditional interests in that symbol regardless of side, size and price of the initiating order. The CODA BLOCK invite does not indicate the explicit side, size or price of the initiating order, but instead echoes the information from the conditional interest of the Subscriber receiving the invite. Therefore, the CODA BLOCK invite is deemed to be symbol-only in nature. As with all participating orders, "firm up" orders submitted to a CODA BLOCK auction must be at least 1,000 shares to be eligible. "Firm up" orders must be Limit or Pegged Orders (Market orders will be rejected). Conditional interests whose "firm up" orders are submitted to a CODA BLOCK auction are treated with the same priorities and on the same basis as other participating orders. Due to the multilateral (potential for more than two counterparties to participate in a single auction with one print to the tape) matching rules of CODA BLOCK (discussed in detail in Part III, Item 11 (c)), conditional interests and their subsequent "firm up" orders may not participate in the allocation process due to their limit price, minimum fill quantity or other order instructions even following receipt of an invite. As a result of the symbol-only nature of the CODA BLOCK conditional interest invite, Subscribers may choose to not submit a "firm up" order. Any unfilled shares on a "firm up" order will be cancelled back to the Subscriber at the completion of the auction. Unless requested otherwise, conditional interests and firm ups that are tagged for CODA BLOCK are only eligible to receive invites from and provide liquidity to CODA BLOCK auctions. CODA FUSE accepts and handles the following Order Types from Liquidity Seekers: - Market - Market orders are treated as market pegged orders. - Limit - Pegged Orders - Market, primary and midpoint pegged orders are all accepted and are handled the same as pegged orders in CODA MICRO. - Resting - Resting orders greater than or equal to 100 shares, or of at least $5,000 in in notional value, and tagged for CODA FUSE are eligible to provide liquidity to CODA FUSE auctions as well as all other auction types, unless requested otherwise by the Subscriber. - Conditional - Conditional interests sent to CODA FUSE will, upon receipt, attempt to remove liquidity using the CODA FUSE auction type (discussed in detail in Part III, Item 11 (c)). If a trade opportunity is identified, an invite will be sent to the Liquidity Seeker, as well as other Liquidity Seekers whose conditional interests represent executable liquidity in the CODA FUSE auction. Conditional interest invites will include an indication that the invite is for a CODA FUSE auction. As with all participating orders from Liquidity Seekers, "firm up" orders submitted to a CODA FUSE auction must be at least 100 shares, or of at least $5,000 in notional value, to be eligible. Due to the multilateral (potential for more than two counterparties to participate in a single auction with one print to the tape) matching rules of CODA FUSE (discussed in detail in Part III, Item 11 (c)), conditional interests and their subsequent "firm up" orders may not participate in the allocation process due to their limit price, minimum fill quantity or other order instructions being incompatible even following receipt of an invite. Conditional interests and firm ups that are tagged for CODA FUSE are eligible to receive invites from and provide liquidity to all other auction types, unless requested otherwise by the Subscriber. CODA MICRO, CODA BLOCK and CODA FUSE accept and handle Liquidity Provider orders as follows: - All CODA auction types and matching protocols allow Liquidity Providers to generate firm IOC orders in response to liquidity-seeking order flow. When responding to CODA MICRO "price improvement auctions" and CODA BLOCK RFT/Auction Alerts, the Liquidity Provider responses remain tagged as IOC; however, eligible responses are paused for the full length of the auction in order for CODA to identify and complete the price discovery process (discussed in detail in Part III, Item 11 (c)). - Liquidity Providers may send Pegged Orders (midpoint, market, primary). Peg Offset is allowed for primary and market pegged orders and discussed in detail later in this section. - Liquidity Providers may send orders with discretion offset to provide additional price improvement to their orders. Discretion offset values may be no smaller than $0.01. - At the completion of any CODA auction, unfilled Liquidity Provider responses are cancelled. Liquidity Providers may only enter orders when responding to an RFT/Auction Alert. All Liquidity Provider orders are treated as IOC and are not eligible for routing via FLARE. If Liquidity Providers send Day orders they will be treated as IOC as described above. CODA FUSE accepts and handles Liquidity Provider conditional liquidity as follows: - Conditional liquidity from Liquidity Providers is referred to as "Inbound IOIs". - Inbound IOIs allow Liquidity Providers to express their CODA FUSE trading interests through non-executable messages that rest at CODA. - Inbound IOIs and "firm up" orders may be entered as Limit or Pegged, with or without offset, similar to Liquidity Provider orders (discussed above). - Inbound IOIs are required to contain symbol, side and size, and typically contain price instructions from the Liquidity Provider; however, if price is not present then CODA treats the Inbound IOI as a primary peg (or midpoint peg upon request). - Similar to conditional interests, inbound IOIs are invited to "firm up" their inbound IOI with an order when CODA FUSE identifies a trade opportunity that includes the liquidity represented by the inbound IOI. - Unlike conditional interests, inbound IOIs do not attempt to remove liquidity via CODA FUSE upon receipt, they only respond to invites. - Inbound IOIs are not included in CODA MICRO and CODA BLOCK auctions. Priority is determined by the matching engine logic and rules of engagement of each Auction Type as discussed in Part III, Item 11. Any conditions affecting rank and/or price for execution are defined throughout this Item and in the Auction Type descriptions detailed in Part III, Item 11(c). Orders (non-conditional) tagged for and directed to CODA BLOCK are only eligible to participate in CODA BLOCK auctions. Day orders tagged for and directed to CODA MICRO or CODA FUSE are eligible to participate in CODA BLOCK auctions while resting in the CODA Book and of at least 1,000 shares. Day orders tagged for and directed to CODA MICRO are eligible to participate in CODA FUSE auctions while resting in the CODA Book and of at least 100 shares or $5,000 in notional value. Resting orders and conditional interests are defined as liquidity-providing order types. As a result, Liquidity Seekers using these order types may award price improvement to the contra side counterparty. For purposes of this filing, CODA will refer to "remove liquidity" as initiating an auction and "adding liquidity/resting orders/post-only orders" as participating in auctions/responding orders. Subscribers wishing to trade on CODA strictly by participating in auctions initiated by other Subscribers may do so via the following means: 1) Participate via the Liquidity Provider FIX Specification and/or Inbound IOI FIX Specification 2) Nonmarketable orders by rule do not initiate auctions. Liquidity Seekers sending orders that are nonmarketable, defined by default as buy orders with a limit price less than or equal to NBB or sell orders with a limit price greater than or equal to NBO at the time of receipt, will not initiate auctions. Subscribers may also request to treat orders priced greater than NBB and less than NBO as nonmarketable. Based on Subscriber preference, nonmarketable Day orders may rest in the CODA Book to participate in future auctions or cancel back to the Subscriber. 3) Request a participate only (post-only) configuration. In this case, FIX tags are used on an order-by-order basis as order handling instructions for CODA. 4) Subscribers may instruct CODA to handle an order as a resting order via a custom time-in-force value (Tag 59 = A). As previously discussed, CODA supports pegged orders from both Liquidity Seekers and Liquidity Providers. The supported pegged order types or execution instructions are: - MIDPOINT - Midpoint pegged orders allow the Liquidity Seeker to use any of the auction types or matching protocols to source liquidity at the midpoint of the NBBO or better ("Midpoint Order"). CODA (with Subscriber approval and as described in Part III, Item 11(a)) identifies a midpoint pegged order as a Midpoint Order in each CODA MICRO RFT/Auction Alert sent to the Liquidity Providers (does not apply to CODA FUSE and CODA BLOCK auctions). When responding to auctions, a Liquidity Provider can send a Midpoint Pegged Order in response. Using both CODA's market data feed and the limit prices (if present) on the Subscribers' orders, CODA matches the Liquidity Seeker and Liquidity Provider(s) at the midpoint of the NBBO and prints to the TRF. - MARKET - Market pegged orders allow Subscribers to instruct CODA to execute its order at the current market price. Market pegged orders maintain a limit price equal to the NBO for buy orders and a limit price equal to the NBB for sell/sell short orders. - PRIMARY - Primary pegged orders allow the Subscribers to instruct CODA to execute its order at a limit price that is relative to the NBBO. Primary pegged orders maintain a limit price equal to the NBB for buy orders and a limit price equal to the NBO for sell/sell short orders. Non-marketable Liquidity Seeker primary pegged orders do not initiate auctions but instead they rest, eligible to participate in future auctions. CODA supports peg offset instructions from both Liquidity Seekers and Liquidity Providers. Subscribers may add offset (at a value no less than $0.01 for stocks priced above $1.00) to market and primary pegged order instructions. This will maintain a limit price above or below the NBBO equal to offset value. Peg offset is supported on Primary and Market pegs only. To provide price improvement to Liquidity Seekers via limit orders, Liquidity Providers can populate an additional FIX tag (discretion offset) in their response. This tag will identify the amount (numeric value) to which they are willing to provide price improvement beyond their limit price. When CODA matches a Liquidity Provider's order indicating a willingness to provide price improvement against a liquidity-seeking order, CODA's matching logic adds the value in that FIX tag to the limit price on the Liquidity Provider's order to calculate the final price for the trade. Liquidity Providers may provide price improvement instructions to limit orders based on their limit price (discretion offset) as well as offset to pegged orders based on the NBBO (peg offset). Except for trading in stocks priced below $1.00, CODA does not accept orders with sub-penny values in the price tag; however, midpoint executions may occur at sub-penny values. Liquidity Seekers may instruct CODA to default orders to a midpoint pegged order type. Pegged orders are treated the same as non-pegged orders in terms of priority. CODA does not adjust limit prices or peg type based on NBBO or other market conditions. Liquidity Providers' orders are not eligible for routing to other Trading Centers. Liquidity Seekers' instruct CODA to route orders to other Trading Centers via FIX tags and as discussed with the Subscriber (verbally, in writing or both) during the onboarding process and ongoing support conversations. Both Day and IOC orders can be eligible for outbound routing. Custom time-in-force values (Tag 59 = 9, Tag 59 = B and 59 = A) in addition to the standard values for Day and IOC orders (Tag 59 = 0 and Tag 59 = 3) are supported by CODA. The custom TIF values instruct CODA to either route or not route orders on an order-by-order basis. Subscribers interested in using custom TIF values can request information from CODA at any time. All auction types allow time-in-force instructions of Day and IOC. A Day order is an order that automatically expires if it is not executed before the end of the trading day on which the order was entered. Subscribers can cancel Day orders at their discretion during the trading day. An IOC order is an order that executes all or part immediately and automatically cancels any unfilled portion of the order. CODA handles IOC orders as follows: Auction-initiating orders with time-in-force instructions of IOC survive for the length of the auction unless successfully cancelled by the Subscriber before the end of the auction. Responding orders to CODA MICRO (Price Improvement Auction), CODA FUSE and CODA BLOCK with time-in-force instructions of IOC can survive for the length of the auction unless successfully cancelled by the Subscriber. Liquidity Provider orders (non-conditional) are all treated as IOC. Time-in-force instructions of Day from Liquidity Provider orders will be accepted, but the order will still be treated as IOC. All orders types can be modified to update price, quantity, order type (limit to market, or vice versa) and side (sell to sell short, or vice versa). Other modifications are not allowed. CODA BLOCK and CODA FUSE orders and/or conditional interests modified to reduce quantity will be rejected if the reduced quantity violates initiating or participation requirements. All order types can be replaced with the allowed modifications identified above. All order types can be cancelled at any time by the Subscriber including during a CODA auction, after a CODA auction, while an order is routing out via FLARE and while an order is resting at CODA or an away trading center. CODA will process cancel requests immediately upon receipt, but executions may occur before the cancel request is fully processed. Order types may be rejected for several reasons including a violation of CODA's FIX specifications, Subscribers' risk limits (discussed in Part III, Item 2) or the product requirements of CODA's three auction types (discussed in detail in Part III, Item 11(c). An order for one auction type cannot by modified or replaced to a different auction type. Availability of order types is not determined by form of physical connectivity to CODA ATS. FIX sessions are, however, configured as either Liquidity Seeker or Liquidity Provider, not both. Subscribers wishing to act in the capacity of both a Liquidity Seeker and Liquidity Provider must do so over unique FIX sessions. Subscribers using third party OMS/EMS vendors or algorithms to enter orders to CODA ATS may be limited with respect to entering orders into CODA based on the limitations of the third-party provider. For example, one EMS vendor may offer its clients pegging functionality while another EMS vendor does not.

order_types

CODA operates on an on-demand order-initiated, auction-based market structure offering two Auction Types, CODA MICRO and CODA BLOCK. Each Auction Type supports certain order types and may handle order types differently based on the Auction Type and capacity ("Liquidity Seeker" vs. "Liquidity Provider") in which an order is interacting on the ATS. "Liquidity Seeker" orders participate on CODA by: - Initiating on-demand auctions; - Resting orders (firm and/or conditional) to participate in future auctions initiated by other Liquidity Seeker orders; and - Using CODA's outbound order router, FLARE. "Liquidity Provider" orders participate on CODA by: - Responding with orders to on-demand auctions initiated by Liquidity Seeker orders CODA MICRO accepts and handles the following order types from Liquidity Seekers: - Limit - Market - Pegged (midpoint, primary, market). Peg Offset is allowed for primary and market pegged orders and discussed in detail in this item below. - Managed - Managed Orders reside in CODA's Managed Order Facility ("MOF") and allow Liquidity Seekers to interact with and execute against order flow from other Liquidity Seekers. CODA automatically generates Immediate-or-Cancel ("IOC") responses based on the detail of the Managed order and on behalf of the Liquidity Seeker if the Managed order provides executable contra-side liquidity to any of the auction types or matching protocols discussed in this document. Managed Orders do not have priority over Liquidity Provider responses. At CODA's discretion, Managed Orders can be deemed ineligible to interact with certain auctions. For example, a Subscriber's negotiated fee for initiating and executing in CODA MICRO may be a rebate higher than the average negotiated fee charged to other Subscribers for resting Managed Orders in the MOF (see detail on Fees in Part III, Item 19). As a result, CODA Markets would be expected to pay a rebate to the initiating Subscriber that is of a greater amount than what it charged to the Subscriber resting in the MOF. Since CODA Markets would lose money on the trade, this is an example of why Managed Orders can be deemed ineligible for interaction in an initiating Subscriber's CODA MICRO auctions. Managed Orders on the same side in the same symbol are given price / time priority over each other unless otherwise specified (see description of CODA BLOCK auctions in Part III, Item 11 (c)). In other words, in CODA MICRO, if two Managed Orders have the same price and are on the same side, then the Managed Order with the earlier time stamp of receipt can trade against the initiating order, up to the Managed order's quantity, before the Managed order with the later time stamp is given an opportunity to trade with any residual quantity. - Conditional - Conditional interests and "firm up" orders are a type of Managed Order, do not initiate auctions and allow Liquidity Seekers to provide liquidity to auctions initiated by other liquidity-seeking orders. In CODA MICRO auctions, conditional interests and 'firm up" orders are deemed a supplemental liquidity source and only trade with residual shares of an auction-initiating order once the auction is complete. At that time, if an eligible CODA MICRO initiating order is executable against a contra conditional interest then the conditional interest is invited to firm up. Conditional interests may be entered as Market, Limit or Pegged. A conditional interest must be replaced with a firm (Market, Limit or Pegged) order prior to execution. The process of replacing conditional interests with firm orders, known as a "firm up," introduces latency to the execution process. As such, Liquidity Seekers may opt out of interacting with conditional interests and "firm up" orders. Additionally, CODA can opt out certain CODA FLARE-eligible orders of interacting with conditional interests as needed to achieve the execution goals of the specific FLARE strategy and to optimize performance. For example, the performance of certain FLARE strategies could be negatively impacted by the latency of the "firm up" process. CODA can peg Conditional interests to the midpoint of the NBBO by default at the request of the Liquidity Seeker. CODA BLOCK accepts and handles the following Order Types from Liquidity Seekers: - Limit Orders - Pegged Orders - Market, primary and midpoint pegged orders are all accepted and are handled the same as pegged orders in CODA MICRO. - Managed Orders - Managed Orders greater than 1,000 shares and residing in the MOF are eligible to interact with CODA BLOCK auctions. Managed Orders are reserved as participating orders in a CODA BLOCK auction during the Phase 3 Auction Alert (see description of CODA BLOCK in Part III, Item 11 (c)). - Conditional - Conditional interests and "firm up orders" can only participate (not initiate) in CODA BLOCK auctions. Conditional interest invites will include an indication that the invite is for a CODA BLOCK auction. CODA BLOCK auction conditional interest invites will be sent to all eligible conditional interests in that symbol regardless of side, size and price of the initiating order. The CODA BLOCK invite does not indicate the explicit side, size or price of the initiating order, but instead echoes the information from the conditional interest of the Subscriber receiving the invite. Therefore, the CODA BLOCK invite is deemed to be symbol-only in nature. As with all participating orders, "firm up" orders submitted to a CODA BLOCK auction must be at least 1,000 shares to be eligible. "Firm up" orders must be Limit or Pegged Orders (Market orders will be rejected). Conditional interests whose "firm up" orders are submitted to a CODA BLOCK auction are treated with the same priorities and on the same basis as other participating orders. Due to the multilateral (potential for more than two counterparties to participate in a single auction with one print to the tape) matching rules of CODA BLOCK (discussed in detail in Part III, Item 11 (c)), conditional interests and their subsequent "firm up" orders may not participate in the allocation process due to their limit price, minimum fill quantity or other order instructions even following receipt of an invite. As a result of the symbol-only nature of the CODA BLOCK conditional interest invite, Subscribers may choose to not submit a "firm up" order. Any unfilled shares on a "firm up" order will be cancelled back to the Subscriber at the completion of the auction. CODA MICRO and CODA BLOCK accept and handle Liquidity Provider orders as follows: - All CODA auction types and matching protocols allow Liquidity Providers to generate firm IOC orders in response to liquidity-seeking order flow. When responding to CODA MICRO "price improvement auctions" and CODA BLOCK RFT/Auction Alerts, the Liquidity Provider responses remain tagged as IOC; however, they are paused for the full length of the auction in order for CODA to identify and complete the price discovery process (discussed in detail in Part III, Item 11 (c)). - Liquidity Providers may send Pegged Orders (midpoint, market, primary). Peg Offset is allowed for primary and market pegged orders and discussed in detail later in this section. - Liquidity Providers may send orders with discretion offset to provide additional price improvement to their orders. Discretion offset values may be no smaller than $0.01. - At the completion of any CODA auction, unfilled Liquidity Provider responses are cancelled. Liquidity Providers may only enter orders when responding to an RFT/Auction Alert. All Liquidity Provider orders are treated as IOC and are not eligible for routing via FLARE. If Liquidity Providers send Day orders they will be treated as IOC as described above. Priority is determined by the matching engine logic and rules of engagement of each Auction Type as discussed in Part III, Item 11. Any conditions affecting rank and/or price for execution are defined throughout this Item and in the Auction Type descriptions detailed in Part III, Item 11(c). Orders tagged for and directed to CODA BLOCK are only eligible to participate in CODA BLOCK auctions. Day orders tagged for and directed to CODA MICRO are eligible to participate in CODA BLOCK auctions while resting in MOF and of at least 1000 shares. Managed and Conditional interests are defined as liquidity-providing order types. As a result, Liquidity Seekers using these order types may award price improvement to the contra side counterparty. For purposes of this filing, CODA will refer to "remove liquidity" as initiating an auction and "adding liquidity/post-only orders" as participating in auctions/responding orders. An auction must be initiated for an order, regardless of its marketability, to interact with resting liquidity at CODA. Subscribers wishing to trade on CODA strictly by participating in auctions initiated by other Subscribers may do so via the following means: 1) Participate via the Liquidity Provider FIX Specification 2) Nonmarketable orders by rule do not initiate auctions. Liquidity Seekers sending orders that are nonmarketable, defined by default as buy orders with a limit price less than or equal to NBB or sell orders with a limit price greater than or equal to NBO at the time of receipt, will not initiate auctions. Subscribers may also request to treat orders priced greater than NBB and less than NBO as nonmarketable. Based on Subscriber preference, nonmarketable Day orders may rest in the Managed Order Facility to participate in future auctions or cancel back to the Subscriber. 3) Conditional interests and "firm up" orders, by rule, do not initiate auctions; therefore, conditional interests and their corresponding "firm up" orders will only participate in auctions initiated by other Subscribers. 4) Request a participate only (post-only) configuration. In this case, FIX tags are used on an order-by-order basis as order handling instructions for CODA. 5) Subscribers may instruct CODA to handle an order as a Managed Order via a custom time-in-force value (Tag 59 = A). As previously discussed, CODA supports pegged orders from both Liquidity Seekers and Liquidity Providers. The supported pegged order types or execution instructions are: - MIDPOINT - Midpoint pegged orders allow the Liquidity Seeker to use any of the auction types or matching protocols to source liquidity at the midpoint of the NBBO or better ("Midpoint Order"). CODA identifies an order as a Midpoint Order in each RFT/Auction Alert sent to the Liquidity Providers (except in CODA BLOCK auctions). When responding to auctions, a Liquidity Provider can send a Midpoint Pegged Order in response. Using both CODA's market data feed and the limit prices (if present) on the Subscribers' orders, CODA matches the Liquidity Seeker and Liquidity Provider(s) at the midpoint of the NBBO and prints to the TRF. - MARKET - Market pegged orders allow Subscribers to instruct CODA to execute its order at the current market price. Market pegged orders maintain a limit price equal to the NBO for buy orders and a limit price equal to the NBB for sell/sell short orders. - PRIMARY - Primary pegged orders allow the Subscribers to instruct CODA to execute its order at a limit price that is relative to the NBBO. Primary pegged orders maintain a limit price equal to the NBB for buy orders and a limit price equal to the NBO for sell/sell short orders. Liquidity Seeker primary pegged orders do not initiate auctions but instead they rest, eligible to participate in future auctions. CODA supports peg offset instructions from both Liquidity Seekers and Liquidity Providers. Subscribers may add offset (at a value no less than $0.01 for stocks priced above $1.00) to market and primary pegged order instructions. This will maintain a limit price above or below the NBBO equal to offset value. Peg offset is supported on Primary and Market pegs only. To provide price improvement to Liquidity Seekers via limit orders, Liquidity Providers can populate an additional FIX tag (discretion offset) in their response. This tag will identify the amount (numeric value) to which they are willing to provide price improvement beyond their limit price. When CODA matches a Liquidity Provider's order indicating a willingness to provide price improvement against a liquidity-seeking order, CODA's matching logic adds the value in that FIX tag to the limit price on the Liquidity Provider's order to calculate the final price for the trade. Liquidity Providers may provide price improvement instructions to limit orders based on their limit price (discretion offset) as well as offset to pegged orders based on the NBBO (peg offset). Except for trading in stocks priced below $1.00, CODA does not accept orders with sub-penny values in the price tag; however, midpoint executions may occur at sub-penny values. Liquidity Seekers may instruct CODA to default orders to a midpoint pegged order type. Pegged order types do not require a limit price, but pegged orders without a limit price will not initiate auctions. Pegged orders are treated the same as non-pegged orders in terms of priority. CODA does not adjust limit prices or peg type based on NBBO or other market conditions. Liquidity Providers' orders are not eligible for routing to other Trading Centers. Liquidity Seekers' instruct CODA to route orders to other Trading Centers via FIX tags and as discussed with the Subscriber (verbally, in writing or both) during the onboarding process and ongoing support conversations. Both Day and IOC orders can be eligible for outbound routing. Custom time-in-force values (Tag 59 = 9, Tag 59 = B and 59 = A) in addition to the standard values for Day and IOC orders (Tag 59 = 0 and Tag 59 = 3) are supported by CODA. The custom TIF values instruct CODA to either route or not route orders on an order-by-order basis. Subscribers interested in using custom TIF values can request information from CODA at any time. CODA MICRO and CODA BLOCK allow time-in-force instructions of Day and IOC. A Day order is an order that automatically expires if it is not executed before the end of the trading day on which the order was entered. Subscribers can cancel Day orders at their discretion during the trading day. An IOC order is an order that executes all or part immediately and automatically cancels any unfilled portion of the order. CODA handles IOC orders as follows: Auction-initiating orders with time-in-force instructions of IOC survive for the length of the auction unless successfully cancelled by the Subscriber before the end of the auction. Responding orders to CODA MICRO (Price Improvement Auction) and CODA BLOCK with time-in-force instructions of IOC survive for the length of the auction unless successfully cancelled by the Subscriber. Liquidity Provider orders are all treated as IOC. Time-in-force instructions of Day from Liquidity Provider orders will be accepted, but the order will still be treated as IOC. All orders types can be modified to update price, quantity, order type (limit to market, or vice versa) and side (sell to sell short, or vice versa). Other modifications are not allowed. CODA BLOCK orders modified to reduce quantity will be rejected if the reduced quantity violates CODA BLOCK initiating or participation requirements. All order types can be replaced with the allowed modifications identified above. All order types can be cancelled at any time by the Subscriber including during a CODA auction, after a CODA auction, while an order is routing out via FLARE and while an order is resting at CODA or an away trading center. CODA will process cancel requests immediately upon receipt, but executions may occur before the cancel request is fully processed. Order types may be rejected for several reasons including a violation of CODA's FIX specifications, Subscribers' risk limits (discussed in Part III, Item 2) or the product requirements of CODA's two Auction types (discussed in detail in Part III, Item 11(c). An order for one auction type cannot by modified or replaced to a different auction type. Availability of order types is not determined by form of physical connectivity to CODA ATS. FIX sessions are, however, configured as either Liquidity Seeker or Liquidity Provider, not both. Subscribers wishing to act in the capacity of both a Liquidity Seeker and Liquidity Provider must do so over unique FIX sessions. Subscribers using third party OMS/EMS vendors or algorithms to enter orders to CODA ATS may be limited with respect to entering orders into CODA based on the limitations of the third-party provider. For example, one EMS vendor may offer its clients pegging functionality while another EMS vendor does not.

