BIDS ATS

amendment_reason

BIDS Trading L.P. submits this Updating Amendment, which amends Part III (Item 9) of its Form ATS-N to provide that: (1) the time limit for an automated trader to respond to an invitation is reduced from two seconds to one second; (2) Traders may request notifications in formats other than FIX of situations where it is the inviting party but has not yet been invited; and (3) the time limit on a Sponsor to respond to and AIOI firm-up notification is reduced from two seconds to one second. The changes in this Updating Amendment apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. ("BIDS") submits this Material Amendment, which amends Part III, Items 6, 7, and 19 of its Form ATS-N. Specifically, the Material Amendment reflects that BIDS will begin charging port fees to Subscribers (Part III, Items 6 and 19), BIDS will begin charging fees for non-preferenced self-crossed trades (Part III, Item 19), BIDS will no longer pass on clearing fees for preferenced self-crossed trades (Part III, Item 19), and BIDS will allow traders to receive notifications of invitations on firm orders (Part III, Item 7). The changes in this Amendment apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. ("BIDS") submits this Updating Amendment, which amends Part III, Item 19 to change the description of the types of regulatory fees that BIDS passes through to Subscribers. The changes in this Amendment apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. ("BIDS") submits this Updating Amendment, which amends Exhibit 1 of its Form ATS-N (Schedule A of BIDS's Form BD) to reflect changes to Executive Officers. The changes in this Amendment apply only to the Broker-Dealer Operator and not to Subscribers.

amendment_reason

BIDS Trading L.P. is submitting this Material Amendment to Parts II (Items 5 and 7) and III (Items 4, 5, 7-11, 14-15, 19, and 22-23) of its Form ATS-N to explain the use of actionable indications of interest on the BIDS ATS. With this new functionality, which will be available on or after November 4, 2019, Subscribers to the BIDS ATS that sponsor other participants will be able to send actionable indications of interests to those sponsored participants that have agreed to receive them in keeping with terms agreed to by the parties. The changes in this Material Amendment apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. ("BIDS") submits this Updating Amendment, which amends certain Exhibit 1 of its Form ATS-N (Schedule A of BIDS's Form BD) to reflect changes to Executive Officers. The changes in this Amendment apply only to the Broker-Dealer Operator and not to Subscribers.