order_types

OVERVIEW RAM operates on an order-initiated, auction-based market structure. The list of available order types is based on the capacity in which a Subscriber order or trading interest is interacting in the ATS. RIOs are firm orders and eligible for routing to CLPs. CROs are firm orders and ineligible for routing to CLPs. AAs are non-firm trading interests in the form of notifications of auction initiated by a RIO. EQIs are non-firm trading interests. Despite EQIs being non-firm trading interests sent to RAM by CLPs, the CLPs are expected to execute in accordance with the non-firm trading interest details contained in the EQI should the auction-initiating RIO be routed to the CLP. ORDER / TRADING INTEREST CAPACITY RAM Subscribers can interact with RAM in three capacities: - Auction-initiating Subscribers, which may be any Subscriber but are expected to typically be broker-dealers with customer order flow. Auction-initiating Subscribers participate on RAM by initiating auctions with (RIOs). RIOs are orders routed to RAM by Subscribers and include symbol, side, side, price (if limit order) as defined in Part II, Item 5(a). - CLPs, which may be any Subscriber but are expected to typically be market making firms such as wholesale market makers. CLP trading interests, known as EQIs, are routed to RAM by CLPs and participate on RAM by responding to and competing in RIO auctions. CLPs are not required to respond in a RIO auction. - CROs, which may be any Subscriber but are expected to typically be institutional brokers that handle order flow for institutional investors. CROs participate on RAM by entering and resting orders in the ATS Order Book to compete in auctions initiated by RIOs and/or interact with other CRO orders in the ATS Order Book. CROs do not interact with CLPs. CROs may compete with CLPs in an auction, but would never interact with CLPs. Subscribers may act in any capacity for which they have been on-boarded, determined by how the subscriber was tested and introduced onto RAM, on an individual-auction basis (e.g., a Subscriber typically providing CROs could provide an EQI for an individual auction). ORDER TYPES, ORDER HANDLING, PRIORITY AND TIME-IN-FORCE RAM accepts the following RIO order types, which are handled as discussed below: - Market - Limit - Pegged (midpoint, primary, market) All RIO order types noted in this Item above require RIO-sending Subscribers to, at a minimum, include symbol, side and quantity on each order routed to RAM. If the order is a limit order, price is also required. RIOs are entered onto RAM by retail brokers or their clearing firms. A RIO deemed marketable upon receipt will initiate a RAM auction. Marketable is defined by rule as a market buy order or a buy order with a limit price (or effective limit) greater than or equal to NBO, or a market sell order or a sell order with a limit price (or effective limit) less than or equal to NBB, at the time of receipt. RIOs deemed non-marketable upon receipt do not initiate auctions and will be canceled back to the Subscriber (system-wide default). Alternatively, Subscribers may request an individual default setting in which RAM will route RIOs deemed non-marketable upon receipt to their preferred CLP, exchange or other trading center (discussed in detail in Part III, Item 11(a), 11(c) and 14(a)). RIOs received by RAM during locked and/or crossed market conditions do not initiate auctions and will be rejected back to the Subscriber (system-wide default). Alternatively, Subscribers may request an individual default setting in which RAM will route RIOs received during locked and/or crossed market conditions to their preferred CLP, exchange or other trading center (discussed in detail in Part III, Items 11(c) and 14(a)). RAM only accepts RIOs with Time-in-Force of "Day". At the completion of an auction won by a CLP, RAM will route the RIO to the winning CLP for execution. RAM auction rules are discussed in detail in Part III, Item 11(c). At the completion of an auction won by a CRO, RAM will match the RIO and winning CRO, execute the trade as an ATS and print the trade to a Trade Reporting Facility ("TRF"). TRF usage is discussed in detail in Part III, Item 21(a). RAM accepts and handles CLP trading interests (EQIs), as follows: - Each Auction Alert includes an Auction ID tag specific to the individual auction. - Responses to auctions from CLPs are in the form of trading interests known as EQIs. EQIs are held in the Auction Book for the full length of the auction. RAM auction rules, discussed in detail in Part III, Item 11(c), evaluate the EQIs and ATS order book to determine the auction winner. - The CLP tags each EQI with a value echoing the Auction ID from the Auction Alert, which instructs RAM to include the EQI in that specific auction. - Each EQI includes symbol, side and quantity. - Each EQI includes a Target Effective-over Quoted Value ("TEQ Value"), which functions as a peg offset to the NBBO and indicates a CLP's willingness to provide price improvement to the auction-initiating RIO. TEQ Values are discussed in detail in Part III, Item 9(a). - EQIs are non-displayed. - EQIs have a Time-in-Force of the duration of the auction. For purposes of RAM they are considered Immediate-or-Cancel ("IOC"), EQIs are deemed canceled after the auction process completes. If CLPs send EQIs tagged as Day, the EQI will be converted into and treated as IOC as described above. - In the ATS order book, CROs and EQIs have the same level of priority. EQIs do not have priority over CROs resting in the ATS order book (and vice versa). RAM accepts the following CRO order types, which are handled as discussed below: - Market (RAM treats CRO Market orders as Market Pegged orders) - Limit - Pegged (midpoint, primary, market) All CRO orders types noted in this Item above require CRO-sending Subscribers to, at a minimum, include symbol, side and quantity on each order routed to RAM. If the order is a limit order, price is also required. RAM only accepts CROs with Time-in-Force of "Day". CROs resting in the ATS Order Book are non-displayed. CROs are eligible to compete in an auction if the order is contra-side, and of equal to or greater quantity than the Subscriber's auction-initiating order. Priority within the ATS Order Book is price / time based. For example, if two CROs are of equal price (or effective price) and both of equal or greater quantity than the auction-initiating RIO, the CRO that was received by RAM first will maintain priority over the other to participate in the auction. As noted above, in the auction book, CROs do not have priority over EQIs (or vice versa); all order prioritization is price / time based. During the auction process, RAM converts the price, or effective price, of a participating CRO, to a Derived Effective-over-Quoted Value ("DEQ Value"). The resulting DEQ Value is used to compete in the auction with EQIs from CLPs. The formula used to determine the DEQ Value for a CRO is discussed in detail in Part III, Item 11(c). CROs are eligible to trade with other CROs upon receipt and based on price / time priority (discussed in Part III, Items 11(a) and 11(c). All orders and trading interests in the RAM Order Book and Auction Books are non-displayed; however, an Auction Alert process is used to request EQIs responses from CLPs. That request process is discussed in detail in Part III, Item 9(a), 11(c) and Part III, Item 15(a). Priority in the RAM auction book is determined by the RAM auction rules as discussed in Part III, Item 11(c). Any conditions affecting rank and/or price for execution are defined throughout this Item and in the auction process description detailed in Part III, Item 11(c). As previously discussed, RAM supports pegged orders from CROs. The supported pegged order types or execution instructions are: - MIDPOINT - Midpoint pegged orders allow Subscribers to instruct RAM to participate in the auction only at the midpoint of the NBBO or better ("Midpoint Order"). - MARKET - Market pegged orders allow Subscribers to instruct RAM to participate in the auction only at the current market price. Market pegged orders maintain a limit price equal to the NBO for buy orders and a limit price equal to the NBB for sell/sell short orders. - PRIMARY - Primary pegged orders allow the Subscribers to instruct RAM to participate in the auction at a limit price that is relative to the NBBO. Primary pegged orders maintain a limit price equal to the NBB for buy orders and a limit price equal to the NBO for sell/sell short orders. RAM supports peg offset instructions on all orders. Subscribers may add offset (at a value no less than $0.01 for stocks priced above $1.00) to market and primary pegged order instructions. This will maintain a limit price above or below the NBBO equal to offset value. Peg offset is supported on Primary and Market pegs only. Pegged orders are treated the same as non-pegged orders in terms of priority. RAM does not adjust limit prices or peg type based on NBBO or other market conditions. Except for trading in stocks priced below $1.00, RAM does not accept firm orders (RIOs and CROs) with sub-penny values in the price tag. To the extent that an EQI entered into an auction calculates out to a sub-penny amount that is not the NBBO midpoint (e.g., TEQ Value = 50), RAM rounds the values, as discussed in Item 11(a). As discussed above in this item, RAM accepts the time-in-force instruction of Day for all orders. A Day order is an order that automatically expires if it is not executed before the end of the trading day on which the order was entered. Subscribers can cancel Day orders at their discretion during the trading day. EQIs are handled with time-in-force of IOC by rule. An IOC EQI is a trading interest that survives only for the length of the auction and is automatically deemed canceled at the end of the auction without further action from the Subscriber. RIOs and CROs can be modified to update price, quantity, order type (limit to market, or vice versa) and side (sell to sell short, or vice versa). Other modifications are not allowed. All modifications except quantity reductions will cause orders in the RAM Order Book to lose their previous time priority and be prioritized as of the time of modification. While modifications are allowed at any time prior to RIO or CRO being executed, if the RIO or CRO is participating in an auction at the time of modification, the modification may not be processed prior to the completion of the auction. RIOs or CROs that have been routed out to CLPs (or away markets) in accordance with Subscriber's approved counterparty and prioritization list are subject to the modification rules at the CLP or away market at which the order is resting at the time of modification. RIOs and CROs can be replaced with the allowed modifications identified above. All RIOs and CROs can be canceled at any time by a Subscriber during the following periods: - Before an auction (applies to CROs resting in the ATS order book) - During an auction (applies to RIOs and CROs, so long as the cancelation is processed before the auction is completed) - After an auction (applies to CROs and assumes the Subscriber's order didn't already execute as part of the auction) - After an RIO has been routed to a CLP or other away market when designated to be routed out by the Subscriber. For example, a resting non-marketable limit order and/or an order received during a halt in trading. RAM will process cancel requests immediately upon receipt, but executions may occur before the cancel request is fully processed. Subscribers cancel RIOs and CROs by sending cancel request message via FIX to RAM, as specified in the RAM FIX specification. Following receipt of cancelation requests from Subscribers, RAM sends acknowledgement of cancel requests and confirmation of cancel status to the requesting Subscriber via FIX and as specific in the RAM FIX specification. If a Subscriber cancels their RIO prior to the completion of the auction, and RAM successfully processes the cancelation request prior to execution, a FIX message confirming the canceled RIO is sent to the Subscriber; however, RAM does not notify other participants that the auction was canceled. After a successfully cancelled auction, any EQIs for that auction in the Auction Book will be treated as expired. If a Subscriber requests to cancel a RIO that was previously routed to a CLP and remains unexecuted (e.g., non-marketable limit order), RAM will route a cancelation request on behalf of the Subscriber to the CLP. If the CLP confirms cancelation of the request, the cancelation confirmation will be sent by RAM to the Subscriber via FIX. Alternatively, if the CLP rejects the cancelation request, the cancel request reject will be sent by RAM to the Subscriber via FIX. RAM monitors order cancelation request activity for patterns where Subscribers frequently cancel orders quickly (e.g., less than one second) following receipt of the order. As discussed in Part III, Item 3(a), RAM, at its discretion, can exclude or suspend a Subscriber from access and/or use of the ATS services if such behavior is identified. RIOs and CROs may be rejected for several reasons including a violation of RAM's FIX specifications, Subscribers' risk limits (discussed in Part III, Item 2) or general product requirements (discussed in detail in Part III, Item 11(c). RIOs and CROs may be rejected for several reasons including a violation of RAM's FIX specifications, Subscribers' risk limits (discussed in Part III, Item 2) or general product requirements (discussed in detail in Part III, Item 11(c). Availability of RIOs, CROs, and EQIs arenot determined by the form of physical connectivity to RAM. Individual FIX sessions are configured specifically to support either (a) RIOs and CROs, (b) Auction Alerts to CLPs and inbound EQIs from CLPs, or (c) outbound routing to CLPs, but not all three. Subscribers wishing to participate on RAM in multiple capacities must do so over unique FIX sessions. Subscribers using third party OMS/EMS vendors or algorithms to enter orders to RAM may be limited with respect to entering orders into RAM based on the limitations of the third-party provider. For example, one EMS vendor may offer its clients pegging functionality while another EMS vendor does not.

order_types

CODA operates on an on-demand order-initiated, auction-based market structure offering two Auction Types, CODA MICRO and CODA BLOCK. Each Auction Type supports certain order types and may handle order types differently based on the Auction Type and capacity ("Liquidity Seeker" vs. "Liquidity Provider") in which an order is interacting on the ATS. "Liquidity Seeker" orders participate on CODA by: - Initiating on-demand auctions; - Resting orders (firm and/or conditional) to participate in future auctions initiated by other Liquidity Seeker orders; and - Using CODA's outbound order router, FLARE. "Liquidity Provider" orders participate on CODA by: - Responding with orders to on-demand auctions initiated by Liquidity Seeker orders CODA MICRO accepts and handles the following order types from Liquidity Seekers: - Limit - Market - Pegged (midpoint, primary, market). Peg Offset is allowed for primary and market pegged orders and discussed in detail in this item below. - Managed - Managed Orders reside in CODA's Managed Order Facility ("MOF") and allow Liquidity Seekers to interact with and execute against order flow from other Liquidity Seekers. CODA automatically generates Immediate-or-Cancel ("IOC") responses based on the detail of the Managed order and on behalf of the Liquidity Seeker if the Managed order provides executable contra-side liquidity to any of the auction types or matching protocols discussed in this document. Managed Orders do not have priority over Liquidity Provider responses. At CODA's discretion, Managed Orders can be deemed ineligible to interact with certain auctions. For example, a Subscriber's negotiated fee for initiating and executing in CODA MICRO may be a rebate higher than the average negotiated fee charged to other Subscribers for resting Managed Orders in the MOF (see detail on Fees in Part III, Item 19). As a result, CODA Markets would be expected to pay a rebate to the initiating Subscriber that is of a greater amount than what it charged to the Subscriber resting in the MOF. Since CODA Markets would lose money on the trade, this is an example of why Managed Orders can be deemed ineligible for interaction in an initiating Subscriber's CODA MICRO auctions. Managed Orders on the same side in the same symbol are given price / time priority over each other unless otherwise specified (see description of CODA BLOCK auctions in Part III, Item 11 (c)). In other words, in CODA MICRO, if two Managed Orders have the same price and are on the same side, then the Managed Order with the earlier time stamp of receipt can trade against the initiating order, up to the Managed order's quantity, before the Managed order with the later time stamp is given an opportunity to trade with any residual quantity. - Conditional - Conditional interests and "firm up" orders are a type of Managed Order, do not initiate CODA MICRO auctions and allow Liquidity Seekers to provide liquidity to auctions initiated by other liquidity-seeking orders. In CODA MICRO auctions, conditional interests and 'firm up" orders are deemed a supplemental liquidity source and only trade with residual shares of an auction-initiating order once the auction is complete. At that time, if an eligible CODA MICRO initiating order is executable against a contra conditional interest then the conditional interest is invited to firm up. Conditional interests may be entered as Market, Limit or Pegged. A conditional interest must be replaced with a firm (Market, Limit or Pegged) order prior to execution. The process of replacing conditional interests with firm orders, known as a "firm up," introduces latency to the execution process. As such, Liquidity Seekers may opt out of interacting with conditional interests and "firm up" orders. Additionally, CODA can opt out certain CODA FLARE-eligible orders of interacting with conditional interests as needed to achieve the execution goals of the specific FLARE strategy and to optimize performance. For example, the performance of certain FLARE strategies could be negatively impacted by the latency of the "firm up" process. CODA can peg Conditional interests to the midpoint of the NBBO by default at the request of the Liquidity Seeker. CODA BLOCK accepts and handles the following Order Types from Liquidity Seekers: - Limit Orders - Pegged Orders - Market, primary and midpoint pegged orders are all accepted and are handled the same as pegged orders in CODA MICRO. - Managed Orders - Managed Orders greater than 1,000 shares and residing in the MOF are eligible to interact with CODA BLOCK auctions. Managed Orders are reserved as participating orders in a CODA BLOCK auction during the Phase 3 Auction Alert (see description of CODA BLOCK in Part III, Item 11 (c)). - Conditional - Conditional interests and "firm up orders" can only participate (not initiate) in CODA BLOCK auctions. Conditional interest invites will include an indication that the invite is for a CODA BLOCK auction. CODA BLOCK auction conditional interest invites will be sent to all eligible conditional interests in that symbol regardless of side, size and price of the initiating order. The CODA BLOCK invite does not indicate the explicit side, size or price of the initiating order, but instead echoes the information from the conditional interest of the Subscriber receiving the invite. Therefore, the CODA BLOCK invite is deemed to be symbol-only in nature. As with all participating orders, "firm up" orders submitted to a CODA BLOCK auction must be at least 1,000 shares to be eligible. "Firm up" orders must be Limit or Pegged Orders (Market orders will be rejected). Conditional interests whose "firm up" orders are submitted to a CODA BLOCK auction are treated with the same priorities and on the same basis as other participating orders. Due to the multilateral (potential for more than two counterparties to participate in a single auction with one print to the tape) matching rules of CODA BLOCK (discussed in detail in Part III, Item 11 (c)), conditional interests and their subsequent "firm up" orders may not participate in the allocation process due to their limit price, minimum fill quantity or other order instructions even following receipt of an invite. As a result of the symbol-only nature of the CODA BLOCK conditional interest invite, Subscribers may choose to not submit a "firm up" order. Any unfilled shares on a "firm up" order will be cancelled back to the Subscriber at the completion of the auction. CODA MICRO and CODA BLOCK accept and handle Liquidity Provider orders as follows: - All CODA auction types and matching protocols allow Liquidity Providers to generate firm IOC orders in response to liquidity-seeking order flow. When responding to CODA MICRO "price improvement auctions" and CODA BLOCK RFT/Auction Alerts, the Liquidity Provider responses remain tagged as IOC; however, eligible responses are paused for the full length of the auction in order for CODA to identify and complete the price discovery process (discussed in detail in Part III, Item 11 (c)). - Liquidity Providers may send Pegged Orders (midpoint, market, primary). Peg Offset is allowed for primary and market pegged orders and discussed in detail later in this section. - Liquidity Providers may send orders with discretion offset to provide additional price improvement to their orders. Discretion offset values may be no smaller than $0.01. - At the completion of any CODA auction, unfilled Liquidity Provider responses are cancelled. Liquidity Providers may only enter orders when responding to an RFT/Auction Alert. All Liquidity Provider orders are treated as IOC and are not eligible for routing via FLARE. If Liquidity Providers send Day orders they will be treated as IOC as described above. Priority is determined by the matching engine logic and rules of engagement of each Auction Type as discussed in Part III, Item 11. Any conditions affecting rank and/or price for execution are defined throughout this Item and in the Auction Type descriptions detailed in Part III, Item 11(c). Orders tagged for and directed to CODA BLOCK are only eligible to participate in CODA BLOCK auctions. Day orders tagged for and directed to CODA MICRO are eligible to participate in CODA BLOCK auctions while resting in MOF and of at least 1000 shares. Managed and Conditional interests are defined as liquidity-providing order types. As a result, Liquidity Seekers using these order types may award price improvement to the contra side counterparty. For purposes of this filing, CODA will refer to "remove liquidity" as initiating an auction and "adding liquidity/post-only orders" as participating in auctions/responding orders. An auction must be initiated for an order, regardless of its marketability, to interact with resting liquidity at CODA. Subscribers wishing to trade on CODA strictly by participating in auctions initiated by other Subscribers may do so via the following means: 1) Participate via the Liquidity Provider FIX Specification 2) Nonmarketable orders by rule do not initiate auctions. Liquidity Seekers sending orders that are nonmarketable, defined by default as buy orders with a limit price less than or equal to NBB or sell orders with a limit price greater than or equal to NBO at the time of receipt, will not initiate auctions. Subscribers may also request to treat orders priced greater than NBB and less than NBO as nonmarketable. Based on Subscriber preference, nonmarketable Day orders may rest in the Managed Order Facility to participate in future auctions or cancel back to the Subscriber. 3) Conditional interests and "firm up" orders, by rule, do not initiate auctions; therefore, conditional interests and their corresponding "firm up" orders will only participate in auctions initiated by other Subscribers. 4) Request a participate only (post-only) configuration. In this case, FIX tags are used on an order-by-order basis as order handling instructions for CODA. 5) Subscribers may instruct CODA to handle an order as a Managed Order via a custom time-in-force value (Tag 59 = A). As previously discussed, CODA supports pegged orders from both Liquidity Seekers and Liquidity Providers. The supported pegged order types or execution instructions are: - MIDPOINT - Midpoint pegged orders allow the Liquidity Seeker to use any of the auction types or matching protocols to source liquidity at the midpoint of the NBBO or better ("Midpoint Order"). CODA identifies an order as a Midpoint Order in each RFT/Auction Alert sent to the Liquidity Providers (except in CODA BLOCK auctions). When responding to auctions, a Liquidity Provider can send a Midpoint Pegged Order in response. Using both CODA's market data feed and the limit prices (if present) on the Subscribers' orders, CODA matches the Liquidity Seeker and Liquidity Provider(s) at the midpoint of the NBBO and prints to the TRF. - MARKET - Market pegged orders allow Subscribers to instruct CODA to execute its order at the current market price. Market pegged orders maintain a limit price equal to the NBO for buy orders and a limit price equal to the NBB for sell/sell short orders. - PRIMARY - Primary pegged orders allow the Subscribers to instruct CODA to execute its order at a limit price that is relative to the NBBO. Primary pegged orders maintain a limit price equal to the NBB for buy orders and a limit price equal to the NBO for sell/sell short orders. Liquidity Seeker primary pegged orders do not initiate auctions but instead they rest, eligible to participate in future auctions. CODA supports peg offset instructions from both Liquidity Seekers and Liquidity Providers. Subscribers may add offset (at a value no less than $0.01 for stocks priced above $1.00) to market and primary pegged order instructions. This will maintain a limit price above or below the NBBO equal to offset value. Peg offset is supported on Primary and Market pegs only. To provide price improvement to Liquidity Seekers via limit orders, Liquidity Providers can populate an additional FIX tag (discretion offset) in their response. This tag will identify the amount (numeric value) to which they are willing to provide price improvement beyond their limit price. When CODA matches a Liquidity Provider's order indicating a willingness to provide price improvement against a liquidity-seeking order, CODA's matching logic adds the value in that FIX tag to the limit price on the Liquidity Provider's order to calculate the final price for the trade. Liquidity Providers may provide price improvement instructions to limit orders based on their limit price (discretion offset) as well as offset to pegged orders based on the NBBO (peg offset). Except for trading in stocks priced below $1.00, CODA does not accept orders with sub-penny values in the price tag; however, midpoint executions may occur at sub-penny values. Liquidity Seekers may instruct CODA to default orders to a midpoint pegged order type. Pegged order types do not require a limit price, but pegged orders without a limit price will not initiate auctions. Pegged orders are treated the same as non-pegged orders in terms of priority. CODA does not adjust limit prices or peg type based on NBBO or other market conditions. Liquidity Providers' orders are not eligible for routing to other Trading Centers. Liquidity Seekers' instruct CODA to route orders to other Trading Centers via FIX tags and as discussed with the Subscriber (verbally, in writing or both) during the onboarding process and ongoing support conversations. Both Day and IOC orders can be eligible for outbound routing. Custom time-in-force values (Tag 59 = 9, Tag 59 = B and 59 = A) in addition to the standard values for Day and IOC orders (Tag 59 = 0 and Tag 59 = 3) are supported by CODA. The custom TIF values instruct CODA to either route or not route orders on an order-by-order basis. Subscribers interested in using custom TIF values can request information from CODA at any time. CODA MICRO and CODA BLOCK allow time-in-force instructions of Day and IOC. A Day order is an order that automatically expires if it is not executed before the end of the trading day on which the order was entered. Subscribers can cancel Day orders at their discretion during the trading day. An IOC order is an order that executes all or part immediately and automatically cancels any unfilled portion of the order. CODA handles IOC orders as follows: Auction-initiating orders with time-in-force instructions of IOC survive for the length of the auction unless successfully cancelled by the Subscriber before the end of the auction. Responding orders to CODA MICRO (Price Improvement Auction) and CODA BLOCK with time-in-force instructions of IOC can survive for the length of the auction unless successfully cancelled by the Subscriber. Liquidity Provider orders are all treated as IOC. Time-in-force instructions of Day from Liquidity Provider orders will be accepted, but the order will still be treated as IOC. All orders types can be modified to update price, quantity, order type (limit to market, or vice versa) and side (sell to sell short, or vice versa). Other modifications are not allowed. CODA BLOCK orders modified to reduce quantity will be rejected if the reduced quantity violates CODA BLOCK initiating or participation requirements. All order types can be replaced with the allowed modifications identified above. All order types can be cancelled at any time by the Subscriber including during a CODA auction, after a CODA auction, while an order is routing out via FLARE and while an order is resting at CODA or an away trading center. CODA will process cancel requests immediately upon receipt, but executions may occur before the cancel request is fully processed. Order types may be rejected for several reasons including a violation of CODA's FIX specifications, Subscribers' risk limits (discussed in Part III, Item 2) or the product requirements of CODA's two Auction types (discussed in detail in Part III, Item 11(c). An order for one auction type cannot by modified or replaced to a different auction type. Availability of order types is not determined by form of physical connectivity to CODA ATS. FIX sessions are, however, configured as either Liquidity Seeker or Liquidity Provider, not both. Subscribers wishing to act in the capacity of both a Liquidity Seeker and Liquidity Provider must do so over unique FIX sessions. Subscribers using third party OMS/EMS vendors or algorithms to enter orders to CODA ATS may be limited with respect to entering orders into CODA based on the limitations of the third-party provider. For example, one EMS vendor may offer its clients pegging functionality while another EMS vendor does not.

means_of_entry

RAM requires all orders and EQIs to be entered via Financial Information eXchange ("FIX") protocol. RAM supports FIX 4.2. This applies to and is the same for all Subscribers and the BDO.

means_of_entry

CODA requires all orders and conditional liquidity to be entered via Financial Information eXchange ("FIX") protocol. CODA supports both FIX 4.2 and 4.4.

means_of_entry

CODA requires all orders and conditional interests to be entered via Financial Information eXchange ("FIX") protocol. CODA supports both FIX 4.2 and 4.4.

pricing_methodology

CODA uses the Securities Information Processor ("SIP") as its market data feed which is integrated into the software provided by Apex. The market data feed is used to ensure the ATS is executing trades at prices consistent with its matching logic, rules of engagement, Reg NMS and other relevant rules and regulations. Throughout each trading day CODA monitors the market data feed for the NBBO, price bands, short sale restrictions, trade halts and Limit Up Limit Down ("LULD"). Based on this information which is disseminated to its systems in real time from the market data feed, CODA will restrict execution prices and disable trading in halted symbols as required. Each Auction Type checks the market data feed upon receipt of a liquidity-seeking order to establish marketability and determine if the order is eligible to initiate an auction based on marketability. As previously discussed, only marketable orders will initiate auctions. CODA MICRO auctions using the price improvement auction matching protocol, CODA FUSE and CODA BLOCK auctions recheck the NBBO at the end of the auction to establish the NBBO used for pricing market and pegged orders, as well as pricing and executing the auction. Additionally, if a CODA FUSE or CODA BLOCK auction's trade price is set outside the NBBO, the market data feed is used to identify protected quotes in the broader market, finalize the auction trade price and Participant allocations, and establish the details of CODA Markets' responsibility to perform a Regulation NMS Rule 611 ISO Sweep (as discussed in Part III, Item 7). CODA performs several per order risk checks on Subscriber orders upon entry. The Aggressive Limit Order Check rejects orders that are priced over 10% above (on buy orders) or below (on sell orders) the NBBO at time of receipt. Additionally, if the stock is priced less than $10.00, the Aggressive Limit Order Check uses a static value of $1.00 instead of 10%. CODA uses market data to establish the limits, perform this check and reject orders in violation of the limit. CODA's Liquidity Protection Rule (discussed in Part II, Item 5) uses historical market data provided by the SIP as the data input to calculate the price bands used in CODA FUSE and CODA BLOCK. The LPR price bands are also made available along with other symbol-specific, SIP-provided market data on CODA Markets' website via the Liquidity Protection Rule Calculator. During regular trading hours, should Apex lose its connections to the market data feed, CODA will suspend trading in the ATS until the market data feed connection is reestablished. As mentioned in Part III, Item 20, CODA may suspend trading in the ATS if it determines its market data feed is providing inaccurate or unreliable data. As noted in Part III, Item 6, Apex maintains a backup market data connection through SpiderRock.

pricing_methodology

CODA uses the Securities Information Processor ("SIP") as its market data feed. Market data is provided to CODA by PICO as noted in Part II, Item 6. The market data feed is used to ensure the ATS is executing trades at prices consistent with its matching logic, rules of engagement, Reg NMS and other relevant rules and regulations. Throughout each trading day CODA monitors the market data feed for the NBBO, price bands, short sale restrictions, trade halts and Limit Up Limit Down ("LULD"). Based on this information which is disseminated to its systems in real time from the market data feed, CODA will restrict execution prices and disable trading in halted symbols as required. Each Auction Type checks the market data feed upon receipt of a liquidity-seeking order to establish marketability and determine if the order is eligible to initiate an auction based on marketability. As previously discussed, only marketable orders will initiate auctions. CODA MICRO auctions using the price improvement auction matching protocol, CODA FUSE and CODA BLOCK auctions recheck the NBBO at the end of the auction to establish the NBBO used for pricing market and pegged orders, as well as pricing and executing the auction. Additionally, if a CODA FUSE or CODA BLOCK auction's trade price is set outside the NBBO, the market data feed is used to identify protected quotes in the broader market, finalize the auction trade price and Participant allocations, and establish the details of CODA Markets' responsibility to perform a Regulation NMS Rule 611 ISO Sweep (as discussed in Part III, Item 7). CODA performs several per order risk checks on Subscriber orders upon entry. The Aggressive Limit Order Check rejects orders that are priced over 10% above (on buy orders) or below (on sell orders) the NBBO at time of receipt. Additionally, if the stock is priced less than $10.00, the Aggressive Limit Order Check uses a static value of $1.00 instead of 10%. CODA uses market data to establish the limits, perform this check and reject orders in violation of the limit. CODA's Liquidity Protection Rule (discussed in Part II, Item 5) uses historical market data provided by the SIP as the data input to calculate the price bands used in CODA FUSE and CODA BLOCK. The LPR price bands are also made available along with other symbol-specific, SIP-provided market data on CODA Markets' website via the Liquidity Protection Rule Calculator. During regular trading hours, should CODA lose its connections to the market data feed, CODA will suspend trading in the ATS until the market data feed connection is reestablished. As mentioned in Part III, Item 20, CODA may suspend trading in the ATS if it determines its market data feed is providing inaccurate or unreliable data. As noted in Part III, Item 6, CODA maintains a backup market data connection through SpiderRock.

pricing_methodology

CODA uses the Securities Information Processor ("SIP") as its market data feed. Market data is provided to CODA by PICO as noted in Part II, Item 6. The market data feed is used to ensure the ATS is executing trades at prices consistent with its matching logic, rules of engagement, Reg NMS and other relevant rules and regulations. Throughout each trading day CODA monitors the market data feed for the NBBO, price bands, short sale restrictions, trade halts and Limit Up Limit Down ("LULD"). Based on this information which is disseminated to its systems in real time from the market data feed, CODA will restrict execution prices and disable trading in halted symbols as required. Each Auction Type checks the market data feed upon receipt of a liquidity-seeking order to establish marketability and determine if the order is eligible to initiate an auction based on marketability. As previously discussed, only marketable orders will initiate auctions. CODA MICRO auctions using the price improvement auction matching protocol and CODA BLOCK auctions recheck the NBBO at the end of the auction to establish the NBBO used for pricing market and pegged orders, as well as pricing and executing the auction. Additionally, if a CODA BLOCK auction's trade price is set outside the NBBO, the market data feed is used to identify protected quotes in the broader market, finalize the auction trade price and Participant allocations, and establish the details of CODA Markets' responsibility to perform a Regulation NMS Rule 611 ISO Sweep (as discussed in Part III, Item 7). CODA performs several per order risk checks on Subscriber orders upon entry. The Aggressive Limit Order Check rejects orders that are priced over 10% above (on buy orders) or below (on sell orders) the NBBO at time of receipt. Additionally, if the stock is priced less than $10.00, the Aggressive Limit Order Check uses a static value of $1.00 instead of 10%. CODA uses market data to establish the limits, perform this check and reject orders in violation of the limit. CODA's Liquidity Protection Rule (discussed in Part II, Item 5) uses historical market data provided by the SIP as the data input to calculate the price bands used in CODA BLOCK. The LPR price bands are also made available along with other symbol-specific, SIP-provided market data on CODA Markets' website via the Liquidity Protection Rule Calculator. During regular trading hours, should CODA lose its connections to the market data feed, CODA will suspend trading in the ATS until the market data feed connection is reestablished. As mentioned in Part III, Item 20, CODA may suspend trading in the ATS if it determines its market data feed is providing inaccurate or unreliable data. As noted in Part III, Item 6, CODA maintains a backup market data connection through SpiderRock.

pricing_methodology

RAM determines the NBBO, prioritizes, executes, and routes orders and trading interests based on market data received from direct feeds through Redline, a third-party market data provider, that (a) uses proprietary feeds from all national securities exchanges other than Long-Term Stock Exchange, MIAX PEARL Equities, NYSE American, NYSE Chicago, and NYSE National and (b) uses the Securities Information Processors (the "SIP") for the aforementioned exchanges and ADF. Redline or RAM will switch to extracting equivalent data from the SIP when a proprietary feed is unavailable, unstable, experiencing unacceptable latencies, or detected to be providing quotes that appear to have quality issues. When a direct feed is affected, the SIP is used for market data from the affected market, and Redline or RAM will continue to use direct feeds from the unaffected markets to determine the NBBO. In the event of any disruption of services or other issues with any of the direct feeds, the BDO reserves the right to process auctions, execute transactions in RAM and route orders to CLPs (or other away market) based on market data from the SIP for any (or all) market center(s). In the event the Redline data feed is unavailable, RAM will use a backup SIP data feed provided by SpiderRock for all exchanges. The market data feed is used to ensure the ATS is executing trades at prices consistent with its matching logic, rules of engagement, Reg NMS and other relevant rules and regulations. Throughout each trading day, RAM monitors the market data feed for the NBBO, price bands, short sale restrictions, trade halts and Limit Up Limit Down ("LULD"). Based on this information which is disseminated to its systems in real time from the market data feed, RAM will restrict execution prices and disable trading in halted symbols as required. RAM checks the market data feed upon receipt of each order to establish marketability and determine if the order is eligible to initiate an auction based on marketability and other characteristics discussed in Part III, Item 7(a). As previously discussed, only marketable RIOs will initiate auctions. RAM rechecks the NBBO at the end of the auction to establish the NBBO used for pricing market and pegged orders, as well as evaluating the auction and determining the winner. RAM performs several per order risk checks on Subscriber orders upon entry. The aggressive limit order check rejects orders that are priced over 10% above (on buy orders) or below (on sell orders) the NBBO at time of receipt. If the stock is priced less than $10.00, but greater than or equal to $5.00, the Aggressive Limit Order Check uses a static value of $1.00 instead of 10%. If the stock is priced less than $5.00, the Aggressive Limit Order Check uses a static value of $0.50 instead of $1.00. RAM uses market data to establish the limits, perform this check and reject orders in violation of the limit. During regular trading hours, should RAM lose its connections to all market data feeds, RAM will suspend trading in the capacity of an ATS until the market data feed connection is reestablished. As mentioned in Part III, Item 20, RAM may suspend trading in the capacity of an ATS if it determines its market data feed is providing inaccurate or unreliable data. As noted in Part III, Item 6, RAM maintains a backup market data connection through SpiderRock.

pricing_methodology

CODA uses the Securities Information Processor ("SIP") as its market data feed which is integrated into the software provided by Apex. The market data feed is used to ensure the ATS is executing trades at prices consistent with its matching logic, rules of engagement, Reg NMS and other relevant rules and regulations. Throughout each trading day CODA monitors the market data feed for the NBBO, price bands, short sale restrictions, trade halts and Limit Up Limit Down ("LULD"). Based on this information which is disseminated to its systems in real time from the market data feed, CODA will restrict execution prices and disable trading in halted symbols as required. Each Auction Type checks the market data feed upon receipt of a liquidity-seeking order to establish marketability and determine if the order is eligible to initiate an auction based on marketability. As previously discussed, only marketable orders will initiate auctions. CODA MICRO auctions using the price improvement auction matching protocol and CODA FUSE auctions recheck the NBBO at the end of the auction to establish the NBBO used for pricing market and pegged orders, as well as pricing and executing the auction. CODA performs several per order risk checks on Subscriber orders upon entry. The Aggressive Limit Order Check rejects orders that are priced over 10% above (on buy orders) or below (on sell orders) the NBBO at time of receipt. Additionally, if the stock is priced less than $10.00, the Aggressive Limit Order Check uses a static value of $1.00 instead of 10%. CODA uses market data to establish the limits, perform this check and reject orders in violation of the limit. During regular trading hours, should Apex lose its connections to the market data feed, CODA will suspend trading in the ATS until the market data feed connection is reestablished. As mentioned in Part III, Item 20, CODA may suspend trading in the ATS if it determines its market data feed is providing inaccurate or unreliable data. As noted in Part III, Item 6, Apex maintains a backup market data connection through SpiderRock.

counterparty_selection

CODA MICRO: Subscribers (both Liquidity Seekers and Liquidity Providers) may elect to not trade with or block any number of specified counterparties in CODA MICRO auctions. Subscribers can identify such counterparties to CODA Markets by name or by reference to their own historical executions. If identified to CODA Markets by name, CODA Markets will not confirm or deny to such identifying Subscriber any active subscriptions of any other Subscribers (unless authorized to do so by the Subscriber being identified), but CODA Markets will satisfy the do-not-trade request if the identified counterparty is a CODA Markets Subscriber. Sponsored Users may also submit a do-not-trade request with proper disclosure to their sponsoring broker Subscriber. CODA enforces the block at the MPID level. Therefore, if a do-not-trade request is in effect between "Subscriber A" with a MPID of ABCD and "Subscriber B" with a MPID of WXYZ, then any trades that would otherwise occur in CODA MICRO, as discussed throughout this Form between ABCD and WXYZ, will result in a nothing done. Requests may be delivered verbally or in writing by the Subscriber. CODA can process and effect counterparty blocking requests intraday or on a scheduled date. If a trade does not occur due to an active do-not-trade request by a Subscriber, neither the identifying Subscriber nor the identified counterparty will be notified that this was the reason the order was cancelled or for a nothing done. Two or more Subscribers may request to trade exclusively with each other in CODA MICRO. From the Liquidity Seeker's perspective, its RFT/Auction Alerts will only be sent to the exclusive Liquidity Provider(s) it has designated. From the Liquidity Provider's perspective, it will only receive RFT/Auction Alerts from the exclusive Liquidity Seeker(s) it has designated. The request can be set as a default for the Subscribers, or specified at the session level or on an order-to-order basis. As described previously, CODA Markets will not confirm or deny whether any firm or person is a CODA Subscriber, but Subscribers may disclose their subscription status/participation in CODA to third parties at their discretion, for the purpose of arranging exclusive trading or otherwise. As previously mentioned, CODA MICRO enforces self-trade prevention at the MPID level. Subscribers cannot opt out of enforcement of self-trade prevention in CODA MICRO. In addition, and as described in Part III, Item 13, CODA applies Liquidity Profile tiers to orders of Liquidity Seeking Subscribers. Although the CODA ATS does not provide any functionality for this purpose, a Liquidity Provider can engage in behavior akin to counter-party selection by electing not to trade (and/or electing not to provide a response to an RFT message) with a Liquidity Seeking Subscriber based upon the Liquidity Profile tier transmitted with the order. CODA BLOCK and CODA FUSE: Counterparty restriction is not supported in CODA BLOCK and CODA FUSE auctions. However, order type restriction is supported using the "Auction Order Handling Configuration Request Form" (mentioned in Part III, Item 7(a)) and available order handling customizations (discussed in Part III, Item 11(c)). As previously mentioned, CODA BLOCK and CODA FUSE does not enforce self-trade prevention due to the multilateral auction process (defined in Part III, Item 7 (a)). All Auction Types: Each auction type allows for customized order handling (mentioned in Part III, Item 7(a)), which is requested via the "Auction Order Handling Configuration Request Form" (available on the CODA website (www.codamarkets.com)). The customizations available offer the ability to exclude specific types of orders and/or trading interests. For example, a Liquidity Seeker can exclude one or more of the following: conditional interests from CODA MICRO, conditional liquidity from CODA FUSE and Liquidity Provider responses from CODA FUSE. The order handling customization process also allows Liquidity Seekers to prevent their resting orders and conditional interests from participating in one or more auction types. Customized order handling optionality, specific to each auction type, is discussed in further detail in Part III, Item 11(c).

counterparty_selection

CODA MICRO: Subscribers (both Liquidity Seekers and Liquidity Providers) may elect to not trade with or block any number of specified counterparties in CODA MICRO auctions. Subscribers can identify such counterparties to CODA Markets by name or by reference to their own historical executions. If identified to CODA Markets by name, CODA Markets will not confirm or deny to such identifying Subscriber any active subscriptions of any other Subscribers (unless authorized to do so by the Subscriber being identified), but CODA Markets will satisfy the do-not-trade request if the identified counterparty is a CODA Markets Subscriber. Sponsored Users may also submit a do-not-trade request with proper disclosure to their sponsoring broker Subscriber. CODA enforces the block at the MPID level. Therefore, if a do-not-trade request is in effect between "Subscriber A" with a MPID of ABCD and "Subscriber B" with a MPID of WXYZ, then any trades that would otherwise occur in CODA MICRO, as discussed throughout this Form between ABCD and WXYZ, will result in a nothing done. Requests may be delivered verbally or in writing by the Subscriber. CODA can process and effect counterparty blocking requests intraday or on a scheduled date. If a trade does not occur due to an active do-not-trade request by a Subscriber, neither the identifying Subscriber nor the identified counterparty will be notified that this was the reason the order was cancelled or for a nothing done. Two or more Subscribers may request to trade exclusively with each other in CODA MICRO. From the Liquidity Seeker's perspective, its RFT/Auction Alerts will only be sent to the exclusive Liquidity Provider(s) it has designated. From the Liquidity Provider's perspective, it will only receive RFT/Auction Alerts from the exclusive Liquidity Seeker(s) it has designated. The request can be set as a default for the Subscribers, or specified at the session level or on an order-to-order basis. As described previously, CODA Markets will not confirm or deny whether any firm or person is a CODA Subscriber, but Subscribers may disclose their subscription status/participation in CODA to third parties at their discretion, for the purpose of arranging exclusive trading or otherwise. As previously mentioned, CODA MICRO enforces self-trade prevention at the MPID level. Subscribers cannot opt out of enforcement of self-trade prevention in CODA MICRO. CODA BLOCK: Counterparty restriction is not supported in CODA BLOCK auctions. As previously mentioned, CODA BLOCK does not enforce self-trade prevention due to the multilateral auction process (defined in Part III, Item 7 (a)).

counterparty_selection

Counterparty Selection for Marketable and Non-marketable RIOs Subscribers that wish to send auction-initiating RIOs work with RAM personnel during the onboarding process (and as-needed on an ongoing basis) to establish a list of CLPs configured to participate in their auctions. All CLPs connected to and certified with RAM are eligible; however, Subscribers are not required to interact with all CLPs, and individual approval is at the discretion of the auction-initiating Subscriber. Approvals are in accordance with the Subscriber's approved counterparty and prioritization list established during onboarding and can be updated on an overnight-basis at the written request of the Subscriber. Subscribers also have the option to include or exclude the CROs, generally the "Order Book", as participants in their auctions. In addition to approving each CLP, Subscribers rank the approved CLPs in a prioritization schedule to be used when an auction results in a tie and also when a CLP rejects or cancels back an order (discussed in Part III, Item 11(c). Throughout this Form, this list is referred to as the approved counterparty and prioritization list. As discussed in Part III, Item 11(a), RAM expects the majority of RIOs that are sent to RAM to be marketable upon receipt; however, due to circumstances such as NBBO changes, some RIOs will be deemed as non-marketable by RAM. Subscribers can request that, as an individual default, RAM route their such orders to a preferred CLP, exchange or other trading center. Subscribers that request routing out of their non-marketable RIOs must provide RAM with the name of their preferred CLP, exchange or other trading center, as well as a backup. As discussed in Part III, Item 11(a), Subscribers can request that RAM route RIOs received by RAM during locked and/or crossed market conditions or a trading halt, to a preferred CLP, Exchange or other trading center. Subscribers that request routing out of such orders must provide RAM with the name of their preferred CLP, exchange or other trading center, as well as a backup. Overnight and upon a request by the Subscriber, RAM can enable (disable) additional (current) CLPs and/or the Order Book from a Subscriber's approved counterparty and prioritization list, and update the Subscriber's auction configuration in the RAM systems accordingly. Additionally, upon request and overnight, RAM can make changes to a Subscriber's non-marketable order, and locked or crossed market condition settings and configurations. Such changes can only be made overnight, not on a real-time basis. Subscribers may have various reasons to approve or not approve a CLP, such as: - Subscriber is not an existing client of a CLP. As discussed in Part III, Item 11(a), when a Subscriber's RIO is routed to a CLP, the order is routed to the CLP by RAM in the name and MPID of the Subscriber (broker of record). As a result, the order is executed by the CLP with the CLP and Subscriber as direct counterparties. This requires the Subscriber for whom RAM is routing the order to be an existing client of the CLP. - Subscriber elects to exclude a CLP based on performance considerations such as execution quality, latency, system stability, or pattern of "backing away," (i.e., not executing at a price at least as favorable to the RIO as the TEQ value in the EQI that won the auction). Subscribers are not required to maintain a minimum number of CLPs on their approved counterparty and prioritization list. CLPs that are not approved to participate in a certain Subscriber's auctions, will not receive AAs from any auctions initiated by that Subscriber. Upon request by a Subscriber, the BDO will provide Subscribers with a list of connected and certified CLPs (certification occurs during onboarding), and exchanges and other trading centers for connection in case of non-marketable limit orders. Subscribers must deliver their initial approved counterparty and prioritization list, non-marketable, locked market and crossed market order handling preferences and any modification requests to the BDO in writing. Counterparty Blocking on ATS Trades Subscribers can request that their orders (RIOs and CROs) do not trade with or are blocked from interacting with any number of specified counterparties. Subscribers can identify such counterparties to the BDO by name or by reference to their own historical executions. If identified to the BDO by name, the BDO will not confirm or deny to such identifying Subscriber any active subscriptions of any other Subscribers (unless authorized to do so by the Subscriber being identified), but the BDO will satisfy the do-not-trade request if the identified counterparty is a RAM Subscriber. RAM enforces the block at the MPID level on trades that would otherwise result in RAM executing in the capacity of an ATS. Specifically, the block prevents interaction between RIOs and CROs, as well as between two CROs. Therefore, if a do-not-trade request is in effect between "Subscriber A" with a MPID of ABCD and "Subscriber B" with a MPID of WXYZ, then any trades that would otherwise occur between ABCD and WXYZ, as discussed throughout this Form, will not occur. "Blocking" of a CLP by an auction-initiating Subscriber would be effected by the Subscriber removing the CLP from its eligible CLP list. Subscribers can request that their CROs do not trade with or are blocked from interacting with all other CROs through the CRO Match process discussed in Part III, Item 11(c). Counterparty blocking or do-not-trade requests may be delivered verbally or in writing by the requesting Subscriber. Unlike revisions to the approved counterparty and prioritization list, which can be updated only on an overnight basis, RAM can process and effect counterparty blocking requests intraday or on a scheduled date. Blocking requests, once implemented, will remain in effect until the Subscriber requests that RAM unblock. If a trade does not occur due to an active do-not-trade request by a Subscriber, neither the identifying Subscriber nor the identified counterparty will be notified that this was the reason. As previously mentioned, RAM enforces self-trade prevention at the MPID level. Subscribers cannot opt out of enforcement of self-trade prevention.