amendment_reason

BIDS Trading L.P. ("BIDS") submits this Updating Amendment, which amends Part II, Items 5 and 6, and Part III, Item 5 of its Form ATS-N. Specifically, the Updating Amendment reflects that the BIDS Trader interface provides access to BIDS's affiliated trading venue in Japan (Part II, Item 5; Part III, Item 5), and that certain categories of BIDS employees who have access to Confidential Data also provide services to BIDS's affiliated trading venue in Japan (Part II, Item 6). In addition, the updating amendment reflects that the BIDS Trader interface no longer provides access to BIDS's affiliated trading venue in Australia, and that certain categories of BIDS employees who have access to Confidential Data no longer provide services to BIDS's affiliated trading venue in Australia; BIDS's affiliated trading venue in Australia has been closed (Part II, Item 5; Part III, Items 5 and 6). The Updating Amendment also reflects that BIDS's affiliated trading venue in Canada is now operated by Cboe Canada rather than TriAct Canada Marketplace LP (previously known and operating as MATCHNow) (Part II, Item 6). The changes in this Amendment apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. ("BIDS") submits this Material Amendment, which amends Part III, Items 7, 8, and 11 of its Form ATS-N. Specifically, the Material Amendment provides that BIDS will execute mixed-lot transactions (Part III, Items 7 and 8), and that BIDS will offer an Overtime function for execution of volume remaining after the execution of a Firm order (Part III, Item 11). The changes in this Amendment apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. ("BIDS") submits this Updating Amendment, which amends Part II, Items 5 and 6, and Part III, Items 5, 11, and 19 of its Form ATS-N. Specifically, the Updating Amendment describes an option for rejections of Immediate or Cancel orders (Part III, Item 11(c)). In addition, the Updating Amendment provides that BIDS does not charge fees for executions on orders that the Subscriber has categorized as originating from retail flow. The Updating Amendment also reflects that the BIDS Trader interface no longer provides access to BIDS's affiliated trading venue in Japan, and that certain categories of BIDS employees who have access to Confidential Data no longer provide services to BIDS's affiliated trading venue in Japan; BIDS's affiliated trading venue in Japan is scheduled to close on August 29, 2025 (Part II, Item 5; Part III, Items 5 and 6). The changes in this Amendment apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. ("BIDS") submits this Updating Amendment to a Material Amendment filed June 30, 2023, which amends Part III, Items 6, 7, and 19 of its Form ATS-N. Specifically, the Material Amendment reflects that BIDS will begin charging port fees to Subscribers (Part III, Items 6 and 19), BIDS will begin charging fees for non-preferenced self-crossed trades (Part III, Item 19), BIDS will no longer pass on clearing fees for preferenced self-crossed trades (Part III, Item 19), and BIDS will allow traders to receive notifications of invitations on firm orders (Part III, Item 7). The changes in this Amendment apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. ("BIDS") submits this Material Amendment, which amends: (a) Part III, Item 5 to delete the specification that BIDS Trader is only used currently by Sponsored Firms; (b) Part III, Item 7 to provide that a Subscriber may specify that an order with buyback instructions satisfies the requirements of Rule 10b-18(b)(2)(ii) to remain active until 10 minutes before market close; (c) Part III, Item 11 to provide that passive Conditionals and Firm orders from Sponsored Users have priority in the matching sequence over passive Conditionals and Firm orders from Subscribers at the same price; and (d) Part III, Item 16 to provide that BIDS Trader Users may use the BIDS ATS to send Firm Orders to BOFA Securities, Inc. for market on close executions. The changes in this Amendment apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. ("BIDS") submits this Material Amendment, which amends Part III, Item 9 to add a cancellation feature for Actionable Indications of Interest. The changes in this Amendment apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. ("BIDS") submits this Updating Amendment, which amends certain parts of its Form ATS-N to reflect changes resulting from the January 1, 2021 acquisition of BIDS by Cboe Global Markets, Inc. ("Cboe"). Specifically, the Updating Amendment amends Part II (Item 7) to describe the responsibilities of an independent committee of the Cboe Board of Directors to oversee the Cboe policies and procedures that include information barriers between BIDS and the equities exchanges owned by Cboe. The changes in this Amendment apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. submits this Updating Amendment to a Material Amendment filed on March 9, 2019, which amends Parts III (Item 7) of its Form ATS-N to explain the use of buyback instructions on buy Conditionals and Firm orders. Participants on the BIDS ATS will be able designate that buy Conditional and Firm orders be executed only if the trade price does not exceed the higher of: (a) the national best bid; or (b) the consolidated last trade price. The buyback instructions are designed to be consistent with the "price of purchase" provisions of the safe harbor for issuer purchases in Rule 10b-18 under the Securities Exchange Act of 1934. The changes in this Amendment apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. is submitting this Updating Amendment to Part III, Item 19 of its Form ATS-N to note that BIDS does not charge a fee on certain self-crossed trades. This applies to all Subscribers and the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. ("BIDS") submits this Correcting Amendment, which amends certain parts of its Form ATS-N to reflect changes resulting from the January 1, 2021 acquisition of BIDS by Cboe Global Markets, Inc. ("Cboe"). Specifically, the Correcting Amendment amends: (a) Part II (Items 6 and 7) to state that certain categories of BIDS employees who have access to Confidential Data also provide services to an Affiliate of BIDS, and that BIDS is subject to Cboe policies and procedures that include information barriers between BIDS and the equities exchanges owned by Cboe; (b) Part III (Items 2, 3, 7, and 16) to state that any broker-dealer affiliated with Cboe is not eligible to become a Subscriber of BIDS, and to clarify that BIDS has does not make any routing decisions on behalf of Participants; and (c) Exhibits 1 and 2 to reflect amendments to BIDS's Form BD to disclose the ownership of BIDS by Cboe and to reflect title changes of Executive Officers of BIDS resulting from the acquisition of BIDS by Cboe. The changes in this Amendment apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. submits this Material Amendment, which amends Parts III (Item 7) of its Form ATS-N to explain the use of buyback instructions on buy Conditionals and Firm orders. With buyback instructions, Participants on the BIDS ATS will be able designate that buy Conditional and Firm orders be executed only if the trade price does not exceed the higher of: (a) the national best bid; or (b) the consolidated last trade price. The buyback instructions are designed to be consistent with the "price of purchase" provisions of the safe harbor for issuer purchases in Rule 10b-18 under the Securities Exchange Act of 1934. The changes in this Amendment apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. ("BIDS") submits this Updating Amendment to a Material Amendment filed on May 25, 2022, which amends Part III, Items 7, 8, and 11 of its Form ATS-N to provide that BIDS will execute mixed-lot transactions (Part III, Items 7 and 8), that BIDS will offer an Overtime function for execution of volume remaining after the execution of a Firm order (Part III, Item 11), and to make technical changes (Part III, Item 7). The changes in this Amendment apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. ("BIDS") submits this Correcting Amendment, which amends Part III, Items 5(a) (to describe the BIDS ATS gateway) and 11(c) (to describe an option for gateway rejections of Immediate or Cancel orders). The changes in this Amendment apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. ("BIDS") submits this Updating Amendment, which amends Part II, Items 5 and 6, and Part III, Item 5 of its Form ATS-N. Specifically, the Updating Amendment reflects that the BIDS Trader interface now provides access to BIDS's affiliated trading venue in Australia (Part II, Item 5; Part III, Item 5), and that certain categories of BIDS employees who have access to Confidential Data also provide services to BIDS's affiliated trading venue in Australia (Part II, Item 6). The changes in this Amendment apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. ("BIDS") submits this Updating Amendment, which amends Part III, Item 19 to describe the CAT fees that BIDS is charged and passes through to Subscribers. The changes in this Amendment apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. ("BIDS") submits this Correcting Amendment, which amends certain parts of its Form ATS-N to reflect changes