counterparty_selection

CODA MICRO: Subscribers (both Liquidity Seekers and Liquidity Providers) may elect to not trade with or block any number of specified counterparties in CODA MICRO auctions. Subscribers can identify such counterparties to CODA Markets by name or by reference to their own historical executions. If identified to CODA Markets by name, CODA Markets will not confirm or deny to such identifying Subscriber any active subscriptions of any other Subscribers (unless authorized to do so by the Subscriber being identified), but CODA Markets will satisfy the do-not-trade request if the identified counterparty is a CODA Markets Subscriber. Sponsored Users may also submit a do-not-trade request with proper disclosure to their sponsoring broker Subscriber. CODA enforces the block at the MPID level. Therefore, if a do-not-trade request is in effect between "Subscriber A" with a MPID of ABCD and "Subscriber B" with a MPID of WXYZ, then any trades that would otherwise occur in CODA MICRO, as discussed throughout this Form between ABCD and WXYZ, will result in a nothing done. Requests may be delivered verbally or in writing by the Subscriber. CODA can process and effect counterparty blocking requests intraday or on a scheduled date. If a trade does not occur due to an active do-not-trade request by a Subscriber, neither the identifying Subscriber nor the identified counterparty will be notified that this was the reason the order was cancelled or for a nothing done. Two or more Subscribers may request to trade exclusively with each other in CODA MICRO. From the Liquidity Seeker's perspective, its RFT/Auction Alerts will only be sent to the exclusive Liquidity Provider(s) it has designated. From the Liquidity Provider's perspective, it will only receive RFT/Auction Alerts from the exclusive Liquidity Seeker(s) it has designated. The request can be set as a default for the Subscribers, or specified at the session level or on an order-to-order basis. As described previously, CODA Markets will not confirm or deny whether any firm or person is a CODA Subscriber, but Subscribers may disclose their subscription status/participation in CODA to third parties at their discretion, for the purpose of arranging exclusive trading or otherwise. As previously mentioned, CODA MICRO enforces self-trade prevention at the MPID level. Subscribers cannot opt out of enforcement of self-trade prevention in CODA MICRO. In addition, and as described in Part III, Item 13, CODA applies Liquidity Profile tiers to orders of Liquidity Seeking Subscribers. Although the CODA ATS does not provide any functionality for this purpose, a Liquidity Provider can engage in behavior akin to counter-party selection by electing not to trade (and/or electing not to provide a response to an RFT message) with a Liquidity Seeking Subscriber based upon the Liquidity Profile tier transmitted with the order. CODA FUSE: Counterparty restriction is not supported in CODA FUSE auctions. However, order type restriction is supported using the "Auction Order Handling Configuration Request Form" (mentioned in Part III, Item 7(a)) and available order handling customizations (discussed in Part III, Item 11(c)). As previously mentioned, CODA FUSE does not enforce self-trade prevention due to the multilateral auction process (defined in Part III, Item 7 (a)). All Auction Types: Each auction type allows for customized order handling (mentioned in Part III, Item 7(a)), which is requested via the "Auction Order Handling Configuration Request Form" (available on the CODA website (www.codamarkets.com)). The customizations available offer the ability to exclude specific types of orders and/or trading interests. For example, a Liquidity Seeker can exclude one or more of the following: conditional interests from CODA MICRO, conditional liquidity from CODA FUSE and Liquidity Provider responses from CODA FUSE. The order handling customization process also allows Liquidity Seekers to prevent their resting orders and conditional interests from participating in one or more auction types. Customized order handling optionality, specific to each auction type, is discussed in further detail in Part III, Item 11(c).

counterparty_selection

CODA MICRO: Subscribers (both Liquidity Seekers and Liquidity Providers) may elect to not trade with or block any number of specified counterparties in CODA MICRO auctions. Subscribers can identify such counterparties to CODA Markets by name or by reference to their own historical executions. If identified to CODA Markets by name, CODA Markets will not confirm or deny to such identifying Subscriber any active subscriptions of any other Subscribers (unless authorized to do so by the Subscriber being identified), but CODA Markets will satisfy the do-not-trade request if the identified counterparty is a CODA Markets Subscriber. Sponsored Users may also submit a do-not-trade request with proper disclosure to their sponsoring broker Subscriber. CODA enforces the block at the MPID level. Therefore, if a do-not-trade request is in effect between "Subscriber A" with a MPID of ABCD and "Subscriber B" with a MPID of WXYZ, then any trades that would otherwise occur in CODA MICRO, as discussed throughout this Form between ABCD and WXYZ, will result in a nothing done. Requests may be delivered verbally or in writing by the Subscriber. CODA can process and effect counterparty blocking requests intraday or on a scheduled date. If a trade does not occur due to an active do-not-trade request by a Subscriber, neither the identifying Subscriber nor the identified counterparty will be notified that this was the reason the order was cancelled or for a nothing done. Two or more Subscribers may request to trade exclusively with each other in CODA MICRO. From the Liquidity Seeker's perspective, its RFT/Auction Alerts will only be sent to the exclusive Liquidity Provider(s) it has designated. From the Liquidity Provider's perspective, it will only receive RFT/Auction Alerts from the exclusive Liquidity Seeker(s) it has designated. The request can be set as a default for the Subscribers, or specified at the session level or on an order-to-order basis. As described previously, CODA Markets will not confirm or deny whether any firm or person is a CODA Subscriber, but Subscribers may disclose their subscription status/participation in CODA to third parties at their discretion, for the purpose of arranging exclusive trading or otherwise. As previously mentioned, CODA MICRO enforces self-trade prevention at the MPID level. Subscribers cannot opt out of enforcement of self-trade prevention in CODA MICRO. CODA BLOCK and CODA FUSE: Counterparty restriction is not supported in CODA BLOCK and CODA FUSE auctions. However, order type restriction is supported using the "Auction Order Handling Configuration Request Form" (mentioned in Part III, Item 7(a)) and available order handling customizations (discussed in Part III, Item 11(c)). As previously mentioned, CODA BLOCK and CODA FUSE does not enforce self-trade prevention due to the multilateral auction process (defined in Part III, Item 7 (a)). All Auction Types: Each auction type allows for customized order handling (mentioned in Part III, Item 7(a)), which is requested via the "Auction Order Handling Configuration Request Form" (available on the CODA website (www.codamarkets.com)). The customizations available offer the ability to exclude specific types of orders and/or trading interests. For example, a Liquidity Seeker can exclude one or more of the following: conditional interests from CODA MICRO, conditional liquidity from CODA FUSE and Liquidity Provider responses from CODA FUSE. The order handling customization process also allows Liquidity Seekers to prevent their resting orders and conditional interests from participating in one or more auction types. Customized order handling optionality, specific to each auction type, is discussed in further detail in Part III, Item 11(c).

financial_condition_summary

Broker Dealers (when using the ATS as Liquidity Seekers): CODA Markets assesses a negotiated per-executed-share fee to Broker Dealer Liquidity Seekers for shares traded in CODA for stocks priced greater than or equal to $1.00. That fee may be in the form of a charge or a rebate. For stocks priced less than $1.00, CODA Markets assesses a negotiated per-executed-share fee (charge or rebate) or a negotiated fee based on a percentage of the executed notional value of the trade. The decision to assess a fee based on a percentage of executed notional values instead of the number of shares is based on the same factors listed below. The charge assessed or rebate provided to any Broker Dealer Liquidity Seeker may vary based on factors including: 1) Auction Type (e.g., CODA MICRO, CODA BLOCK, CODA FUSE); 2) Order Type (e.g., firm, conditional); 3) Adding (Resting) vs. Taking (Initiating); 4) Security Price (e.g., above a dollar vs. sub-dollar); 5) Strategy (routable vs non-routable): Strategy-based pricing can be considered bundled pricing. For example, a Liquidity Seeker can be charged a flat fee for all executed shares regardless of executing in CODA or an away venue. CODA Markets reserves the right to offer broker dealer Liquidity Seekers a tiered pricing schedule based on volume or large (block) trades. At the time of this filing, there is no tier-based pricing in place for Liquidity Seekers. Liquidity Seeker usage of FLARE may be charged based on established per share executions fees (or rebates), a percentage of notional value executed, a commission-sharing agreement or a cost-plus execution model. Liquidity Seeker Subscribers who are broker dealers may charge their own clients an amount higher than the Subscriber's actual and CODA Markets' own cost of execution through FLARE. CODA Markets and the broker dealer Subscriber may split the difference between the fee charged by the Subscriber to its clients and the actual cost of execution through FLARE to CODA Markets. CODA Markets can refer to this as commission-sharing. A cost-plus model involves CODA Markets charging a Subscriber a negotiated value on top of CODA's execution costs when using FLARE. Broker Dealers (when using the ATS as Liquidity Providers): CODA Markets assesses a per-executed-share fee to the Broker Dealer Liquidity Provider for shares traded in CODA for stocks prices greater than or equal to $1.00. That fee may be in the form of a charge or a rebate. For stocks priced less than $1.00, CODA Markets assesses a per-executed-share fee (charge or rebate) or a fee based on a percentage of the executed notional value of the trade. The fee (charge or rebate) is identified in the "Request-for-Trade" message sent to the Liquidity Provider as part of the ATS's on-demand auction matching process. The per-executed-share or percentage of executed notional value-based fee charged or rebated to the Liquidity Provider is determined by the amount charged or rebated to the initiating Liquidity Seeker of each on-demand auction. CODA Markets offers Liquidity Providers the following participation-based trading credits: CODA MICRO: Average Daily Volume: Liquidity Providers with a qualifying ADV are provided a per-executed-share rebate for all shares traded in CODA MICRO during the month. This rebate is a discount from the fees/rebates assessed for daily trading discussed above. Large (Block) Trades: Liquidity Providers are provided a per-executed-share rebate for trades in CODA MICRO of qualifying size. This rebate is a discount from the fees/rebates assessed for daily trading discussed above. CODA BLOCK: Average Daily Volume: Liquidity Providers with a qualifying ADV are provided a discounted rate for all shares executed in CODA BLOCK during the month. Institutions (whether accessing the ATS as Liquidity Seekers or Liquidity Providers): CODA Markets assesses a negotiated per-executed-share fee to Institutions for shares traded in the ATS. Per executed share rebate and fees, currently range from a $(0.0030) rebate to a $0.0100 fee for brokers and institutions. CODA Markets passes through certain regulatory fees (including FINRA's Section 3 fee and Trading Activity Fee ("TAF") for Subscribers who are not FINRA members). CODA Markets is the broker-dealer operator of the CODA ATS and, as explained above, operates three types of auctions, a CODA FUSE auction, a CODA BLOCK auction, and a CODA MICRO auction. For transactions consummated on the CODA ATS in a CODA FUSE auction or in a CODA BLOCK auction, CODA ATS is the CAT Executing Broker for both the buyer and seller and is charged CAT fees for each side of the transaction. CODA ATS will pass along pro rata such CAT fees charged to the broker-dealer Subscribers on the buy-side and sell-sides of such CODA FUSE or CODA BLOCK auction transactions. For transactions in a CODA MICRO auction, CODA ATS is the CAT Executing Broker only for, and is charged CAT fees only with respect to, the buy side of each such transaction (except as indicated in the next sentence) and will pass along such CAT fees to the broker-dealer Subscriber on the buy-side of such transactions. The exception for a CODA MICRO auction is where the sell-side broker-dealer Subscriber is not a FINRA member, in which case CODA ATS will be the CAT Executing Broker for, and will be charged CAT fees for, both the buy-side and sell-side of such transactions. In such cases, CODA ATS will pass along such CAT fees pro-rata to the broker-dealer Subscribers on both the buy-side and the sell-side of such transactions. CODA Markets does not pass through to any non broker-dealer Subscribers as an additional fee any fee that CODA Markets might incur as the CAT Executing Broker for any such transactions.

financial_condition_summary

Broker Dealers (when using the ATS as Liquidity Seekers): CODA Markets assesses a negotiated per-executed-share fee to Broker Dealer Liquidity Seekers for shares traded in the CODA. That fee may be in the form of a charge or a rebate. The charge assessed or rebate provided to any Broker Dealer Liquidity Seeker may vary based on factors including: 1) Auction Type (e.g., CODA MICRO, CODA BLOCK); 2) Order Type (e.g., firm, conditional); 3) Adding (Managed Order Facility) vs. Taking (Initiating); 4) Security Price (e.g., above a dollar vs. sub-dollar); 5) Strategy (routable vs non-routable). Strategy-based pricing can be considered bundled pricing. For example, a Liquidity Seeker can be charged a flat fee for all executed shares regardless of executing in CODA or an away venue. CODA Markets reserves the right to offer broker dealer Liquidity Seekers a tiered pricing schedule based on volume or large (block) trades. At the time of this filing, there is no tier-based pricing in place for Liquidity Seekers. Liquidity Seeker usage of FLARE may be charged based on established per share executions fees (or rebates), a commission-sharing agreement or a cost-plus execution model. Liquidity Seeker Subscribers who are broker dealers may charge their own clients an amount higher than the Subscriber's actual and CODA Markets' own cost of execution through FLARE. CODA Markets and the broker dealer Subscriber may split the difference between the fee charged by the Subscriber to its clients and the actual cost of execution through FLARE to CODA Markets. CODA Markets can refer to this as commission-sharing. A cost-plus model involves CODA Markets charging a Subscriber a negotiated value on top of CODA's execution costs when using FLARE. Broker Dealers (when using the ATS as Liquidity Providers): CODA Markets assesses a per-executed-share fee to the Broker Dealer Liquidity Provider for shares traded in CODA. That fee may be in the form of a charge or a rebate and is identified in the "Request-for-Trade" message sent to the Liquidity Provider as part of the ATS's on-demand auction matching process. The fee charged or rebated to the Liquidity Provider is determined by the amount charged or rebated to the initiating Liquidity Seeker of each on-demand auction. CODA Markets offers Liquidity Providers the following participation-based trading credits: CODA MICRO: Average Daily Volume: Liquidity Providers with a qualifying ADV are provided a per-executed-share rebate for all shares traded in CODA MICRO during the month. This rebate is a discount from the fees/rebates assessed for daily trading discussed above. Large (Block) Trades: Liquidity Providers are provided a per-executed-share rebate for trades in CODA MICRO of qualifying size. This rebate is a discount from the fees/rebates assessed for daily trading discussed above. CODA BLOCK: Average Daily Volume: Liquidity Providers with a qualifying ADV are provided a discounted rate for all shares executed in CODA BLOCK during the month. Institutions (whether accessing the ATS as Liquidity Seekers or Liquidity Providers): CODA Markets assesses a negotiated per-executed-share fee to Institutions for shares traded in the ATS. Per executed share rebate and fees, currently range from a $(0.0030) rebate to a $0.0100 fee for brokers and institutions. CODA Markets passes through certain regulatory fees (including FINRA's Section 3 fee and Trading Activity Fee ("TAF") for Subscribers who are not FINRA members).

financial_condition_summary

Broker Dealers (when using the ATS as Liquidity Seekers): CODA Markets assesses a negotiated per-executed-share fee to Broker Dealer Liquidity Seekers for shares traded in CODA for stocks priced greater than or equal to $1.00. That fee may be in the form of a charge or a rebate. For stocks priced less than $1.00, CODA Markets assesses a negotiated per-executed-share fee (charge or rebate) or a negotiated fee based on a percentage of the executed notional value of the trade. The decision to assess a fee based on a percentage of executed notional values instead of the number of shares is based on the same factors listed below. The charge assessed or rebate provided to any Broker Dealer Liquidity Seeker may vary based on factors including: 1) Auction Type (e.g., CODA MICRO and CODA FUSE); 2) Order Type (e.g., firm, conditional); 3) Adding (Resting) vs. Taking (Initiating); 4) Security Price (e.g., above a dollar vs. sub-dollar); 5) Strategy (routable vs non-routable): Strategy-based pricing can be considered bundled pricing. For example, a Liquidity Seeker can be charged a flat fee for all executed shares regardless of executing in CODA or an away venue. CODA Markets reserves the right to offer broker dealer Liquidity Seekers a tiered pricing schedule based on volume or large (block) trades. At the time of this filing, there is no tier-based pricing in place for Liquidity Seekers. Liquidity Seeker usage of FLARE may be charged based on established per share executions fees (or rebates), a percentage of notional value executed, a commission-sharing agreement or a cost-plus execution model. Liquidity Seeker Subscribers who are broker dealers may charge their own clients an amount higher than the Subscriber's actual and CODA Markets' own cost of execution through FLARE. CODA Markets and the broker dealer Subscriber may split the difference between the fee charged by the Subscriber to its clients and the actual cost of execution through FLARE to CODA Markets. CODA Markets can refer to this as commission-sharing. A cost-plus model involves CODA Markets charging a Subscriber a negotiated value on top of CODA's execution costs when using FLARE. Broker Dealers (when using the ATS as Liquidity Providers): CODA Markets assesses a per-executed-share fee to the Broker Dealer Liquidity Provider for shares traded in CODA for stocks prices greater than or equal to $1.00. That fee may be in the form of a charge or a rebate. For stocks priced less than $1.00, CODA Markets assesses a per-executed-share fee (charge or rebate) or a fee based on a percentage of the executed notional value of the trade. The fee (charge or rebate) is identified in the "Request-for-Trade" message sent to the Liquidity Provider as part of the ATS's on-demand auction matching process. The per-executed-share or percentage of executed notional value-based fee charged or rebated to the Liquidity Provider is determined by the amount charged or rebated to the initiating Liquidity Seeker of each on-demand auction. CODA Markets offers Liquidity Providers the following participation-based trading credits: CODA MICRO: Average Daily Volume: Liquidity Providers with a qualifying ADV are provided a per-executed-share rebate for all shares traded in CODA MICRO during the month. This rebate is a discount from the fees/rebates assessed for daily trading discussed above. Large (Block) Trades: Liquidity Providers are provided a per-executed-share rebate for trades in CODA MICRO of qualifying size. This rebate is a discount from the fees/rebates assessed for daily trading discussed above. Institutions (whether accessing the ATS as Liquidity Seekers or Liquidity Providers): CODA Markets assesses a negotiated per-executed-share fee to Institutions for shares traded in the ATS. Per executed share rebate and fees, currently range from a $(0.0030) rebate to a $0.0100 fee for brokers and institutions. CODA Markets passes through certain regulatory fees (including FINRA's Section 3 fee and Trading Activity Fee ("TAF") for Subscribers who are not FINRA members). CODA Markets is the broker-dealer operator of the CODA ATS and, as explained above, operates two types of auctions, a CODA FUSE auction and a CODA MICRO auction. For transactions consummated on the CODA ATS in a CODA FUSE auction, CODA ATS is the CAT Executing Broker for both the buyer and seller and is charged CAT fees for each side of the transaction. CODA ATS will pass along pro rata such CAT fees charged to the broker-dealer Subscribers on the buy-side and sell-sides of such CODA FUSE auction transactions. For transactions in a CODA MICRO auction, CODA ATS is the CAT Executing Broker only for, and is charged CAT fees only with respect to, the buy side of each such transaction (except as indicated in the next sentence) and will pass along such CAT fees to the broker-dealer Subscriber on the buy-side of such transactions. The exception for a CODA MICRO auction is where the sell-side broker-dealer Subscriber is not a FINRA member, in which case CODA ATS will be the CAT Executing Broker for, and will be charged CAT fees for, both the buy-side and sell-side of such transactions. In such cases, CODA ATS will pass along such CAT fees pro-rata to the broker-dealer Subscribers on both the buy-side and the sell-side of such transactions. CODA Markets does not pass through to any non broker-dealer Subscribers as an additional fee any fee that CODA Markets might incur as the CAT Executing Broker for any such transactions.

financial_condition_summary

Broker Dealers (when using the ATS as Liquidity Seekers): CODA Markets assesses a negotiated per-executed-share fee to Broker Dealer Liquidity Seekers for shares traded in CODA for stocks priced greater than or equal to $1.00. That fee may be in the form of a charge or a rebate. For stocks priced less than $1.00, CODA Markets assesses a negotiated per-executed-share fee (charge or rebate) or a negotiated fee based on a percentage of the executed notional value of the trade. The decision to assess a fee based on a percentage of executed notional values instead of the number of shares is based on the same factors listed below. The charge assessed or rebate provided to any Broker Dealer Liquidity Seeker may vary based on factors including: 1) Auction Type (e.g., CODA MICRO, CODA BLOCK); 2) Order Type (e.g., firm, conditional); 3) Adding (Managed Order Facility) vs. Taking (Initiating); 4) Security Price (e.g., above a dollar vs. sub-dollar); 5) Strategy (routable vs non-routable). Strategy-based pricing can be considered bundled pricing. For example, a Liquidity Seeker can be charged a flat fee for all executed shares regardless of executing in CODA or an away venue. CODA Markets reserves the right to offer broker dealer Liquidity Seekers a tiered pricing schedule based on volume or large (block) trades. At the time of this filing, there is no tier-based pricing in place for Liquidity Seekers. Liquidity Seeker usage of FLARE may be charged based on established per share executions fees (or rebates), a percentage of notional value executed, a commission-sharing agreement or a cost-plus execution model. Liquidity Seeker Subscribers who are broker dealers may charge their own clients an amount higher than the Subscriber's actual and CODA Markets' own cost of execution through FLARE. CODA Markets and the broker dealer Subscriber may split the difference between the fee charged by the Subscriber to its clients and the actual cost of execution through FLARE to CODA Markets. CODA Markets can refer to this as commission-sharing. A cost-plus model involves CODA Markets charging a Subscriber a negotiated value on top of CODA's execution costs when using FLARE. Broker Dealers (when using the ATS as Liquidity Providers): CODA Markets assesses a per-executed-share fee to the Broker Dealer Liquidity Provider for shares traded in CODA for stocks prices greater than or equal to $1.00. That fee may be in the form of a charge or a rebate. For stocks priced less than $1.00, CODA Markets assesses a per-executed-share fee (charge or rebate) or a fee based on a percentage of the executed notional value of the trade. The fee (charge or rebate) is identified in the "Request-for-Trade" message sent to the Liquidity Provider as part of the ATS's on-demand auction matching process. The per-executed-share or percentage of executed notional value-based fee charged or rebated to the Liquidity Provider is determined by the amount charged or rebated to the initiating Liquidity Seeker of each on-demand auction. CODA Markets offers Liquidity Providers the following participation-based trading credits: CODA MICRO: Average Daily Volume: Liquidity Providers with a qualifying ADV are provided a per-executed-share rebate for all shares traded in CODA MICRO during the month. This rebate is a discount from the fees/rebates assessed for daily trading discussed above. Large (Block) Trades: Liquidity Providers are provided a per-executed-share rebate for trades in CODA MICRO of qualifying size. This rebate is a discount from the fees/rebates assessed for daily trading discussed above. CODA BLOCK: Average Daily Volume: Liquidity Providers with a qualifying ADV are provided a discounted rate for all shares executed in CODA BLOCK during the month. Institutions (whether accessing the ATS as Liquidity Seekers or Liquidity Providers): CODA Markets assesses a negotiated per-executed-share fee to Institutions for shares traded in the ATS. Per executed share rebate and fees, currently range from a $(0.0030) rebate to a $0.0100 fee for brokers and institutions. CODA Markets passes through certain regulatory fees (including FINRA's Section 3 fee and Trading Activity Fee ("TAF") for Subscribers who are not FINRA members).

financial_condition_summary

Broker Dealers (when using the ATS as Liquidity Seekers): CODA Markets assesses a negotiated per-executed-share fee to Broker Dealer Liquidity Seekers for shares traded in CODA for stocks priced greater than or equal to $1.00. That fee may be in the form of a charge or a rebate. For stocks priced less than $1.00, CODA Markets assesses a negotiated per-executed-share fee (charge or rebate) or a negotiated fee based on a percentage of the executed notional value of the trade. The decision to assess a fee based on a percentage of executed notional values instead of the number of shares is based on the same factors listed below. The charge assessed or rebate provided to any Broker Dealer Liquidity Seeker may vary based on factors including: 1) Auction Type (e.g., CODA MICRO, CODA BLOCK, CODA FUSE); 2) Order Type (e.g., firm, conditional); 3) Adding (Resting) vs. Taking (Initiating); 4) Security Price (e.g., above a dollar vs. sub-dollar); 5) Strategy (routable vs non-routable): Strategy-based pricing can be considered bundled pricing. For example, a Liquidity Seeker can be charged a flat fee for all executed shares regardless of executing in CODA or an away venue. CODA Markets reserves the right to offer broker dealer Liquidity Seekers a tiered pricing schedule based on volume or large (block) trades. At the time of this filing, there is no tier-based pricing in place for Liquidity Seekers. Liquidity Seeker usage of FLARE may be charged based on established per share executions fees (or rebates), a percentage of notional value executed, a commission-sharing agreement or a cost-plus execution model. Liquidity Seeker Subscribers who are broker dealers may charge their own clients an amount higher than the Subscriber's actual and CODA Markets' own cost of execution through FLARE. CODA Markets and the broker dealer Subscriber may split the difference between the fee charged by the Subscriber to its clients and the actual cost of execution through FLARE to CODA Markets. CODA Markets can refer to this as commission-sharing. A cost-plus model involves CODA Markets charging a Subscriber a negotiated value on top of CODA's execution costs when using FLARE. Broker Dealers (when using the ATS as Liquidity Providers): CODA Markets assesses a per-executed-share fee to the Broker Dealer Liquidity Provider for shares traded in CODA for stocks prices greater than or equal to $1.00. That fee may be in the form of a charge or a rebate. For stocks priced less than $1.00, CODA Markets assesses a per-executed-share fee (charge or rebate) or a fee based on a percentage of the executed notional value of the trade. The fee (charge or rebate) is identified in the "Request-for-Trade" message sent to the Liquidity Provider as part of the ATS's on-demand auction matching process. The per-executed-share or percentage of executed notional value-based fee charged or rebated to the Liquidity Provider is determined by the amount charged or rebated to the initiating Liquidity Seeker of each on-demand auction. CODA Markets offers Liquidity Providers the following participation-based trading credits: CODA MICRO: Average Daily Volume: Liquidity Providers with a qualifying ADV are provided a per-executed-share rebate for all shares traded in CODA MICRO during the month. This rebate is a discount from the fees/rebates assessed for daily trading discussed above. Large (Block) Trades: Liquidity Providers are provided a per-executed-share rebate for trades in CODA MICRO of qualifying size. This rebate is a discount from the fees/rebates assessed for daily trading discussed above. CODA BLOCK: Average Daily Volume: Liquidity Providers with a qualifying ADV are provided a discounted rate for all shares executed in CODA BLOCK during the month. Institutions (whether accessing the ATS as Liquidity Seekers or Liquidity Providers): CODA Markets assesses a negotiated per-executed-share fee to Institutions for shares traded in the ATS. Per executed share rebate and fees, currently range from a $(0.0030) rebate to a $0.0100 fee for brokers and institutions. CODA Markets passes through certain regulatory fees (including FINRA's Section 3 fee and Trading Activity Fee ("TAF") for Subscribers who are not FINRA members).

financial_condition_summary

Broker Dealers (when using the ATS as Liquidity Seekers): CODA Markets assesses a negotiated per-executed-share fee to Broker Dealer Liquidity Seekers for shares traded in the CODA. That fee may be in the form of a charge or a rebate. The charge assessed or rebate provided to any Broker Dealer Liquidity Seeker may vary based on factors including: 1) Auction Type (e.g., CODA MICRO, CODA BLOCK); 2) Order Type (e.g., firm, conditional); 3) Adding (Managed Order Facility) vs. Taking (Initiating); 4) Security Price (e.g., above a dollar vs. sub-dollar); 5) Strategy (routable vs non-routable). Strategy-based pricing can be considered bundled pricing. For example, a Liquidity Seeker can be charged a flat fee for all executed shares regardless of executing in CODA or an away venue. CODA Markets reserves the right to offer broker dealer Liquidity Seekers a tiered pricing schedule based on volume or large (block) trades. At the time of this filing, there is no tier-based pricing in place for Liquidity Seekers. Liquidity Seeker usage of FLARE may be charged based on established per share executions fees (or rebates), a profit-sharing agreement or a cost-plus execution model. Liquidity Seeker Subscribers who are broker dealers may charge their own clients an amount higher than the Subscriber's actual and CODA Markets' own cost of execution through FLARE. CODA Markets and the broker dealer Subscriber may split the difference between the fee charged by the Subscriber to its clients and the actual cost of execution through FLARE to CODA Markets. CODA Markets can refer to this as profit-sharing. A cost-plus model involves CODA Markets charging a Subscriber a negotiated value on top of CODA's execution costs when using FLARE. Broker Dealers (when using the ATS as Liquidity Providers): CODA Markets assesses a per-executed-share fee to the broker dealer Liquidity Provider for shares traded in CODA. That fee may be in the form of a charge or a rebate and is identified in the "Request-for-Trade" message sent to the Liquidity Provider as part of the ATS's on-demand auction matching process. The fee charged or rebated to the Liquidity Provider is determined by the amount charged or rebated to the initiating Liquidity Seeker of each on-demand auction. CODA Markets offers Liquidity Providers the following participation-based trading credits: CODA MICRO: Average Daily Volume: Liquidity Providers with a qualifying ADV are provided a per-executed-share rebate for all shares traded in CODA MICRO during the month. This rebate is a discount from the fees/rebates assessed for daily trading discussed above. Large (Block) Trades: Liquidity Providers are provided a per-executed-share rebate for trades in CODA MICRO of qualifying size. This rebate is a discount from the fees/rebates assessed for daily trading discussed above. CODA BLOCK: Average Daily Volume: Liquidity Providers with a qualifying ADV are provided a discounted rate for all shares executed in CODA BLOCK during the month. Institutions (whether accessing the ATS as Liquidity Seekers or Liquidity Providers): CODA Markets assesses a negotiated per-executed-share fee to Institutions for shares traded in the ATS. Per executed share rebate and fees, currently range from a $(0.0030) rebate to a $0.0100 fee for brokers and institutions. CODA Markets passes through certain regulatory fees (including FINRA's Section 3 fee and Trading Activity Fee ("TAF") for Subscribers who are not FINRA members).

financial_condition_summary

Broker Dealers (when using the ATS as Liquidity Seekers): CODA Markets assesses a negotiated per-executed-share fee to Broker Dealer Liquidity Seekers for shares traded in CODA for stocks priced greater than or equal to $1.00. That fee may be in the form of a charge or a rebate. For stocks priced less than $1.00, CODA Markets assesses a negotiated per-executed-share fee (charge or rebate) or a negotiated fee based on a percentage of the executed notional value of the trade. The decision to assess a fee based on a percentage of executed notional values instead of the number of shares is based on the same factors listed below. The charge assessed or rebate provided to any Broker Dealer Liquidity Seeker may vary based on factors including: 1) Auction Type (e.g., CODA MICRO, CODA BLOCK, CODA FUSE); 2) Order Type (e.g., firm, conditional); 3) Adding (Resting) vs. Taking (Initiating); 4) Security Price (e.g., above a dollar vs. sub-dollar); 5) Strategy (routable vs non-routable): Strategy-based pricing can be considered bundled pricing. For example, a Liquidity Seeker can be charged a flat fee for all executed shares regardless of executing in CODA or an away venue. CODA Markets reserves the right to offer broker dealer Liquidity Seekers a tiered pricing schedule based on volume or large (block) trades. At the time of this filing, there is no tier-based pricing in place for Liquidity Seekers. Liquidity Seeker usage of FLARE may be charged based on established per share executions fees (or rebates), a percentage of notional value executed, a commission-sharing agreement or a cost-plus execution model. Liquidity Seeker Subscribers who are broker dealers may charge their own clients an amount higher than the Subscriber's actual and CODA Markets' own cost of execution through FLARE. CODA Markets and the broker dealer Subscriber may split the difference between the fee charged by the Subscriber to its clients and the actual cost of execution through FLARE to CODA Markets. CODA Markets can refer to this as commission-sharing. A cost-plus model involves CODA Markets charging a Subscriber a negotiated value on top of CODA's execution costs when using FLARE. Broker Dealers (when using the ATS as Liquidity Providers): CODA Markets assesses a per-executed-share fee to the Broker Dealer Liquidity Provider for shares traded in CODA for stocks prices greater than or equal to $1.00. That fee may be in the form of a charge or a rebate. For stocks priced less than $1.00, CODA Markets assesses a per-executed-share fee (charge or rebate) or a fee based on a percentage of the executed notional value of the trade. The fee (charge or rebate) is identified in the "Request-for-Trade" message sent to the Liquidity Provider as part of the ATS's on-demand auction matching process. The per-executed-share or percentage of executed notional value-based fee charged or rebated to the Liquidity Provider is determined by the amount charged or rebated to the initiating Liquidity Seeker of each on-demand auction. CODA Markets offers Liquidity Providers the following participation-based trading credits: CODA MICRO: Average Daily Volume: Liquidity Providers with a qualifying ADV are provided a per-executed-share rebate for all shares traded in CODA MICRO during the month. This rebate is a discount from the fees/rebates assessed for daily trading discussed above. Large (Block) Trades: Liquidity Providers are provided a per-executed-share rebate for trades in CODA MICRO of qualifying size. This rebate is a discount from the fees/rebates assessed for daily trading discussed above. CODA BLOCK: Average Daily Volume: Liquidity Providers with a qualifying ADV are provided a discounted rate for all shares executed in CODA BLOCK during the month. Institutions (whether accessing the ATS as Liquidity Seekers or Liquidity Providers): CODA Markets assesses a negotiated per-executed-share fee to Institutions for shares traded in the ATS. Per executed share rebate and fees, currently range from a $(0.0030) rebate to a $0.0100 fee for brokers and institutions. CODA Markets passes through certain regulatory fees (including FINRA's Section 3 fee and Trading Activity Fee ("TAF") for Subscribers who are not FINRA members).

financial_condition_summary

Overview RAM via the BDO assesses a per-executed-share fee to Subscribers according to the pricing schedule below. That fee may be in the form of a charge or a rebate. In certain cases (as shown below), there are no fees assessed to the Subscriber. RIOs - When a RIO is routed to and executed by the auction-winning CLP, the auction-initiating Subscriber is not assessed any per-executed-share fee by RAM. - When RAM acts in the capacity of an ATS and a RIO trades with a CRO, RAM provides a $0.0015 per-executed-share rebate to the auction-initiating Subscriber. - When the BDO serves as the broker of record on a Subscriber's RIOs that are routed to and executed by CLPs, exchanges or other trading centers, RAM charges the Subscriber a per-executed share "sponsored access fee". The sponsored access fee is negotiated with each individual Subscriber and can range from $0.0001 to $0.0005 per-executed-share. When negotiating the sponsored access fee, RAM will consider several factors including a Subscriber's historical and projected volumes, and/or costs the BDO expects to incur sponsoring, clearing and settling a Subscriber's orders. The BDO will pass through to the Subscriber any execution fees or rebates charged by or received from the CLPs, exchanges or other trading centers. CROs - When RAM acts in the capacity of an ATS and a CROs trades with a RIO, RAM charges a $0.0025 per-executed-share fee to the Subscriber participating in the trade with a CRO. - When RAM acts in the capacity of an ATS and a CROs trades with another CRO, RAM charges both Subscribers participating in the trade a $0.0015 per-executed-share fee. Orders Routed to CLPs When RAM routes a RIO to an auction-winning CLP and the CLP executes the trade, RAM charges the CLP a $0.0002 per-executed-share "execution fee". If the price of the Reg NMS stock is less than $1.00, RAM charges the CLP a $0.0001 per-executed share "execution fee". Pass Through Fees RAM and the BDO pass through certain regulatory fees (including FINRA's Section 3 fee and Trading Activity Fee ("TAF") for Subscribers who are not FINRA members) related to trades that occur when RAM is acting in the capacity of an ATS or the BDO is serving as broker of record when routing RIOs to CLPs (or other away markets) for execution. Connectivity Fees RAM charges Subscribers a $500.00 per month connectivity for each FIX session between Subscriber and RAM. The minimum number of FIX sessions required is one (1). RAM reserves the right to waive connectivity fees, all or in-part, for individual Subscribers. Participation and Execution Data Reporting Packages As discussed in Part II, Item 5, RAM provides Subscribers a base data package free of charge and the option for an enhanced data package for a fee. The fee for the enhanced data package is negotiated between RAM and the Subscriber is charged on a monthly basis. The charge assessed for the enhanced data package can vary based on the capacity in which the Subscriber is participating on RAM (RIOs, CROs, or CLP). RAM (and the BDO) will consider all aspects of their relationships with the Subscriber when negotiating the fee for the enhanced data package. Examples of factors taken into consideration include, but are not limited to, participation statistics such as sent or executed volume, a Subscriber's overall relationship with AFS (including, for example, a clearing relationship with Apex) and other costs associated with servicing an individual Subscriber. The fee range for the enhanced data package is $0-$5,000 per month.

financial_condition_summary

Broker Dealers (when using the ATS as Liquidity Seekers): CODA Markets assesses a negotiated per-executed-share fee to Broker Dealer Liquidity Seekers for shares traded in CODA for stocks priced greater than or equal to $1.00. That fee may be in the form of a charge or a rebate. For stocks priced less than $1.00, CODA Markets assesses a negotiated per-executed-share fee (charge or rebate) or a negotiated fee based on a percentage of the executed notional value of the trade. The decision to assess a fee based on a percentage of executed notional values instead of the number of shares is based on the same factors listed below. The charge assessed or rebate provided to any Broker Dealer Liquidity Seeker may vary based on factors including: 1) Auction Type (e.g., CODA MICRO, CODA BLOCK, CODA FUSE); 2) Order Type (e.g., firm, conditional); 3) Adding (Resting) vs. Taking (Initiating); 4) Security Price (e.g., above a dollar vs. sub-dollar); 5) Strategy (routable vs non-routable): Strategy-based pricing can be considered bundled pricing. For example, a Liquidity Seeker can be charged a flat fee for all executed shares regardless of executing in CODA or an away venue. CODA Markets reserves the right to offer broker dealer Liquidity Seekers a tiered pricing schedule based on volume or large (block) trades. At the time of this filing, there is no tier-based pricing in place for Liquidity Seekers. Liquidity Seeker usage of FLARE may be charged based on established per share executions fees (or rebates), a percentage of notional value executed, a commission-sharing agreement or a cost-plus execution model. Liquidity Seeker Subscribers who are broker dealers may charge their own clients an amount higher than the Subscriber's actual and CODA Markets' own cost of execution through FLARE. CODA Markets and the broker dealer Subscriber may split the difference between the fee charged by the Subscriber to its clients and the actual cost of execution through FLARE to CODA Markets. CODA Markets can refer to this as commission-sharing. A cost-plus model involves CODA Markets charging a Subscriber a negotiated value on top of CODA's execution costs when using FLARE. Broker Dealers (when using the ATS as Liquidity Providers): CODA Markets assesses a per-executed-share fee to the Broker Dealer Liquidity Provider for shares traded in CODA for stocks prices greater than or equal to $1.00. That fee may be in the form of a charge or a rebate. For stocks priced less than $1.00, CODA Markets assesses a per-executed-share fee (charge or rebate) or a fee based on a percentage of the executed notional value of the trade. The fee (charge or rebate) is identified in the "Request-for-Trade" message sent to the Liquidity Provider as part of the ATS's on-demand auction matching process. The per-executed-share or percentage of executed notional value-based fee charged or rebated to the Liquidity Provider is determined by the amount charged or rebated to the initiating Liquidity Seeker of each on-demand auction. CODA Markets offers Liquidity Providers the following participation-based trading credits: CODA MICRO: Average Daily Volume: Liquidity Providers with a qualifying ADV are provided a per-executed-share rebate for all shares traded in CODA MICRO during the month. This rebate is a discount from the fees/rebates assessed for daily trading discussed above. Large (Block) Trades: Liquidity Providers are provided a per-executed-share rebate for trades in CODA MICRO of qualifying size. This rebate is a discount from the fees/rebates assessed for daily trading discussed above. CODA BLOCK: Average Daily Volume: Liquidity Providers with a qualifying ADV are provided a discounted rate for all shares executed in CODA BLOCK during the month. Institutions (whether accessing the ATS as Liquidity Seekers or Liquidity Providers): CODA Markets assesses a negotiated per-executed-share fee to Institutions for shares traded in the ATS. Per executed share rebate and fees, currently range from a $(0.0030) rebate to a $0.0100 fee for brokers and institutions. CODA Markets passes through certain regulatory fees (including FINRA's Section 3 fee and Trading Activity Fee ("TAF") for Subscribers who are not FINRA members). CODA Markets is the broker-dealer operator of the CODA ATS and, as explained above, operates three types of auctions, a CODA FUSE auction, a CODA BLOCK auction, and a CODA MICRO auction. For transactions consummated on the CODA ATS in a CODA FUSE auction or in a CODA BLOCK auction, CODA ATS is the CAT Executing Broker for both the buyer and seller and is charged CAT fees for each side of the transaction. CODA ATS will pass along pro rata such CAT fees charged to the broker-dealer Subscribers on the buy-side and sell-sides of such CODA FUSE or CODA BLOCK auction transactions. For transactions in a CODA MICRO auction, CODA ATS is the CAT Executing Broker only for, and is charged CAT fees only with respect to, the buy side of each such transaction (except as indicated in the next sentence) and will pass along such CAT fees to the broker-dealer Subscriber on the buy-side of such transactions. The exception for a CODA MICRO auction is where the sell-side broker-dealer Subscriber is not a FINRA member, in which case CODA ATS will be the CAT Executing Broker for, and will be charged CAT fees for, both the buy-side and sell-side of such transactions. In such cases, CODA ATS will pass along such CAT fees pro-rata to the broker-dealer Subscribers on both the buy-side and the sell-side of such transactions.

conflict_description

Apex Clearing Corporation ("Apex") is a registered broker-dealer and clearing firm (CRD 13071, SEC 8-23522), regulated by the U.S. Securities and Exchange Commission ("SEC"), the Financial Institution Regulatory Authority ("FINRA"), and various national securities exchanges of which it is a member. Apex and the BDO are both wholly owned subsidiaries of Apex FinTech Solutions, Inc. ("AFS") and thereby recognized as Affiliates. Apex is a RAM Subscriber and permitted to enter orders to RAM in an agency or principal capacity, but does not participate on RAM as a CLP and is not subject to any liquidity provision agreements. Apex routes orders to RAM in the MPID, "APCC".

conflict_description

Throughout this Form ATS-N the Broker-Dealer Operator, CODA Markets, Inc., is referred to as "CODA Markets" and the NMS Stock ATS is referred to as "CODA". The following affiliates of CODA Markets will be able to enter or direct orders to CODA: Apex Clearing Corporation (CRD 13071, SEC 8 23522), a broker dealer clearing firm sending agency orders and Peak6 Capital Management LLC (CRD 43773, SEC 8 67790), a broker dealer principal trading firm who sends principal orders.

conflict_description

Throughout this Form ATS-N the Broker-Dealer Operator, CODA Markets, Inc., is referred to as "CODA Markets" and the NMS Stock ATS is referred to as "CODA" or "CODA ATS". The following affiliates of CODA Markets will be able to enter or direct orders to CODA: ACS Execution Services, LLC (CRD 17972, SEC 8-36005, MPID: GLPX), an SEC-registered broker-dealer that trades in a principal, riskless principal and agency capacity on CODA; and Comhar Capital Markets, LLC (CRD 47955, SEC 8-51969, MPID: COHR), an SEC-registered broker-dealer that trades in a principal and riskless principal capacity on CODA.

conflict_description

Throughout this Form ATS-N the Broker-Dealer Operator, CODA Markets, Inc., is referred to as "CODA Markets" and the NMS Stock ATS is referred to as "CODA". The following affiliates of CODA Markets will be able to enter or direct orders to CODA: Apex Clearing Corporation (CRD 13071, SEC 8 23522), a broker dealer clearing firm sending agency orders and Peak6 Capital Management LLC (CRD 43773, SEC 8 67790), a broker dealer principal trading firm who sends principal orders, Electronic Transaction Clearing, Inc, a clearing broker Dealer who sends agency orders (CRD 146122, SEC 8 67790).

compliance_officer

Protection of Confidential Trading Information: CODA considers Subscribers' confidential trading information to be Participant activity and execution data from their interaction with and usage of the ATS and other CODA services discussed throughout this Form. Confidential trading information is deemed to include: 1) Subscriber order and conditional interest detail; 2) Subscriber execution detail; 3) Individual Subscriber order and execution statistics; 4) FIX messages sent to CODA from Subscribers; 5) FIX messages sent from CODA to Subscribers; and 6) LPRC queries. Employees are authorized to access confidential trading information when it is necessary to support CODA Markets': 1) Operations; 2) Subscriber support; 3) Business and technological development and support; 4) Systemic testing; and 5) Regulatory reviews, testing, investigations, surveillances, and reporting. As described in Part III, Item 16(b), FLARE is CODA's outbound router. In addition to public market data, FLARE uses certain Subscriber confidential trading information in order to route and execute individual FLARE-eligible orders at CODA and away markets. Three types of Subscriber confidential trading information are used in connection with the FLARE order routing services: 1) In order to route FLARE-eligible orders, FLARE has access to and uses the order detail found in the FIX message sent to CODA. For example, FLARE uses the price or effective price on an order to determine the order's marketability. FLARE can then use the order's marketability to determine the routing logic for that order. 2) Execution data specific to the order being executed can be used by FLARE when an order remains live and partially executed. For example, FLARE can reroute unexecuted shares resting at one venue to another venue based on partial execution data specific to that order. This includes execution data from both CODA and away markets. 3) As part of its smart order routing functionality, FLARE is equipped with a machine learning-based process to optimize order routing decisions based on aggregated information about historical routing and execution results involving orders with similar characteristics that have been previously routed. For example, if FLARE previously routed portions of a certain 2,000 share parent order ("parent_order_1"), 1,000 to Venue A in child_order_a and 1,000 to Venue B in child_order_b, and received a complete fill at Venue A and no fill at Venue B, in an effort to increase the likelihood of a fill and improve overall execution performance for future orders, when the FLARE smart order router receives future parent orders that have similar characteristics to parent_order_1 it will use the execution information from parent_order_1, including child_order_a and child_order_b, to determine where to route child orders for that parent. FLARE's smart order router does not have access to any information regarding live orders or conditional liquidity resting in CODA, nor does FLARE have access to unfilled or cancelled orders, or conditional interests that were previously live and resting in CODA. Aside from using historical execution information for regular maintenance and smart order routing optimization, employees are not authorized to use Confidential Information for purposes of operating FLARE. Personal Trading Accounts: Employees' are required to obtain compliance approval prior to establishing brokerage accounts. Annually, each employee must attest in writing that they have disclosed to CODA Markets Compliance all their brokerage accounts and they understand and will abide by CODA Markets' personal trading policies. At least quarterly, for each disclosed account, the CODA Markets Compliance Department reviews the trading activity and money movements for insider trading, compliance with CODA Markets policies and anti-money laundering laws. CODA Markets and PDQ prohibit 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. Upon hire and annually thereafter, each employee is required to read and attest to understanding and abiding to CODA Markets' Insider Trading and Personal Securities Transactions/Prevention of Misuse of Non-Public Information Policies and Procedures. Distribution and collection of the attestations are handled by CODA Markets Compliance Department. It is the policy of CODA Markets and its parent company, PDQ, that CODA Markets, PDQ and their employees shall not act as principal in any trading activity, or trade for their own account, in CODA. CODA Markets maintains secured access to both physical and non-physical assets. Physical access to servers and related infrastructure is limited to key personnel both at the datacenters and at the main office with a combination of keypad and/or fingerprint scanners. Physical access to desktop terminals is restricted to authorized individuals by physical key and/or electronic locks to gain access to the buildings. Additional keypad access is required to gain access to sensitive / restricted areas within the buildings. Non-physical access to servers / desktops is limited to authorized individuals maintaining active passwords in accordance with CODA Markets password policy. Failure to maintain an active password in accordance with CODA Markets password policy results in revoked access to non-physical assets. CODA requires completion and approval of new hire and terminated employee and consultant checklist lists for control of access to Subscriber data, prior to commencement of work with the firm and following termination. Subscriber data includes any confidential trading information as defined above, as well as Subscriber onboarding paperwork, trading reports and other Participant identifying documentation. Written, documented authorization to access confidential trading information is provided by a supervisory principal of CODA Markets. Annual review of each employees' and consultants' access to confidential trading information through systems and physical areas of CODA Markets is conducted. Recognized cybersecurity protocols are documented, enforced and reviewed during periodic cybersecurity meetings.