resulting from the January 1, 2021 acquisition of BIDS by Cboe Global Markets, Inc. ("Cboe"). Specifically, the Correcting Amendment amends: (a) Part II (Item 7) to supplement the disclosure that BIDS is subject to Cboe policies and procedures that include information barriers between BIDS and the equities exchanges owned by Cboe. The changes in this Amendment apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. ("BIDS") submits this Updating Amendment, which amends Part II, Items 5 and 6, and Part III, Item 5 of its Form ATS-N. Specifically, the Updating Amendment reflects a name change to BIDS's affiliated trading venue in Europe (Part II, Items 5 and 6; Part III, Item 5), that the BIDS Trader interface now provides access to BIDS's affiliated trading venue in Canada (Part II, Item 5; Part III, Item 5), and that certain categories of BIDS employees who have access to Confidential Data also provide services to BIDS's affiliated trading venue in Canada (Part II, Item 6). The changes in this Amendment apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. ("BIDS") submits this Updating Amendment to a Material Amendment filed on July 23, 2021, which amends: (a) Part III, Item 5 to delete the specification that BIDS Trader is only used currently by Sponsored Firms; (b) Part III, Item 7 to provide that a Subscriber may specify that an order with buyback instructions satisfies the requirements of Rule 10b-18(b)(2)(ii) to remain active until 10 minutes before market close; (c) Part III, Item 11 to provide that passive Conditionals and Firm orders from Sponsored Users have priority in the matching sequence over passive Conditionals and Firm orders from Subscribers at the same price; and (d) Part III, Item 16 to provide that BIDS Trader Users may use the BIDS ATS to send Firm Orders to BOFA Securities, Inc. for market on close executions. The changes in this Amendment apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. ("BIDS") submits this Correcting Amendment, which amends Part II, Item 1 and Part III, Items 8 and 11 to note that BIDS enters orders in a principal capacity on the ATS in specific limited situations involving odd-lots and error trades. In addition, the Correcting Amendment amends Part II, Item 7 to change the placement of existing text and Part III, Item 1 to correct an inadvertent previous change to the types of Subscribers that can use the ATS. The changes in this Amendment apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. ("BIDS") submits this Material Amendment to reflect changes to access of confidential trading information as between BIDS and its parent company, Cboe Global Markets, Inc. ("Cboe") and the access of shared Cboe personnel to confidential trading information, as well as to reflect certain changes in fees. Specifically, the Material Amendment amends Part II, Items 6 and 7 to state that certain Cboe personnel provide shared services to BIDS and have access to historical confidential trading information. In addition, the Material Amendment amends Part II, Item 7 to state that historical confidential trading information of the BIDS ATS is stored on database systems that Cboe maintains. The Material Amendment also amends Part III, Item 19 to provides that BIDS does not charge fees for executions on orders that the Subscriber has categorized as originating from a request for quote platform. The changes in this Amendment apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. ("BIDS") submits this Updating Amendment, which amends Part III (Item 9) of its Form ATS-N to provide that the time limit for an automated firm up order to respond to an invitation is three seconds. The changes in this Amendment apply to all Subscribers and the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. ("BIDS") submits this Updating Amendment to reflect changes to the policies and procedures governing interaction between BIDS and the national securities exchanges owned by its parent company, Cboe Global Markets, Inc ("Cboe"). Specifically, the Updating Amendment amends Part II, Item 7 to describe the operation and management of BIDS in relation to Cboe's national securities exchanges; Part III, Items 6 to state that BIDS and Cboe's national securities exchanges use separate order entry connectivity; Part III, Items 16 and 22 to state that BIDS and Cboe's national securities exchanges do not route orders to each other; and Part III, Item 19 to state that the respective fees for BIDS and Cboe's national securities exchanges are determined without regard to participation in the other entity. The changes in this Amendment apply only to the Broker-Dealer Operator.