compliance_officer

Protection of Confidential Trading Information: CODA considers Subscribers' confidential trading information to be Participant activity and execution data from their interaction with and usage of the ATS and other CODA services discussed throughout this Form. Confidential trading information is deemed to include: 1) Subscriber order and conditional liquidity detail (conditional liquidity refers to conditional interests and inbound IOIs collectively, both of which are discussed individually in detail in Part III, Item 7(a)); 2) Subscriber execution detail; 3) Individual Subscriber order and execution statistics; 4) FIX messages sent to CODA from Subscribers; 5) FIX messages sent from CODA to Subscribers; and 6) LPRC queries. Employees are authorized to access confidential trading information when it is necessary to support CODA Markets': 1) Operations; 2) Subscriber support; 3) Business and technological development and support; 4) Systemic testing; and 5) Regulatory reviews, testing, investigations, surveillances, and reporting. As described in Part III, Item 16(b), FLARE is CODA's outbound router. In addition to public market data, FLARE uses certain Subscriber confidential trading information in order to route and execute individual FLARE-eligible orders at CODA and away markets. Three types of Subscriber confidential trading information are used in connection with the FLARE order routing services: 1) In order to route FLARE-eligible orders, FLARE has access to and uses the order detail found in the FIX message sent to CODA. For example, FLARE uses the price or effective price on an order to determine the order's marketability. FLARE can then use the order's marketability to determine the routing logic for that order. 2) Execution data specific to the order being executed can be used by FLARE when an order remains live and partially executed. For example, FLARE can reroute unexecuted shares resting at one venue to another venue based on partial execution data specific to that order. This includes execution data from both CODA and away markets. 3) As part of its smart order routing functionality, FLARE is equipped with a machine learning-based process to optimize order routing decisions based on aggregated information about historical routing and execution results involving orders with similar characteristics that have been previously routed. For example, if FLARE previously routed portions of a certain 2,000 share parent order ("parent_order_1"), 1,000 to Venue A in child_order_a and 1,000 to Venue B in child_order_b, and received a complete fill at Venue A and no fill at Venue B, in an effort to increase the likelihood of a fill and improve overall execution performance for future orders, when the FLARE smart order router receives future parent orders that have similar characteristics to parent_order_1 it will use the execution information from parent_order_1, including child_order_a and child_order_b, to determine where to route child orders for that parent. FLARE's smart order router does not have access to any information regarding live orders or conditional liquidity resting in CODA, nor does FLARE have access to unfilled or cancelled orders, or conditional liquidity that was previously live and resting in CODA. Aside from using historical execution information for regular maintenance and smart order routing optimization, employees are not authorized to use Confidential Information for purposes of operating FLARE. Personal Trading Accounts: Employees' are required to obtain compliance approval prior to establishing brokerage accounts. Annually, each employee must attest in writing that they have disclosed to CODA Markets Compliance all their brokerage accounts and they understand and will abide by CODA Markets' personal trading policies. At least quarterly, for each disclosed account, the CODA Markets Compliance Department reviews the trading activity and money movements for insider trading, compliance with CODA Markets policies and anti-money laundering laws. CODA Markets and Apex FinTech Solutions Inc prohibit 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. Upon hire and annually thereafter, each employee is required to read and attest to understanding and abiding to CODA Markets' Insider Trading and Personal Securities Transactions/Prevention of Misuse of Non-Public Information Policies and Procedures. Distribution and collection of the attestations are handled by CODA Markets Compliance Department. It is the policy of CODA Markets and its parent company, PDQ, that CODA Markets, PDQ and their employees shall not act as principal in any trading activity, or trade for their own account, in CODA. CODA Markets maintains secured access to both physical and non-physical assets. Physical access to servers and related infrastructure is limited to key personnel both at the datacenters and at the main office with a combination of keypad and/or fingerprint scanners. Physical access to desktop terminals is restricted to authorized individuals by physical key and/or electronic locks to gain access to the buildings. Additional keypad access is required to gain access to sensitive / restricted areas within the buildings. Non-physical access to servers / desktops is limited to authorized individuals maintaining active passwords in accordance with CODA Markets password policy. Failure to maintain an active password in accordance with CODA Markets password policy results in revoked access to non-physical assets. CODA requires completion and approval of new hire and terminated employee and consultant checklist lists for control of access to Subscriber data, prior to commencement of work with the firm and following termination. Subscriber data includes any confidential trading information as defined above, as well as Subscriber onboarding paperwork, trading reports and other Participant identifying documentation. Written, documented authorization to access confidential trading information is provided by a supervisory principal of CODA Markets. Annual review of each employees' and consultants' access to confidential trading information through systems and physical areas of CODA Markets is conducted. Recognized cybersecurity protocols are documented, enforced and reviewed during periodic cybersecurity meetings.

compliance_officer

Protection of CODA Markets Confidential Trading Information: CODA considers Subscribers' confidential trading information to be Participant activity and execution data from their interaction with and usage of the ATS and other CODA services discussed throughout this Form. Confidential trading information is deemed to include: 1) Subscriber order and conditional liquidity detail (conditional liquidity refers to conditional interests and inbound IOIs collectively, both of which are discussed individually in detail in Part III, Item 7(a)); 2) Subscriber execution detail; 3) Individual Subscriber order and execution statistics; 4) FIX messages sent to CODA from Subscribers; 5) FIX messages sent from CODA to Subscribers; and 6) LPRC queries. Employees are authorized to access confidential trading information when it is necessary to support CODA Markets': 1) Operations; 2) Subscriber support; 3) Business and technological development and support; 4) Systemic testing; and 5) Regulatory reviews, testing, investigations, surveillances, and reporting. As described in Part III, Item 16(b), FLARE is CODA's outbound router. In addition to public market data, FLARE uses certain Subscriber confidential trading information in order to route and execute individual FLARE-eligible orders at CODA and away markets. Three types of Subscriber confidential trading information are used in connection with the FLARE order routing services: 1) In order to route FLARE-eligible orders, FLARE has access to and uses the order detail found in the FIX message sent to CODA. For example, FLARE uses the price or effective price on an order to determine the order's marketability. FLARE can then use the order's marketability to determine the routing logic for that order. 2) Execution data specific to the order being executed can be used by FLARE when an order remains live and partially executed. For example, FLARE can reroute unexecuted shares resting at one venue to another venue based on partial execution data specific to that order. This includes execution data from both CODA and away markets. 3) As part of its smart order routing functionality, FLARE is equipped with a machine learning-based process to optimize order routing decisions based on aggregated information about historical routing and execution results involving orders with similar characteristics that have been previously routed. For example, if FLARE previously routed portions of a certain 2,000 share parent order ("parent_order_1"), 1,000 to Venue A in child_order_a and 1,000 to Venue B in child_order_b, and received a complete fill at Venue A and no fill at Venue B, in an effort to increase the likelihood of a fill and improve overall execution performance for future orders, when the FLARE smart order router receives future parent orders that have similar characteristics to parent_order_1 it will use the execution information from parent_order_1, including child_order_a and child_order_b, to determine where to route child orders for that parent. FLARE's smart order router does not have access to any information regarding live orders or conditional liquidity resting in CODA, nor does FLARE have access to unfilled or cancelled orders, or conditional liquidity that was previously live and resting in CODA. Aside from using historical execution information for regular maintenance and smart order routing optimization, employees are not authorized to use Confidential Information for purposes of operating FLARE. Personal Trading Accounts: Employees' are required to obtain compliance approval prior to establishing brokerage accounts. Annually, each employee must attest in writing that they have disclosed to CODA Markets Compliance all their brokerage accounts and they understand and will abide by CODA Markets' personal trading policies. At least quarterly, for each disclosed account, the CODA Markets Compliance Department reviews the trading activity and money movements for insider trading, compliance with CODA Markets policies and anti-money laundering laws. CODA Markets and Apex FinTech Solutions Inc prohibit 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. Upon hire and annually thereafter, each employee is required to read and attest to understanding and abiding to CODA Markets' Insider Trading and Personal Securities Transactions/Prevention of Misuse of Non-Public Information Policies and Procedures. Distribution and collection of the attestations are handled by CODA Markets Compliance Department. It is the policy of CODA Markets and its parent company, PDQ, that CODA Markets, PDQ and their employees shall not act as principal in any trading activity, or trade for their own account, in CODA. CODA Markets maintains secured access to both physical and non-physical assets. Physical access to servers and related infrastructure is limited to key personnel both at the datacenters and at the main office with a combination of keypad and/or fingerprint scanners. Physical access to desktop terminals is restricted to authorized individuals by physical key and/or electronic locks to gain access to the buildings. Additional keypad access is required to gain access to sensitive / restricted areas within the buildings. Non-physical access to servers / desktops is limited to authorized individuals maintaining active passwords in accordance with CODA Markets password policy. Failure to maintain an active password in accordance with CODA Markets password policy results in revoked access to non-physical assets. CODA requires completion and approval of new hire and terminated employee and consultant checklist lists for control of access to Subscriber data, prior to commencement of work with the firm and following termination. Subscriber data includes any confidential trading information as defined above, as well as Subscriber onboarding paperwork, trading reports and other Participant identifying documentation. Written, documented authorization to access confidential trading information is provided by a supervisory principal of CODA Markets. Annual review of each employees' and consultants' access to confidential trading information through systems and physical areas of CODA Markets is conducted. Recognized cybersecurity protocols are documented, enforced and reviewed during periodic cybersecurity meetings. All business units are part of the parent company as defined in Part II, Item 6(a). All employees are part of the parent company, as defined in Part II, Item 6(a), including, but not limited to interim employees and employees that may be registered with one of Apex Fintech Solutions Inc's other SEC registered broker dealer(s), including Apex Clearing (CRD: 13071) and Apex Pro (CRD: 146122). Business units and employees of the parent company who provide services to CODA ATS are prohibited from accessing and using CODA ATS Confidential Trading Information for any reason other than providing support and supervision to the CODA ATS.

compliance_officer

Protection of CODA Markets Confidential Trading Information: CODA considers Subscribers' confidential trading information to be Participant activity and execution data from their interaction with and usage of the ATS and other CODA services discussed throughout this Form. Confidential trading information is deemed to include: 1) Subscriber order and conditional liquidity detail (conditional liquidity refers to conditional interests and inbound IOIs collectively, both of which are discussed individually in detail in Part III, Item 7(a)); 2) Subscriber execution detail; 3) Individual Subscriber order and execution statistics; 4) FIX messages sent to CODA from Subscribers; 5) FIX messages sent from CODA to Subscribers; and 6) LPRC queries. Employees are authorized to access confidential trading information when it is necessary to support CODA Markets': 1) Operations; 2) Subscriber support; 3) Business and technological development and support; 4) Systemic testing; and 5) Regulatory reviews, testing, investigations, surveillances, and reporting. As described in Part III, Item 16(b), FLARE is CODA's outbound router. In addition to public market data, FLARE uses certain Subscriber confidential trading information in order to route and execute individual FLARE-eligible orders at CODA and away markets, including extended hours order entry and execution, as described in Part III, Item 4(a). Three types of Subscriber confidential trading information are used in connection with the FLARE order routing services: 1) In order to route FLARE-eligible orders, FLARE has access to and uses the order detail found in the FIX message sent to CODA. For example, FLARE uses the price or effective price on an order to determine the order's marketability. FLARE can then use the order's marketability to determine the routing logic for that order. 2) Execution data specific to the order being executed can be used by FLARE when an order remains live and partially executed. For example, FLARE can reroute unexecuted shares resting at one venue to another venue based on partial execution data specific to that order. This includes execution data from both CODA and away markets. 3) As part of its smart order routing functionality, FLARE is equipped with a machine learning-based process to optimize order routing decisions based on aggregated information about historical routing and execution results involving orders with similar characteristics that have been previously routed. For example, if FLARE previously routed portions of a certain 2,000 share parent order ("parent_order_1"), 1,000 to Venue A in child_order_a and 1,000 to Venue B in child_order_b, and received a complete fill at Venue A and no fill at Venue B, in an effort to increase the likelihood of a fill and improve overall execution performance for future orders, when the FLARE smart order router receives future parent orders that have similar characteristics to parent_order_1 it will use the execution information from parent_order_1, including child_order_a and child_order_b, to determine where to route child orders for that parent. FLARE's smart order router does not have access to any information regarding live orders or conditional liquidity resting in CODA, nor does FLARE have access to unfilled or cancelled orders, or conditional liquidity that was previously live and resting in CODA. Aside from using historical execution information for regular maintenance and smart order routing optimization, employees are not authorized to use Confidential Information for purposes of operating FLARE. Personal Trading Accounts: Employees' are required to obtain compliance approval prior to establishing brokerage accounts. Annually, each employee must attest in writing that they have disclosed to CODA Markets Compliance all their brokerage accounts and they understand and will abide by CODA Markets' personal trading policies. At least quarterly, for each disclosed account, the CODA Markets Compliance Department reviews the trading activity and money movements for insider trading, compliance with CODA Markets policies and anti-money laundering laws. CODA Markets and Apex FinTech Solutions Inc prohibit 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. Upon hire and annually thereafter, each employee is required to read and attest to understanding and abiding to CODA Markets' Insider Trading and Personal Securities Transactions/Prevention of Misuse of Non-Public Information Policies and Procedures. Distribution and collection of the attestations are handled by CODA Markets Compliance Department. It is the policy of CODA Markets and its parent company, PDQ, that CODA Markets, PDQ and their employees shall not act as principal in any trading activity, or trade for their own account, in CODA. CODA Markets maintains secured access to both physical and non-physical assets. Physical access to servers and related infrastructure is limited to key personnel both at the datacenters and at the main office with a combination of keypad and/or fingerprint scanners. Physical access to desktop terminals is restricted to authorized individuals by physical key and/or electronic locks to gain access to the buildings. Additional keypad access is required to gain access to sensitive / restricted areas within the buildings. Non-physical access to servers / desktops is limited to authorized individuals maintaining active passwords in accordance with CODA Markets password policy. Failure to maintain an active password in accordance with CODA Markets password policy results in revoked access to non-physical assets. CODA requires completion and approval of new hire and terminated employee and consultant checklist lists for control of access to Subscriber data, prior to commencement of work with the firm and following termination. Subscriber data includes any confidential trading information as defined above, as well as Subscriber onboarding paperwork, trading reports and other Participant identifying documentation. Written, documented authorization to access confidential trading information is provided by a supervisory principal of CODA Markets. Annual review of each employees' and consultants' access to confidential trading information through systems and physical areas of CODA Markets is conducted. Recognized cybersecurity protocols are documented, enforced and reviewed during periodic cybersecurity meetings. All business units are part of the parent company as defined in Part II, Item 6(a). All employees are part of the parent company, as defined in Part II, Item 6(a), including, but not limited to interim employees and employees that may be registered with one of Apex Fintech Solutions Inc's other SEC registered broker dealer(s), including Apex Clearing (CRD: 13071) and Apex Pro (CRD: 146122). Business units and employees of the parent company who provide services to CODA ATS are prohibited from accessing and using CODA ATS Confidential Trading Information for any reason other than providing support and supervision to the CODA ATS.

compliance_officer

Protection of Confidential Trading Information: CODA considers Subscribers' confidential trading information to be Participant activity and execution data from their interaction with and usage of the ATS and other CODA services discussed throughout this Form. Confidential trading information is deemed to include: 1) Subscriber order and conditional interest detail; 2) Subscriber execution detail; 3) Individual Subscriber order and execution statistics; 4) FIX messages sent to CODA from Subscribers; 5) FIX messages sent from CODA to Subscribers; and 6) LPRC queries. Employees are authorized to access confidential trading information when it is necessary to support CODA Markets': 1) Operations; 2) Subscriber support; 3) Business and technological development and support; 4) Systemic testing; and 5) Regulatory reviews, testing, investigations, surveillances, and reporting. Personal Trading Accounts: Employees' are required to obtain compliance approval prior to establishing brokerage accounts. Annually, each employee must attest in writing that they have disclosed to CODA Markets Compliance all their brokerage accounts and they understand and will abide by CODA Markets' personal trading policies. At least quarterly, for each disclosed account, the CODA Markets Compliance Department reviews the trading activity and money movements for insider trading, compliance with CODA Markets policies and anti-money laundering laws. CODA Markets and PDQ prohibit 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. Upon hire and annually thereafter, each employee is required to read and attest to understanding and abiding to CODA Markets' Insider Trading and Personal Securities Transactions/Prevention of Misuse of Non-Public Information Policies and Procedures. Distribution and collection of the attestations are handled by CODA Markets Compliance Department. It is the policy of CODA Markets and its parent company, PDQ, that CODA Markets, PDQ and their employees shall not act as principal in any trading activity, or trade for their own account, in CODA. CODA Markets maintains secured access to both physical and non-physical assets. Physical access to servers and related infrastructure is limited to key personnel both at the datacenters and at the main office with a combination of keypad and/or fingerprint scanners. Physical access to desktop terminals is restricted to authorized individuals by physical key and/or electronic locks to gain access to the buildings. Additional keypad access is required to gain access to sensitive / restricted areas within the buildings. Non-physical access to servers / desktops is limited to authorized individuals maintaining active passwords in accordance with CODA Markets password policy. Failure to maintain an active password in accordance with CODA Markets password policy results in revoked access to non-physical assets. CODA requires completion and approval of new hire and terminated employee and consultant checklist lists for control of access to Subscriber data, prior to commencement of work with the firm and following termination. Subscriber data includes any confidential trading information as defined above, as well as Subscriber onboarding paperwork, trading reports and other Participant identifying documentation. Written, documented authorization to access confidential trading information is provided by a supervisory principal of CODA Markets. Annual review of each employees' and consultants' access to confidential trading information through systems and physical areas of CODA Markets is conducted. Recognized cybersecurity protocols are documented, enforced and reviewed during periodic cybersecurity meetings.

compliance_officer

Protection of CODA Markets Confidential Trading Information: CODA considers Subscribers' confidential trading information to be Participant activity and execution data from their interaction with and usage of the ATS and other CODA services discussed throughout this Form. "Confidential trading information" is deemed to include: 1) Subscriber order and conditional liquidity detail (conditional liquidity refers to conditional interests and inbound IOIs collectively, both of which are discussed individually in detail in Part III, Item 7(a)); 2) Subscriber execution detail; 3) Individual Subscriber order and execution statistics; 4) FIX messages sent to CODA from Subscribers; 5) FIX messages sent from CODA to Subscribers; and 6) LPRC queries. Access to confidential trading information may be in real-time (via the ATS system directly) or post-trade (via other systems/ tools or stored data) or both. Access to real-time confidential trading information is the most sensitive and restricted. Employees are authorized to access confidential trading information when it is necessary to support CODA Markets': 1) Operations; 2) Subscriber support; 3) Business and technological development and support; 4) Systemic testing; and 5) Regulatory reviews, testing, investigations, surveillances, and reporting. Access to real-time confidential trading information is strictly prohibited for any personnel, including personnel of parent or one or more affiliated companies, who directly or indirectly trade for or have influence over the trading decisions of a subscriber or other trading entity. As described in Part III, Item 16(b), FLARE is CODA's outbound router. In addition to public market data, FLARE uses certain Subscriber confidential trading information in order to route and execute individual FLARE-eligible orders at CODA and away markets, including extended hours order entry and execution, as described in Part III, Item 4(a). Three types of Subscriber confidential trading information are used in connection with the FLARE order routing services: 1) In order to route FLARE-eligible orders, FLARE has access to and uses the order detail found in the FIX message sent to CODA. For example, FLARE uses the price or effective price on an order to determine the order's marketability. FLARE can then use the order's marketability to determine the routing logic for that order. 2) Execution data specific to the order being executed can be used by FLARE when an order remains live and partially executed. For example, FLARE can reroute unexecuted shares resting at one venue to another venue based on partial execution data specific to that order. This includes execution data from both CODA and away markets. 3) As part of its smart order routing functionality, FLARE is equipped with a machine learning-based process to optimize order routing decisions based on aggregated information about historical routing and execution results involving orders with similar characteristics that have been previously routed. For example, if FLARE previously routed portions of a certain 2,000 share parent order ("parent_order_1"), 1,000 to Venue A in child_order_a and 1,000 to Venue B in child_order_b, and received a complete fill at Venue A and no fill at Venue B, in an effort to increase the likelihood of a fill and improve overall execution performance for future orders, when the FLARE smart order router receives future parent orders that have similar characteristics to parent_order_1 it will use the execution information from parent_order_1, including child_order_a and child_order_b, to determine where to route child orders for that parent. FLARE's smart order router does not have access to any information regarding live orders or conditional liquidity resting in CODA, nor does FLARE have access to unfilled or cancelled orders, or conditional liquidity that was previously live and resting in CODA. Aside from using historical execution information for regular maintenance and smart order routing optimization, employees are not authorized to use CODA confidential trading information for purposes of operating FLARE. Personal Trading Accounts: Employees are required to obtain compliance approval prior to establishing brokerage accounts. Annually, each employee must attest in writing that they have disclosed to CODA Markets Compliance all their brokerage accounts and they understand and will abide by CODA Markets' personal trading policies. At least quarterly, for each disclosed account, the CODA Markets Compliance Department reviews the trading activity and money movements for insider trading, compliance with CODA Markets policies and anti-money laundering laws. CODA Markets and ACS Global Holdings, LLC prohibit 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. Upon hire and annually thereafter, each employee is required to read and attest to understanding and abiding to CODA Markets' Insider Trading and Personal Securities Transactions/Prevention of Misuse of Non-Public Information Policies and Procedures. Distribution and collection of the attestations are handled by CODA Markets Compliance Department. It is the policy of CODA Markets and its affiliates, ACS Execution Services, LLC and Comhar Capital Markets, LLC, that employees of CODA Markets and its affiliates shall not direct any trading activity for their own accounts to CODA. Internal Systems Access: CODA Markets, AFS and GLP maintain secured access to both physical and non-physical assets. Physical access to servers and related infrastructure is limited to key personnel both at the datacenters and at the main office with a combination of keypad and/or fingerprint scanners. Physical access to desktop terminals is restricted to authorized individuals by physical key and/or electronic locks to gain access to the buildings. Additional keypad access is required to gain access to sensitive / restricted areas within the buildings. Non-physical access to servers / desktops is limited to authorized individuals maintaining active passwords in accordance with leading industry password policy practices. Failure to maintain an active password in accordance with leading industry password policy practices results in revoked access to non-physical assets. Access changes are initiated with a written request to the network administrator (e.g., email, Slack, Jira ticket), including the business justification for new access or increased entitlements. This includes new access for new or transferring personnel, new access or increased entitlements for existing personnel, access removal or downgrade for existing personnel, suspensions of access, and removal of access for terminated employees. Prior to the network administrator granting access to any CODA ATS system, including any system containing real-time or post-trade confidential trading information, the department head must have made or approved the request and confirm that the request has been reviewed with no objections by CODA Compliance. Consideration must be given as to whether a user requires real-time access when such access is being requested or if such user could effectively perform necessary functions with post-trade access. CODA Compliance will raise any questions or concerns prior to the systems access request being granted. Third-Party System Access: CODA provides post-trade confidential trading information to certain third-party software providers to aid it in the operation of its business. As described in greater detail in Part II, Item 7(d), these third-party software providers provide services that includes, but are not limited to, vendor services for best execution reporting, books and record retention, electronic communications, trade surveillance, and compliance software. Vendors with access to confidential trading information are subject to a risk due diligence process, including information and cybersecurity risk assessment prior to onboarding and periodically thereafter. An internal business owner(s) or administrator(s) is assigned to each third-party product in order to manage authorized users on behalf of CODA. Access requests are initiated with a written request to an internal business owner or administrator (e.g., email, Slack, Jira ticket), including the business justification for the new access or increased entitlements. Electronic Files: CODA Markets utilizes electronic file storage systems for business records, documents, user files and folders, etc. Based upon the use case, the storage system may be cloud based, local, or a hybrid. CODA Markets may save files with confidential trading information (such as compliance T+1 exception reports) on such a system. If so, access to the files will be limited to CODA Markets personnel who are authorized to access confidential trading information. In some cases, CODA Markets may be receiving confidential trading information from a third party (such as Apex as part of Apex hosting the ATS system) or sending confidential trading information to a party (such as a Subscriber at the Subscriber's request). In those cases, an encrypted mechanism such as SFTP will be used unless the owner of the confidential trading information (such as the Subscriber) requests an alternative mechanism. Avoiding Conflicts of Interest: In order to prevent the misuse of confidential trading information and other potential conflicts of interest, CODA Markets has implemented the following policies and procedures: Access to real-time confidential trading information is strictly prohibited for any personnel, including personnel of parent and affiliated companies, who directly or indirectly trade for or have influence over the trading decisions of a Subscriber or other trading entity. Everyone with access to confidential trading information is prohibited from accessing and using confidential trading information for any reason other than providing support, business development, and supervision of the ATS. All employees of CODA Markets and its parent and affiliated broker-dealer entities are required to obtain compliance approval prior to establishing brokerage accounts, and approved accounts are subject to ongoing monitoring by the compliance department of CODA Markets. Annually, each employee must attest in writing that they have disclosed all their brokerage accounts and that they understand and will abide by company personal trading policies. It is the policy of CODA Markets and its affiliates, ACS Execution Services, LLC and Comhar Capital Markets, LLC, that employees of CODA Markets and its affiliates shall not direct any trading activity for their own accounts to CODA. CODA Markets provides training to new hires and on an ongoing basis (no less than annually) regarding safeguarding confidential trading information, information barriers, personal trading policies, material non-public information, and information and cyber security. Responsibilities For Users With Confidential Trading Information Access: - Protecting confidential trading information from unauthorized and even inadvertent access; - Remaining familiar with and adhering to information barriers; - Having confidential trading information access removed or reduced when no longer needed; and - Reporting breaches of confidential trading information or other issues of non-compliance or potential non-compliance with this policy to CODA Markets' Chief Compliance Officer. Supervision: Quarterly, the Head of CODA Markets or qualified designee will: - Confirm that the Firm's Technology has generated an export of users with access to all systems. - Confer with department heads, as needed, to confirm whether any systems should be added or removed. - Ensure that new access changes have been approved and appropriate documentation is maintained. - Review exports of users who have access to each system and confer with department heads, as needed, whether any personnel should be added or removed. - Consider deactivation of users with infrequent access unless access is still warranted for such users (reference access logs as needed to identify users with no access within the last 90 days). - Confirm with business leadership as needed to identify users, as needed, who may have transferred to a different department or assumed a new function and no longer require access to a system or require a lower level of entitlement. - Document the review as a Jira instance on the compliance dashboard. Recordkeeping: The Head of CODA or qualified designee will coordinate with the Firm's Technology and Compliance teams to maintain records of: - Proprietary and third-party systems, tools, and platforms used to store or access Confidential trading information; - Appropriate access logs for each system; - Documentation relating to access requests and changes, including business justifications and approvals; and - Evidence of quarterly supervisory reviews and audit of confidential trading information access. CODA Markets requires completion and approval of new hire, terminated employee, and consultant checklists for control of access to Subscriber data, prior to commencement of work with CODA Markets and following termination. Subscriber data includes any confidential trading information as defined above, as well as Subscriber onboarding paperwork, trading reports and other Participant identifying documentation. Written, documented authorization to access confidential trading information must be provided by a supervisory principal of CODA Markets. A Quarterly review of each employees' and consultants' access to confidential trading information through systems and physical areas of CODA Markets is conducted. Recognized cybersecurity protocols are documented, enforced, and reviewed during periodic cybersecurity meetings. AFS and GLP personnel who provide services to CODA ATS are prohibited from accessing and using CODA ATS Confidential Trading Information for any reason other than providing support and supervision to the CODA ATS. Likewise, the CEO, CCO and FinOp of CODA Markets, as dually registered officers, are prohibited from accessing and using CODA ATS Confidential Trading Information for any reason other than providing support and supervision to CODA ATS.

compliance_officer

Protection of Subscriber Confidential Trading Information by the BDO The BDO considers Subscribers' Confidential Trading Information to be Subscribers' activity and execution data from their interaction with and usage of the ATS and other RAM services discussed throughout this Form. The term "Confidential Trading Information" is deemed to include: - Subscriber order and trading interest detail (both of which are discussed individually in detail in Part III, Item 7(a); - Subscriber execution detail; - Individual Subscriber order and execution statistics; - FIX messages sent to RAM from Subscribers; and - FIX messages sent from RAM to Subscribers. The order and execution detail from a Subscriber's RIO that is routed by RAM to a CLP is not considered to be Confidential Trading Information if and when the order is routed by RAM to the CLP; however, the BDO will not share the order and execution detail with any party other than the order receiving CLP unless sharing with a third-party is requested in writing by the Subscriber. The process of routing orders to CLPs is discussed in detail in Part III, Item 11(C). The order and execution detail from a Subscriber's RIO that is routed by RAM to a CLP is not considered to be Confidential Trading Information if and when the order is routed by RAM to the CLP; however, the BDO will not share the order and execution detail with any party other than the order receiving CLP, unless the sharing with a third-party is requested in writing by the Subscriber. The process of routing order to CLPs is discussed in detail in Part III, Item 11(C). As discussed in Part II, Item 5(a), RAM provides Subscribers with reports containing data that includes or is derived from Confidential Trading Information. All reports adhere to RAM's policies pertaining to the protection of Confidential Trading Information. Reports can include information specific to an individual Subscriber's participation and also anonymized and aggregated information about multiple subscribers. Certain reports may also be made publicly available describing only aggregated data. Reports containing non-aggregated information that reflect an individual Subscriber's experience will be shared, confidentially, only with that Subscriber and its counterparties, subject to certain exceptions discussed in Part III, Item 11(c). Those AFS employees detailed in Part II, Item 6 are authorized to access Confidential Trading Information when it is necessary to support the BDO's and RAM's: - Operations; - Subscriber support; - Business and technological development and support; - Systemic testing; and - Regulatory reviews, testing, investigations, surveillances, and reporting. AFS employees authorized to access Confidential Trading Information are prohibited from using RAM-specific Confidential Trading Information for purposes of operating CODA (or vice versa). The BDO does not consider post-execution information typically of the type made public under reporting or regulation (e.g., information that is reported to the consolidated tape pursuant to FINRA trade reporting requirements), or information of an aggregated nature (e.g., aggregated and anonymous execution statistics and the information disclosed as described in Part II, Item 7(b), below) to be confidential subscriber information. The BDO also does not consider any post-execution information when used by its operations personnel in the ordinary course of their job functions to be confidential subscriber information. Personal Trading Accounts Personnel of the BDO are required to obtain compliance approval prior to establishing brokerage accounts. Annually, each employee must attest in writing that they have disclosed to the BDO's Compliance all their brokerage accounts and that they understand and will abide by the BDO's personal trading policies. At least quarterly, for each disclosed account, the BDO Compliance Department reviews the trading activity and money movements for potential insider trading, compliance with the BDO policies and anti-money laundering laws. The BDO and AFS prohibit 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. Upon hire and annually thereafter, each employee is required to read and attest to their understanding of and willingness to abide by the BDO's Insider Trading and Personal Securities Transactions/Prevention of Misuse of Non-Public Information Policies and Procedures. The BDO's Compliance Department handles distribution and collection of the attestations. It is the policy of the BDO and AFS that the BDO, AFS and their employees not act as principals in any directed trading activity, or direct trades for their own accounts, to RAM or any other trading center operated by the BDO (e.g., CODA). It is possible, however, that an employee of AFS or the BDO may maintain a personal brokerage account with a broker-dealer that utilizes RAM or CODA and that broker-dealer, without the employee's direction, may independently decide to route an order to RAM or CODA. Additional Safeguards and Procedures The BDO maintains secured access to both physical and non-physical assets. Physical access to servers and related infrastructure is limited to key personnel both at the Equinix datacenter and at the Glenview, IL office with a combination of keypad and/or fingerprint scanners. Physical access to desktop terminals at the Glenview, IL office buildings is restricted to authorized individuals by physical key and/or electronic locks. Additional keypad access is required to gain access to restricted areas within the buildings. Non-physical access to servers and desktops is limited to authorized individuals maintaining active passwords in accordance with the BDO's password policy, in which users are provisioned (or terminated) through an established user access administration process. Provisioned system and data access is based upon the principle of least privilege for your role and responsibility. Risk based access review is scheduled monthly, weekly, and ad hoc as needed by management, business and information security. Failure to maintain an active password in accordance with the BDO's password policy results in revoked access to non-physical assets. The BDO requires completion and approval of new hire and terminated employee and consultant checklist lists for control of access to Subscriber data, prior to commencement of work with the firm and following termination. Subscriber data includes any Confidential Trading Information as defined above, as well as Subscriber onboarding paperwork, trading reports and other Subscriber identifying documentation. Written, documented authorization to access Confidential Trading Information is provided by a supervisory principal of the BDO. AFS has a formal information security program led by a Chief Information Security Officer that provides oversight for cybersecurity general controls and safeguards for applications, operating systems, databases, and supporting IT infrastructure to ensure the integrity of the data and processes that the systems support. AFS has published security policies and standard based on NIST 800-53 v4, NIST RMF and CIS Controls guidelines and frameworks. Policies are reviewed annually, at minimum, to ensure effectiveness and relevance. Annual review of each employee and consultant's access to Confidential Trading Information through systems and physical areas of the BDO is conducted. Cybersecurity protocols are documented, enforced and reviewed during periodic cybersecurity meetings. AFS also has instituted a Security Awareness Program that provides consistent and focused training to educate employees, raise awareness, and change behaviors. Security campaigns are launched to test the effectiveness of the training provided, including email phishing, online computer-based training, and periodic/targeted corporate communication bulletins on latest trends, threat, tactics, techniques and procedures of bad actors. All business units are part of the BDO's parent company as defined in Part II, Item 6(a). All employees of the BDO are part of the parent company, as defined in Part II, Item 6(a), including, but not limited to interim employees and employees that may be registered with one of AFS' other SEC registered broker dealer(s), including Apex Clearing (CRD: 13071) and Apex Pro (CRD: 146122). Business units and employees of the parent company who provide services to the BDO are prohibited from accessing and using BDO Confidential Trading Information for any reason other than providing support and supervision to the BDO.

compliance_officer

Protection of Confidential Trading Information: CODA considers Subscribers' confidential trading information to be Participant activity and execution data from their interaction with and usage of the ATS and other CODA services discussed throughout this Form. Confidential trading information is deemed to include: 1) Subscriber order and conditional liquidity detail (conditional liquidity refers to conditional interests and inbound IOIs collectively, both of which are discussed individually in detail in Part III, Item 7(a)); 2) Subscriber execution detail; 3) Individual Subscriber order and execution statistics; 4) FIX messages sent to CODA from Subscribers; 5) FIX messages sent from CODA to Subscribers; and 6) LPRC queries. Employees are authorized to access confidential trading information when it is necessary to support CODA Markets': 1) Operations; 2) Subscriber support; 3) Business and technological development and support; 4) Systemic testing; and 5) Regulatory reviews, testing, investigations, surveillances, and reporting. As described in Part III, Item 16(b), FLARE is CODA's outbound router. In addition to public market data, FLARE uses certain Subscriber confidential trading information in order to route and execute individual FLARE-eligible orders at CODA and away markets. Three types of Subscriber confidential trading information are used in connection with the FLARE order routing services: 1) In order to route FLARE-eligible orders, FLARE has access to and uses the order detail found in the FIX message sent to CODA. For example, FLARE uses the price or effective price on an order to determine the order's marketability. FLARE can then use the order's marketability to determine the routing logic for that order. 2) Execution data specific to the order being executed can be used by FLARE when an order remains live and partially executed. For example, FLARE can reroute unexecuted shares resting at one venue to another venue based on partial execution data specific to that order. This includes execution data from both CODA and away markets. 3) As part of its smart order routing functionality, FLARE is equipped with a machine learning-based process to optimize order routing decisions based on aggregated information about historical routing and execution results involving orders with similar characteristics that have been previously routed. For example, if FLARE previously routed portions of a certain 2,000 share parent order ("parent_order_1"), 1,000 to Venue A in child_order_a and 1,000 to Venue B in child_order_b, and received a complete fill at Venue A and no fill at Venue B, in an effort to increase the likelihood of a fill and improve overall execution performance for future orders, when the FLARE smart order router receives future parent orders that have similar characteristics to parent_order_1 it will use the execution information from parent_order_1, including child_order_a and child_order_b, to determine where to route child orders for that parent. FLARE's smart order router does not have access to any information regarding live orders or conditional liquidity resting in CODA, nor does FLARE have access to unfilled or cancelled orders, or conditional liquidity that was previously live and resting in CODA. Aside from using historical execution information for regular maintenance and smart order routing optimization, employees are not authorized to use Confidential Information for purposes of operating FLARE. Personal Trading Accounts: Employees' are required to obtain compliance approval prior to establishing brokerage accounts. Annually, each employee must attest in writing that they have disclosed to CODA Markets Compliance all their brokerage accounts and they understand and will abide by CODA Markets' personal trading policies. At least quarterly, for each disclosed account, the CODA Markets Compliance Department reviews the trading activity and money movements for insider trading, compliance with CODA Markets policies and anti-money laundering laws. CODA Markets and PDQ prohibit 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. Upon hire and annually thereafter, each employee is required to read and attest to understanding and abiding to CODA Markets' Insider Trading and Personal Securities Transactions/Prevention of Misuse of Non-Public Information Policies and Procedures. Distribution and collection of the attestations are handled by CODA Markets Compliance Department. It is the policy of CODA Markets and its parent company, PDQ, that CODA Markets, PDQ and their employees shall not act as principal in any trading activity, or trade for their own account, in CODA. CODA Markets maintains secured access to both physical and non-physical assets. Physical access to servers and related infrastructure is limited to key personnel both at the datacenters and at the main office with a combination of keypad and/or fingerprint scanners. Physical access to desktop terminals is restricted to authorized individuals by physical key and/or electronic locks to gain access to the buildings. Additional keypad access is required to gain access to sensitive / restricted areas within the buildings. Non-physical access to servers / desktops is limited to authorized individuals maintaining active passwords in accordance with CODA Markets password policy. Failure to maintain an active password in accordance with CODA Markets password policy results in revoked access to non-physical assets. CODA requires completion and approval of new hire and terminated employee and consultant checklist lists for control of access to Subscriber data, prior to commencement of work with the firm and following termination. Subscriber data includes any confidential trading information as defined above, as well as Subscriber onboarding paperwork, trading reports and other Participant identifying documentation. Written, documented authorization to access confidential trading information is provided by a supervisory principal of CODA Markets. Annual review of each employees' and consultants' access to confidential trading information through systems and physical areas of CODA Markets is conducted. Recognized cybersecurity protocols are documented, enforced and reviewed during periodic cybersecurity meetings.

compliance_officer

Protection of CODA Markets Confidential Trading Information: CODA considers Subscribers' confidential trading information to be Participant activity and execution data from their interaction with and usage of the ATS and other CODA services discussed throughout this Form. "Confidential trading information" is deemed to include: 1) Subscriber order and conditional liquidity detail (conditional liquidity refers to conditional interests and inbound IOIs collectively, both of which are discussed individually in detail in Part III, Item 7(a)), including the Liquidity Profile tier (if any) assigned to a Subscriber order that initiates an auction in the CODA ATS, as discussed in detail in Part III, Item 13(a); 2) Subscriber execution detail; 3) Individual Subscriber order and execution statistics; 4) FIX messages sent to CODA from Subscribers; 5) FIX messages sent from CODA to Subscribers; and 6) LPRC queries. Access to confidential trading information may be in real-time (via the ATS system directly) or post-trade (via other systems/ tools or stored data) or both. Access to real-time confidential trading information is the most sensitive and restricted. Employees are authorized to access confidential trading information when it is necessary to support CODA Markets': 1) Operations; 2) Subscriber support; 3) Business and technological development and support; 4) Systemic testing; and 5) Regulatory reviews, testing, investigations, surveillances, and reporting. Access to real-time confidential trading information is strictly prohibited for any personnel, including personnel of parent or one or more affiliated companies, who directly or indirectly trade for or have influence over the trading decisions of a subscriber or other trading entity. As described in Part III, Item 16(b), FLARE is CODA's outbound router. In addition to public market data, FLARE uses certain Subscriber confidential trading information in order to route and execute individual FLARE-eligible orders at CODA and away markets, including extended hours order entry and execution, as described in Part III, Item 4(a). Three types of Subscriber confidential trading information are used in connection with the FLARE order routing services: 1) In order to route FLARE-eligible orders, FLARE has access to and uses the order detail found in the FIX message sent to CODA. For example, FLARE uses the price or effective price on an order to determine the order's marketability. FLARE can then use the order's marketability to determine the routing logic for that order. 2) Execution data specific to the order being executed can be used by FLARE when an order remains live and partially executed. For example, FLARE can reroute unexecuted shares resting at one venue to another venue based on partial execution data specific to that order. This includes execution data from both CODA and away markets. 3) As part of its smart order routing functionality, FLARE is equipped with a machine learning-based process to optimize order routing decisions based on aggregated information about historical routing and execution results involving orders with similar characteristics that have been previously routed. For example, if FLARE previously routed portions of a certain 2,000 share parent order ("parent_order_1"), 1,000 to Venue A in child_order_a and 1,000 to Venue B in child_order_b, and received a complete fill at Venue A and no fill at Venue B, in an effort to increase the likelihood of a fill and improve overall execution performance for future orders, when the FLARE smart order router receives future parent orders that have similar characteristics to parent_order_1 it will use the execution information from parent_order_1, including child_order_a and child_order_b, to determine where to route child orders for that parent. FLARE's smart order router does not have access to any information regarding live orders or conditional liquidity resting in CODA, nor does FLARE have access to unfilled or cancelled orders, or conditional liquidity that was previously live and resting in CODA. Aside from using historical execution information for regular maintenance and smart order routing optimization, employees are not authorized to use CODA confidential trading information for purposes of operating FLARE. Personal Trading Accounts: Employees are required to obtain compliance approval prior to establishing brokerage accounts. Annually, each employee must attest in writing that they have disclosed to CODA Markets Compliance all their brokerage accounts and they understand and will abide by CODA Markets' personal trading policies. At least quarterly, for each disclosed account, the CODA Markets Compliance Department reviews the trading activity and money movements for insider trading, compliance with CODA Markets policies and anti-money laundering laws. CODA Markets and ACS Global Holdings, LLC prohibit 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. Upon hire and annually thereafter, each employee is required to read and attest to understanding and abiding to CODA Markets' Insider Trading and Personal Securities Transactions/Prevention of Misuse of Non-Public Information Policies and Procedures. Distribution and collection of the attestations are handled by CODA Markets Compliance Department. It is the policy of CODA Markets and its affiliates, ACS Execution Services, LLC and Comhar Capital Markets, LLC, that employees of CODA Markets and its affiliates shall not direct any trading activity for their own accounts to CODA. Internal Systems Access: CODA Markets, AFS and GLP maintain secured access to both physical and non-physical assets. Physical access to servers and related infrastructure is limited to key personnel both at the datacenters and at the main office with a combination of keypad and/or fingerprint scanners. Physical access to desktop terminals is restricted to authorized individuals by physical key and/or electronic locks to gain access to the buildings. Additional keypad access is required to gain access to sensitive / restricted areas within the buildings. Non-physical access to servers / desktops is limited to authorized individuals maintaining active passwords in accordance with leading industry password policy practices. Failure to maintain an active password in accordance with leading industry password policy practices results in revoked access to non-physical assets. Access changes are initiated with a written request to the network administrator (e.g., email, Slack, Jira ticket), including the business justification for new access or increased entitlements. This includes new access for new or transferring personnel, new access or increased entitlements for existing personnel, access removal or downgrade for existing personnel, suspensions of access, and removal of access for terminated employees. Prior to the network administrator granting access to any CODA ATS system, including any system containing real-time or post-trade confidential trading information, the department head must have made or approved the request and confirm that the request has been reviewed with no objections by CODA Compliance. Consideration must be given as to whether a user requires real-time access when such access is being requested or if such user could effectively perform necessary functions with post-trade access. CODA Compliance will raise any questions or concerns prior to the systems access request being granted. Third-Party System Access: CODA provides post-trade confidential trading information to certain third-party software providers to aid it in the operation of its business. As described in greater detail in Part II, Item 7(d), these third-party software providers provide services that includes, but are not limited to, vendor services for best execution reporting, books and record retention, electronic communications, trade surveillance, and compliance software. Vendors with access to confidential trading information are subject to a risk due diligence process, including information and cybersecurity risk assessment prior to onboarding and periodically thereafter. An internal business owner(s) or administrator(s) is assigned to each third-party product in order to manage authorized users on behalf of CODA. Access requests are initiated with a written request to an internal business owner or administrator (e.g., email, Slack, Jira ticket), including the business justification for the new access or increased entitlements. Electronic Files: CODA Markets utilizes electronic file storage systems for business records, documents, user files and folders, etc. Based upon the use case, the storage system may be cloud based, local, or a hybrid. CODA Markets may save files with confidential trading information (such as compliance T+1 exception reports) on such a system. If so, access to the files will be limited to CODA Markets personnel who are authorized to access confidential trading information. In some cases, CODA Markets may be receiving confidential trading information from a third party (such as Apex as part of Apex hosting the ATS system) or sending confidential trading information to a party (such as a Subscriber at the Subscriber's request). In those cases, an encrypted mechanism such as SFTP will be used unless the owner of the confidential trading information (such as the Subscriber) requests an alternative mechanism. Avoiding Conflicts of Interest: In order to prevent the misuse of confidential trading information and other potential conflicts of interest, CODA Markets has implemented the following policies and procedures: Access to real-time confidential trading information is strictly prohibited for any personnel, including personnel of parent and affiliated companies, who directly or indirectly trade for or have influence over the trading decisions of a Subscriber or other trading entity. Everyone with access to confidential trading information is prohibited from accessing and using confidential trading information for any reason other than providing support, business development, and supervision of the ATS. All employees of CODA Markets and its parent and affiliated broker-dealer entities are required to obtain compliance approval prior to establishing brokerage accounts, and approved accounts are subject to ongoing monitoring by the compliance department of CODA Markets. Annually, each employee must attest in writing that they have disclosed all their brokerage accounts and that they understand and will abide by company personal trading policies. It is the policy of CODA Markets and its affiliates, ACS Execution Services, LLC and Comhar Capital Markets, LLC, that employees of CODA Markets and its affiliates shall not direct any trading activity for their own accounts to CODA. CODA Markets provides training to new hires and on an ongoing basis (no less than annually) regarding safeguarding confidential trading information, information barriers, personal trading policies, material non-public information, and information and cyber security. Responsibilities For Users With Confidential Trading Information Access: - Protecting confidential trading information from unauthorized and even inadvertent access; - Remaining familiar with and adhering to information barriers; - Having confidential trading information access removed or reduced when no longer needed; and - Reporting breaches of confidential trading information or other issues of non-compliance or potential non-compliance with this policy to CODA Markets' Chief Compliance Officer. Supervision: Quarterly, the Head of CODA Markets or qualified designee will: - Confirm that the Firm's Technology has generated an export of users with access to all systems. - Confer with department heads, as needed, to confirm whether any systems should be added or removed. - Ensure that new access changes have been approved and appropriate documentation is maintained. - Review exports of users who have access to each system and confer with department heads, as needed, whether any personnel should be added or removed. - Consider deactivation of users with infrequent access unless access is still warranted for such users (reference access logs as needed to identify users with no access within the last 90 days). - Confirm with business leadership as needed to identify users, as needed, who may have transferred to a different department or assumed a new function and no longer require access to a system or require a lower level of entitlement. - Document the review as a Jira instance on the compliance dashboard. Recordkeeping: The Head of CODA or qualified designee will coordinate with the Firm's Technology and Compliance teams to maintain records of: - Proprietary and third-party systems, tools, and platforms used to store or access Confidential trading information; - Appropriate access logs for each system; - Documentation relating to access requests and changes, including business justifications and approvals; and - Evidence of quarterly supervisory reviews and audit of confidential trading information access. CODA Markets requires completion and approval of new hire, terminated employee, and consultant checklists for control of access to Subscriber data, prior to commencement of work with CODA Markets and following termination. Subscriber data includes any confidential trading information as defined above, as well as Subscriber onboarding paperwork, trading reports and other Participant identifying documentation. Written, documented authorization to access confidential trading information must be provided by a supervisory principal of CODA Markets. A Quarterly review of each employees' and consultants' access to confidential trading information through systems and physical areas of CODA Markets is conducted. Recognized cybersecurity protocols are documented, enforced, and reviewed during periodic cybersecurity meetings. AFS and GLP personnel who provide services to CODA ATS are prohibited from accessing and using CODA ATS Confidential Trading Information for any reason other than providing support and supervision to the CODA ATS. Likewise, the CEO, CCO and FinOp of CODA Markets, as dually registered officers, are prohibited from accessing and using CODA ATS Confidential Trading Information for any reason other than providing support and supervision to CODA ATS.