amendment_reason

BIDS Trading L.P. is submitting this Updating Amendment to a Material Amendment filed on September 27, 2019, that amends Parts II (Items 5 and 7) and III (Items 4, 5, 7-11, 14-15, 19, and 22-23) of its Form ATS-N to explain the use of actionable indications of interest on the BIDS ATS. With this new functionality, which will be available on or after November 4, 2019, subscribers to the BIDS ATS that sponsor other participants will be able to send actionable indications of interests to those sponsored participants that have agreed to receive them in keeping with terms agreed to by the parties. The changes in this Amendment apply to all Subscribers and the Broker-Dealer Operator.

ats_name

BIDS Trading L.P.

ats_name

BIDS ATS

operator_crd

000141296

operator_name

BIDS TRADING L.P.

order_types

Firm Orders,Conditionals, and Actionable IOIs The BIDS ATS accepts (i) Firm orders (ii) Conditionals and (iii) AIOIs. Firm orders are executable according to the order specifications. Conditionals, which are described in Part III, Item 9, are trading interests that have the same general attributes of a Firm order except that they are not executable. A Trader must always replace ("firm-up") its Conditional with a Firm order before it can be executed. If an invitation interaction, as described in Part III, Item 9, ends with Firm orders on both sides that satisfy each other's terms and the trade meets applicable regulatory requirements, then a trade will occur. Traders may modify, replace, or cancel a Firm order at any time before execution. Conditionals are discussed in Part III, Item 9; however, unless otherwise noted, the order types and attributes described below apply to both Firm orders and Conditionals. A Trader may modify, replace, or cancel a Conditional at any time prior to an invitation. Once an invitation is received, the Trader may either "firm-up" the Conditional or cancel or ignore the invitation as described in Part III, Item 9. AIOIs, which are described in Part III, Item 9, may be sent through the BIDS ATS as a firm AIOI or a conditional AIOI by Sponsors to their designated Sponsored Firms that use BIDS Trader under terms agreed to by the parties (e.g., BIDS Trader Users can choose whether or not to receive AIOIs from Sponsors). All AIOIs and AIOI messaging pass through the BIDS ATS; however, neither the AIOI message nor the response interact with other Firm orders or Conditionals in the BIDS ATS order book. The Sponsor submitting an AIOI does not know what symbols exist on any BIDS Trader User's blotter. Once an AIOI is received by the BIDS Trader User, the BIDS Trader User may send a message to the BIDS ATS accepting the AIOI on its terms, accepting the AIOI with modified terms (e.g., price terms, quantity, minimum), or declining it, or the BIDS Trader User can ignore the AIOI. If the BIDS Trader User responds to an AIOI by accepting it and the terms on both sides match, a firm AIOI is executed immediately by the BIDS ATS. If the originating AIOI was conditional and the BIDS Trader User responds to the AIOI by accepting it, the BIDS ATS sends the Sponsor a notification to firm-up. Once the Sponsor firms-up the AIOI, the BIDS ATS executes the trade. Any resulting trades may execute at, within, or outside the NBBO as agreed to by both parties to the trade. Executions outside the NBBO would initiate an intermarket sweep order ("ISO") as described in Part III, Item 9. Firm Order and Conditional Order Types The following Firm order and Conditional order types are accepted by the BIDS ATS: (i) limit order, a Firm order or Conditional with a limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (ii) market order, a Firm order or Conditional with no limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (iii) midpoint peg order, which is a priced or unpriced Firm order or Conditional that is pegged to the midpoint of the NBBO; (iv) market peg order, which is a priced or unpriced Firm order or Conditional pegged to the opposite side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive; or (v) primary peg order, which is a priced or unpriced Firm order or Conditional pegged to the same side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive. All Firm orders and Conditionals in the BIDS ATS are peg orders in nature and therefore each Firm order and Conditional entered into the BIDS ATS has an explicit order term referred to as "Price Protection" for capturing the type of pegging (i.e., Midpoint, Market, or Primary) for that particular Firm order or Conditional. A Firm order or Conditional entered into the BIDS ATS as a market or limit order may be set to any of the three peg types. The peg type may be explicitly specified for a particular Firm order or Conditional using a custom FIX tag, or otherwise determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. All Firm orders or Conditionals submitted by a BIDS Trader User will always have the peg type specifically set by the BIDS Trader User or his or her default for Price Protection (Midpoint or Market). Consequently, a Firm order or Conditional submitted simply as a "limit order" or a "market order" without an explicit peg type will be accepted and default to the Trader's default preference for Price Protection. The BIDS ATS determines trade and invitation prices based on NBBOs calculated as described in Part III, Item 23. See Part III, Item 11 for more information on how tradeable prices are determined for different Price Protection terms. AIOI Order Types The following AIOI order types are accepted by the BIDS ATS: (i) peg (i.e., Midpoint, Market, or Primary) with or without an offset. If the offset is zero or no offset is provided, the execution can only occur at or between the NBBO. If the offset is non-zero, the execution may occur outside the NBBO depending on the peg instruction and the offset value; (ii) peg with a limit, same as (i), but the execution price will not exceed the limit price; (iii) limit only, the execution price will not exceed limit price, but may be outside the NBBO. If no pricing or pegging information is provided on the AIOI, the pegging instructions are determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. AIOI