compliance_officer

Protection of Confidential Trading Information: CODA considers Subscribers' confidential trading information to be Participant activity and execution data from their interaction with and usage of the ATS and other CODA services discussed throughout this Form. Confidential trading information is deemed to include: 1) Subscriber order and conditional interest detail; 2) Subscriber execution detail; 3) Individual Subscriber order and execution statistics; 4) FIX messages sent to CODA from Subscribers; 5) FIX messages sent from CODA to Subscribers; and 6) LPRC queries. Employees are authorized to access confidential trading information when it is necessary to support CODA Markets': 1) Operations; 2) Subscriber support; 3) Business and technological development and support; 4) Systemic testing; and 5) Regulatory reviews, testing, investigations, surveillances, and reporting. As described in Part III, Item 16(b), FLARE is CODA's outbound router. In making routing determinations, FLARE does not have access to Subscribers' Confidential Information, other than order information and FIX messages necessary to route a specific order. Employees are not authorized to use Confidential Information for purposes of operating FLARE. Personal Trading Accounts: Employees' are required to obtain compliance approval prior to establishing brokerage accounts. Annually, each employee must attest in writing that they have disclosed to CODA Markets Compliance all their brokerage accounts and they understand and will abide by CODA Markets' personal trading policies. At least quarterly, for each disclosed account, the CODA Markets Compliance Department reviews the trading activity and money movements for insider trading, compliance with CODA Markets policies and anti-money laundering laws. CODA Markets and PDQ prohibit 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. Upon hire and annually thereafter, each employee is required to read and attest to understanding and abiding to CODA Markets' Insider Trading and Personal Securities Transactions/Prevention of Misuse of Non-Public Information Policies and Procedures. Distribution and collection of the attestations are handled by CODA Markets Compliance Department. It is the policy of CODA Markets and its parent company, PDQ, that CODA Markets, PDQ and their employees shall not act as principal in any trading activity, or trade for their own account, in CODA. CODA Markets maintains secured access to both physical and non-physical assets. Physical access to servers and related infrastructure is limited to key personnel both at the datacenters and at the main office with a combination of keypad and/or fingerprint scanners. Physical access to desktop terminals is restricted to authorized individuals by physical key and/or electronic locks to gain access to the buildings. Additional keypad access is required to gain access to sensitive / restricted areas within the buildings. Non-physical access to servers / desktops is limited to authorized individuals maintaining active passwords in accordance with CODA Markets password policy. Failure to maintain an active password in accordance with CODA Markets password policy results in revoked access to non-physical assets. CODA requires completion and approval of new hire and terminated employee and consultant checklist lists for control of access to Subscriber data, prior to commencement of work with the firm and following termination. Subscriber data includes any confidential trading information as defined above, as well as Subscriber onboarding paperwork, trading reports and other Participant identifying documentation. Written, documented authorization to access confidential trading information is provided by a supervisory principal of CODA Markets. Annual review of each employees' and consultants' access to confidential trading information through systems and physical areas of CODA Markets is conducted. Recognized cybersecurity protocols are documented, enforced and reviewed during periodic cybersecurity meetings.

hours_of_operation

CODA executes trades in the capacity of a NMS Stock ATS between the hours of 9:30:00 A.M. ET and 4:00:00 P.M. ET. CODA accepts orders and conditional liquidity as early as 4:00:00 A.M. ET, and executes at away trading centers via its router FLARE. At the Subscribers' discretion, orders received prior to 9:30:00 A.M. ET may be accepted and held by CODA until 9:30:00 A.M. ET. At that time, the orders become eligible for execution. At 4:00:00 P.M. ET, CODA cancels all orders and conditional liquidity at CODA. Subscribers utilizing CODA's outbound router, FLARE, and wishing to trade in the "post-market" may have orders routed to away trading centers where orders are eligible for "post-market" execution. CODA accepts orders until 8:00:00 P.M. ET and executes via its router FLARE. At 8:00:00 P.M. ET all open orders are cancelled. CODA accepts orders until 8:00:00 P.M. ET and executes via its router FLARE. At 8:00:00 P.M. ET all open orders are cancelled.

hours_of_operation

CODA executes trades in the capacity of a NMS Stock ATS between the hours of 9:30:00 A.M. ET and 4:00:00 P.M. ET. The CODA BLOCK auction type does not allow initiation of a new auction after 3:59:00 P.M. ET. CODA accepts orders and conditional interests as early as 6:00:00 A.M. ET. At a Subscribers' discretion, orders received prior to 9:30:00 A.M. ET may be accepted and held by CODA until 9:30:00 A.M. ET. At that time, the orders become eligible for execution. Alternatively, Subscribers wishing to execute their orders between 6:00:00 A.M. ET and 9:30:00 A.M. ET may instruct CODA to route orders to away trading centers where orders are eligible for "pre-market" execution. At 4:00:00 P.M. ET, all orders and conditional interests are cancelled at CODA. Subscribers utilizing CODA's outbound router, FLARE, and wishing to trade in the "post-market" may have unexecuted orders routed to away trading centers where orders are eligible for "post-market" execution. At the Subscribers' discretion CODA accepts and routes orders eligible for "post-market execution" between 4:00:00 P.M. ET and 5:00:00 P.M. ET. At 5:00:00 P.M. ET all open orders are cancelled.

hours_of_operation

RAM operates during regular trading hours, from 9:30 A.M. ET to 4:00 P.M. ET. RAM will be closed or will close early during market holidays or shortened trading days, in accordance with the practices of the New York Stock Exchange. RAM accepts orders and trading interests, runs auctions, routes orders to winning CLPs (as defined and described under Part III, Item 7(a)) (and other away markets), and executes trades in the capacity of an NMS Stock ATS once the primary listing market has opened the stock and RAM receives a security status code of OPEN. RAM ceases the auction initiation process for all Subscribers at 3:59:59 P.M. each trading day; therefore, any RIOs received after 3:59:59 P.M. ET are not eligible to initiate auctions. By system-wide default, RIOs entered in RAM after 3:59:59 P.M. ET will be rejected. Alternatively, Subscribers may request verbally or in writing, as an individual default, RAM route their RIOs that are received by RAM after 3:59:59 P.M. ET to their preferred CLP, exchange, or trading center; discussed in Part III. Item 7(a) and 14(a). RAM will continue to accept CROs after 3:59:59 P.M. ET, up until 4:00:00 P.M. ET. During that time, CROs may participate in auctions that were initiated by RIOs prior to 3:59:59 P.M. ET and also match with other CROs. The BDO has discretion to close or not to open RAM (in whole or in part) in the event of a market disruption or a technological or other issue. RAM does not operate outside of regular trading hours.

hours_of_operation

CODA executes trades in the capacity of a NMS Stock ATS between the hours of 9:30:00 A.M. ET and 4:00:00 P.M. ET. The CODA BLOCK auction type does not allow initiation of a new auction after 3:59:00 P.M. ET. CODA accepts orders and conditional liquidity as early as 4:00:00 A.M. ET, and executes at away trading centers via its router FLARE. At a Subscribers' discretion, orders received prior to 9:30:00 A.M. ET may be accepted and held by CODA until 9:30:00 A.M. ET. At that time, the orders become eligible for execution. At 4:00:00 P.M. ET, CODA cancels all orders and conditional liquidity at CODA. Subscribers utilizing CODA's outbound router, FLARE, and wishing to trade in the "post-market" may have orders routed to away trading centers where orders are eligible for "post-market" execution. CODA accepts orders until 8:00:00 P.M. ET, and executes via its router FLARE. At 8:00:00 P.M. ET all open orders are cancelled. CODA accepts orders until 8:00:00 P.M. ET, and executes via its router FLARE. At 8:00:00 P.M. ET all open orders are cancelled.

hours_of_operation

CODA executes trades in the capacity of a NMS Stock ATS between the hours of 9:30:00 A.M. ET and 4:00:00 P.M. ET. The CODA BLOCK auction type does not allow initiation of a new auction after 3:59:00 P.M. ET. CODA accepts orders and conditional liquidity as early as 4:00:00 A.M. ET, and executes at away trading centers via its router FLARE. At the Subscribers' discretion, orders received prior to 9:30:00 A.M. ET may be accepted and held by CODA until 9:30:00 A.M. ET. At that time, the orders become eligible for execution. At 4:00:00 P.M. ET, CODA cancels all orders and conditional liquidity at CODA. Subscribers utilizing CODA's outbound router, FLARE, and wishing to trade in the "post-market" may have orders routed to away trading centers where orders are eligible for "post-market" execution. CODA accepts orders until 8:00:00 P.M. ET and executes via its router FLARE. At 8:00:00 P.M. ET all open orders are cancelled. CODA accepts orders until 8:00:00 P.M. ET and executes via its router FLARE. At 8:00:00 P.M. ET all open orders are cancelled.

hours_of_operation

CODA executes trades in the capacity of a NMS Stock ATS between the hours of 9:30:00 A.M. ET and 4:00:00 P.M. ET. The CODA BLOCK auction type does not allow initiation of a new auction after 3:59:00 P.M. ET. CODA accepts orders and conditional liquidity as early as 6:00:00 A.M. ET. At a Subscribers' discretion, orders received prior to 9:30:00 A.M. ET may be accepted and held by CODA until 9:30:00 A.M. ET. At that time, the orders become eligible for execution. Alternatively, Subscribers wishing to execute their orders between 6:00:00 A.M. ET and 9:30:00 A.M. ET may instruct CODA to route orders to away trading centers where orders are eligible for "pre-market" execution. At 4:00:00 P.M. ET, CODA cancels all orders and conditional liquidity at CODA. Subscribers utilizing CODA's outbound router, FLARE, and wishing to trade in the "post-market" may have unexecuted orders routed to away trading centers where orders are eligible for "post-market" execution. At the Subscribers' discretion CODA accepts and routes orders eligible for "post-market execution" between 4:00:00 P.M. ET and 5:00:00 P.M. ET. At 5:00:00 P.M. ET all open orders are cancelled.

display_best_quotes

CODA does NOT display any orders or quotes in the NMS Stock ATS to any Person (not including those employees who are operating the system). Information from an order can be displayed in an invite to conditional liquidity as described below and in Part III, Item 9(a). Conditional liquidity is supported by CODA and discussed in detail in Part III, Item 7(a) and Part III, Item 9(a). The process of inviting a conditional interest to be firmed up may be considered an expression or display of trading interest. - In CODA MICRO and CODA FUSE, invites to conditional liquidity represent current executable trading opportunities. As a result, Participants using conditional liquidity in CODA MICRO and CODA FUSE are expected to maintain an 80% or greater firm up rate. Invites are delivered to Participants with live conditional liquidity representing an executable trading interest. In CODA MICRO, delivery of the invite is sequential and based on price / size / time priority amongst the resting conditional interests until the initiator's order is filled. In CODA FUSE, delivery of invites is based on the CODA FUSE volume-weighted pro-rata allocation and matching process (discussed in detail in Part III, Item 11(c)). Invites contain the symbol, side, price and size (up to the quantity on the conditional interest or Inbound IOI being invited) for which CODA is requesting the conditional Participant to firm up. As part of the on-demand auction process, and through "symbol-only" Auction Alerts or RFTs, CODA anonymously expresses an initiator's interest to run an on-demand auction in the Reg NMS stock identified in the "symbol-only" alert. As discussed in detail in Part III, Item 11(a) and (c), and by default, RFTs or Auction Alerts do NOT include the side, size or price from the auction-initiating order. "Symbol-only" RFTs or Auctions Alerts are delivered to both Subscribers and Sponsored Users, including buy side traders who access CODA through a sponsoring broker Subscriber. All CODA MICRO and CODA FUSE RFTs or Auction Alerts are delivered via FIX. On request of the Participant, CODA can filter the RFTs or Auction Alerts based on factors such as auction type, symbol sector, and a static symbol list. Orders responding to auctions or resting in the CODA Book are never displayed.

display_best_quotes

CODA does NOT display any orders or quotes in the NMS Stock ATS to any Person (not including those employees who are operating the system). Information from an order can be displayed in an invite to conditional liquidity as described below and in Part III, Item 9(a). Conditional liquidity is supported by CODA and discussed in detail in Part III, Item 7(a) and Part III, Item 9(a). The process of inviting a conditional interest to be firmed up may be considered an expression or display of trading interest. - In CODA MICRO and CODA FUSE, invites to conditional liquidity represent current executable trading opportunities. As a result, Participants using conditional liquidity in CODA MICRO and CODA FUSE are expected to maintain an 80% or greater firm up rate. Invites are delivered to Participants with live conditional liquidity representing an executable trading interest. In CODA MICRO, delivery of the invite is sequential and based on price / size / time priority amongst the resting conditional interests until the initiator's order is filled. In CODA FUSE, delivery of invites is based on the CODA FUSE volume-weighted pro-rata allocation and matching process (discussed in detail in Part III, Item 11(c)). Invites contain the symbol, side, price and size (up to the quantity on the conditional interest or Inbound IOI being invited) for which CODA is requesting the conditional Participant to firm up. - A CODA BLOCK invite to a conditional interest represents nothing more than an alert that there is an in-progress on-demand CODA BLOCK auction for a particular Reg NMS stock. The CODA BLOCK conditional invite is therefore "symbol-only" by nature and does not represent the presence of an executable contra-side order. Regardless of side and price, invites are delivered contemporaneously to all Participants with a live CODA BLOCK eligible conditional interest in the same symbol as the in-progress CODA BLOCK on-demand auction. Invites contain symbol, side, price and size, but (as previously mentioned) the values echo the values from the conditional interest being invited. As part of the on-demand auction process, and through "symbol-only" Auction Alerts or RFTs, CODA anonymously expresses an initiator's interest to run an on-demand auction in the Reg NMS stock identified in the "symbol-only" alert. As discussed in detail in Part III, Item 11(a) and (c), and by default, RFTs or Auction Alerts do NOT include the side, size or price from the auction-initiating order. "Symbol-only" RFTs or Auctions Alerts are delivered to both Subscribers and Sponsored Users, including buy side traders who access CODA through a sponsoring broker Subscriber. Participants may receive CODA BLOCK RFTs or Auction Alerts through channels such as FIX, Bloomberg and their OMS/EMS. All CODA MICRO and CODA FUSE RFTs or Auction Alerts are delivered via FIX. On request of the Participant, CODA can filter the RFTs or Auction Alerts based on factors such as auction type, symbol sector, and a static symbol list. Orders responding to auctions or resting in the CODA Book are never displayed.

display_best_quotes

RAM does NOT display any orders or quotes in the NMS Stock ATS to any Person (not including those employees who are operating the system) until the end of the auction when and if a RIO is routed by RAM to a CLP (e.g., when a CLP wins an auction). Information from a RIO can be communicated in an AA, as described below and in Part III, Item 9(a). As part of the RAM auction process and through AAs, RAM expresses an auction-initiating Subscriber's interest to run an auction in the Reg NMS stock identified in the AA. As discussed in detail in Part III, Item 9(a), AAs include Auction ID, Symbol, Size, Order Type and Auction Initiating Subscriber, and do NOT include the side or price from the auction-initiating order. AAs are sent by RAM to CLPs as approved by the auction-initiating Subscriber (discussed in Part III, Item 14(a). CLPs receive AAs from RAM and via FIX protocol. CROs and CLP EQIs are never displayed. If a CLP rejects an order it receives from RAM after the CLP wins an auction, and the Auction-initiating Subscriber did not request that such orders be further on-routed, the RIO is cancelled back to the Subscriber. To the extent that the Auction-initiating Subscriber re-enters a similar RIO into RAM, the RIO would be treated as a new order that has not been previously displayed to any Subscriber

display_best_quotes

CODA does NOT display any orders or quotes in the NMS Stock ATS to any Person (not including those employees who are operating the system). Information from an order can be displayed in an invite to a conditional interest as described below and in Part III, Item 9(a). Conditional interests are supported by CODA and discussed in detail in Part III, Item 7(a) and Part III, Item 9(a). The process of inviting a conditional interest to be firmed up may be considered an expression or display of trading interest. - In CODA MICRO, invites to conditional interests represent current executable trading opportunities. As a result, Participants using conditional interests in CODA MICRO are expected to maintain a 90% or greater firm up rate. Invites are delivered to Participants with live conditional interests representing an executable trading interest. Delivery of the invite is sequential and based on price/time priority amongst the resting conditional interests until the initiator's order is filled. Invites contain the symbol, side, price and size (up to the quantity on the conditional interest being invited) for which CODA is requesting the conditional Participant to firm up. - A CODA BLOCK invite to a conditional interest represents nothing more than an alert that there is an in-progress on-demand CODA BLOCK auction for a particular Reg NMS stock. The CODA BLOCK conditional invite is therefore "symbol-only" by nature and does not represent the presence of an executable contra-side order. Regardless of side and price, invites are delivered contemporaneously to all Participants with a live CODA BLOCK eligible conditional interest in the same symbol as the in-progress CODA BLOCK on-demand auction. Invites contain symbol, side, price and size, but (as previously mentioned) the values echo the values from the conditional interest being invited. As part of the on-demand auction process, and through "symbol-only" Auction Alerts or RFTs, CODA anonymously expresses an initiator's interest to run an on-demand auction in the Reg NMS stock identified in the "symbol-only" alert. As discussed in detail in Part III, Item 11(a) and (c), and by default, RFTs or Auction Alerts do NOT include the side, size or price from the auction-initiating order. "Symbol-only" RFTs or Auctions Alerts are delivered to both Subscribers and Sponsored Users, including buy side traders who access CODA through a sponsoring broker Subscriber. Participants may receive CODA BLOCK RFTs or Auction Alerts through channels such as FIX, PULSE, Bloomberg and their OMS/EMS. All CODA MICRO RFTs or Auction Alerts are delivered via FIX. On request of the Participant, CODA can filter the RFTs or Auction Alerts based on factors such as auction type, symbol sector, and a static symbol list. Orders responding to auctions or resting in CODA's MOF are never displayed.

display_best_quotes

CODA does NOT display any orders or quotes in the NMS Stock ATS to any Person (not including those employees who are operating the system). Information from an order can be displayed in an invite to conditional liquidity as described below and in Part III, Item 9(a). Conditional liquidity is supported by CODA and discussed in detail in Part III, Item 7(a) and Part III, Item 9(a). The process of inviting a conditional interest to be firmed up may be considered an expression or display of trading interest. - In CODA MICRO and CODA FUSE, invites to conditional liquidity represent current executable trading opportunities. As a result, Participants using conditional liquidity in CODA MICRO and CODA FUSE are expected to maintain an 80% or greater firm up rate. Invites are delivered to Participants with live conditional liquidity representing an executable trading interest. In CODA MICRO, delivery of the invite is sequential and based on price / size / time priority amongst the resting conditional interests until the initiator's order is filled. In CODA FUSE, delivery of invites is based on the CODA FUSE volume-weighted pro-rata allocation and matching process (discussed in detail in Part III, Item 11(c)). Invites contain the symbol, side, price and size (up to the quantity on the conditional interest or Inbound IOI being invited) for which CODA is requesting the conditional Participant to firm up. - A CODA BLOCK invite to a conditional interest represents nothing more than an alert that there is an in-progress on-demand CODA BLOCK auction for a particular Reg NMS stock. The CODA BLOCK conditional invite is therefore "symbol-only" by nature and does not represent the presence of an executable contra-side order. Regardless of side and price, invites are delivered contemporaneously to all Participants with a live CODA BLOCK eligible conditional interest in the same symbol as the in-progress CODA BLOCK on-demand auction. Invites contain symbol, side, price and size, but (as previously mentioned) the values echo the values from the conditional interest being invited. As part of the on-demand auction process, and through "symbol-only" Auction Alerts or RFTs, CODA anonymously expresses an initiator's interest to run an on-demand auction in the Reg NMS stock identified in the "symbol-only" alert. As discussed in detail in Part III, Item 11(a) and (c), and by default, RFTs or Auction Alerts do NOT include the side, size or price from the auction-initiating order. "Symbol-only" RFTs or Auctions Alerts are delivered to both Subscribers and Sponsored Users, including buy side traders who access CODA through a sponsoring broker Subscriber. Participants may receive CODA BLOCK RFTs or Auction Alerts through channels such as FIX, PULSE, Bloomberg and their OMS/EMS. All CODA MICRO and CODA FUSE RFTs or Auction Alerts are delivered via FIX. On request of the Participant, CODA can filter the RFTs or Auction Alerts based on factors such as auction type, symbol sector, and a static symbol list. Orders responding to auctions or resting in the CODA Book are never displayed.

execution_services

CODA opens for trading in the capacity of an ATS each trading day at 9:30:00 ET A.M. for all Reg NMS stocks as defined by Regulation NMS rule 600(b)(34) which defines a listed equity security as any equity security listed and registered, or admitted to unlisted trading privileges, on a national securities exchange. Upon request, Liquidity Seekers may enter orders and conditional interests prior to 9:30:00 A.M. ET to be held at the ATS until 9:30:00 A.M. ET at which time they will initiate an on-demand auction, route out or rest in CODA's MOF to participate in future auctions. CODA does not use any special order acceptance, handling or execution procedures at the open, during a re-open or following stoppage of trading during regular trading hours. At the open, during a re-open or following a stoppage, CODA accepts, handles, and executes orders and conditional interests as described in Part III, Item 11(c).

execution_services

CODA opens for trading in the capacity of an ATS each trading day at 9:30:00 ET A.M. for all Reg NMS stocks as defined by Regulation NMS rule 600(b)(34) which defines a listed equity security as any equity security listed and registered, or admitted to unlisted trading privileges, on a national securities exchange. Upon request, Liquidity Seekers may enter orders and conditional interests prior to 9:30:00 A.M. ET to be held at the ATS until 9:30:00 A.M. ET at which time they will initiate an on-demand auction, route out or rest in the CODA Book to participate in future auctions. Liquidity Providers can enter Inbound IOIs prior to 9:30:00 A.M. ET. Inbound IOIs entered prior to 9:30:00 A.M. ET rest in the CODA Book, eligible to participate in CODA FUSE auctions starting at 9:30 A.M. ET. CODA does not use any special order acceptance, handling, or execution procedures at the open, during a re-open or following stoppage of trading during regular trading hours. At the open, during a re-open or following a stoppage, CODA accepts, handles, and executes orders and conditional liquidity as described in Part III, Item 11(c).

execution_services

CODA opens for trading in the capacity of an ATS each trading day at 9:30:00 ET A.M. for all Reg NMS stocks as defined by Regulation NMS rule 600(b)(34) which defines a listed equity security as any equity security listed and registered, or admitted to unlisted trading privileges, on a national securities exchange. Upon request, Liquidity Seekers may enter orders and conditional interests prior to 9:30:00 A.M. ET to be held at the ATS until 9:30:00 A.M. ET at which time they will initiate an on-demand auction, route out or rest in the CODA Book to participate in future auctions. Liquidity Providers can enter Inbound IOIs prior to 9:30:00 A.M. ET. Inbound IOIs entered prior to 9:30:00 A.M. ET rest in the CODA Book, eligible to participate in CODA FUSE auctions starting at 9:30 A.M. ET. CODA does not use any special order acceptance, handling or execution procedures at the open, during a re-open or following stoppage of trading during regular trading hours. At the open, during a re-open or following a stoppage, CODA accepts, handles, and executes orders and conditional liquidity as described in Part III, Item 11(c).

execution_services

OPENING OF TRADING: RAM begins trading each Reg NMS stock after the opening of trading on the primary exchange for that stock. Stocks will become eligible for execution in RAM once the primary listing market has opened the stock and RAM receives a security status code of "OPEN" and Limit Up-Limit Down ("LULD") bands. RAM does not accept and will reject all orders sent by Subscribers to RAM prior to 9:30:00 A.M. ET. RE-OPENING FOLLOWING A REGULATORY HALT: If RAM receives an instrument status of "HALTED" (regulatory halt), RAM stops trading the given instrument in the capacity of an ATS. RAM then waits for an OPEN status and LULD trading band to begin trading again. RAM does not trade any orders in the capacity of an ATS during a halt, or when a security is not "OPEN". RAM does not use any special order acceptance, handling or execution procedures at the open, during a re-open or following stoppage of trading during regular trading hours. At the open, during a re-open or following a stoppage, RAM accepts, handles, and executes orders and trading interests as described in Part III, Item 11(c).