Acceptance If a BIDS Trader User accepts an AIOI from a Sponsor, the acceptance may include a limit price, and BIDS Trader will always set a default AIOI Price Protection based on the BIDS Trader User's AIOI Price Protection setting (i.e., allow outside NBBO, or do not allow outside NBBO). Minimum Attributes for Firm Orders All Firm orders submitted to the BIDS ATS must include the following minimum order attributes or the Firm order will be rejected by the BIDS ATS: 1. Symbol 2. Price (discussed above in this item) 3. Side (buy, sell or sell short) 4. Size 5. Capacity (agency or principal) a. Subscribers are responsible for assigning the appropriate capacity to their Firm orders and Conditionals b. All Firm orders and Conditionals submitted by a Sponsored Firm are designated as agency Minimum attributes for Conditionals and AIOIs are described in Part III, Item 9. Additional Order Attributes Participants may include a variety of additional attributes on an order-by-order basis or as a default setting. The use of additional attributes is limited to specific types of Participants (e.g., Traders or Subscribers) as stated in each description, and the additional attributes are applicable to all orders unless specifically restricted in the description. These additional attributes include: Time-in-Force The BIDS ATS supports the following time-in-force ("TIF") types: (i) Good-til-day ("Day") (ii) Good-til-time ("GTT") (time designation must be within the same trading day that the Firm order or Conditional is entered) (iii) Execute-and-cancel ("ENC") (iv) Immediate-or-cancel ("IOC") (Firm order) Firm orders, Conditionals, and AIOIs may be designated with a specified TIF for resting in the BIDS ATS matching book. Firm orders, Conditionals, and AIOIs entered without a specified TIF will be designated with the Trader's default TIF preference (Day, GTT, ENC); if the Trader has not changed the default TIF preference, the Firm order, Conditional, or AIOI will initially default to a Day TIF. Regardless of TIF, any Firm order, Conditional, or AIOI remaining in the BIDS ATS will be cancelled at the end of the trading day. Firm orders, Conditionals, and AIOIs designated as ENC may specify an optional expiry time. If a Firm order or a firm AIOI has an ENC TIF and does not trade its total available volume after the initial execution, the remaining quantity is cancelled. If a Firm order or a firm AIOI has an ENC TIF and an expiry time and does not trade at all, it will terminate at the expiry time. Because Conditionals or conditional AIOIs are not executable, the ENC TIF has no practical application for Conditionals or conditional AIOIs. The BIDS ATS will not reject Conditionals or conditional AIOIs entered with an ENC TIF designation; rather, the ENC TIF designation on the Conditional or conditional AIOI will be treated as a Day TIF or, if an expiry time is specified, a GTT TIF. All open Firm orders, Conditionals, and AIOIs are cancelled at the market close. The BIDS ATS will reject Conditionals and conditional AIOIs with an IOC TIF. Minimum Volume Automatch Minimum Volume Any Firm order submitted to the BIDS ATS may set a minimum volume that specifies the minimum quantity every trade involving the Firm order must meet. Where two Traders have each set a minimum volume, any resulting transaction between those two Firm orders must have a volume greater than or equal to the highest minimum volume between the two Firm orders. A mixed-lot automatch minimum volume will be rounded down (note: the BIDS ATS trades are at least one round lot). Invitation Minimum Volume Traders may also specify a minimum quantity that every invitation related to a Firm order or Conditional must meet. A Firm order using this minimum will only issue an invitation to a contra-party Conditional that is greater than or equal to the required amount. A Conditional using this minimum will only issue or receive an invitation to or from a contra-party Conditional that is greater than or equal to the required amount. See Part III, Item 9 for a discussion of Conditionals and invitations. As is the case with automatch minimum volume, an invitation minimum volume that is a mixed-lot amount will automatically be rounded down (note: the BIDS ATS invitations are at least one round lot). Automatch and Invitation Minimum Volume designations may be specified on AIOIs. Additional Volume Preferences Traders may supplement minimum volume requirements with the following preferences: 1. Volume Aggregation A Trader may permit trade aggregation for the purpose of meeting its automatch minimum volume requirement. If a Trader enables aggregation, a Firm order from this Trader may trade when it has the aggressive-order status (see Continuous Matching in Part III, Item 11 for definition of aggressive status), with more than one passive Firm order each of which includes volume below the automatch minimum, but the total of which is greater than or equal to the automatch minimum. Each such trade must meet the contra-party's automatch minimum volume, if any. Volume aggregation is not available on AIOIs 2. Minimum Volume for Principal Flow A Sponsored Firm's individual trader may also set a preference called "Minimum Volume for Principal Flow". With this preference, the Sponsored Firm's Firm order or Conditional will only trade/interact with principal capacity Firm orders or Conditionals that have the required minimum quantity. Minimum Volume for Principal Flow may also be set for AIOIs. Contra-party Capacity A Sponsored Firm's individual trader may designate whether his or her Firm order or Conditional may interact with Firm orders or Conditionals that indicate principal capacity. By default, all Sponsored Firm's individual trader's Firm orders and Conditionals only interact with agency capacity Firm orders or Conditionals; however, this default can be overridden at the order level or the Sponsored Firm level at the direction of the Sponsored Firm. This designation is not available on AIOIs. Filter Level A Trader can specify a BIDS Scorecard level that a potential contra-party must achieve in order to interact with a particular Firm order or Conditional. As discussed more fully in Part III, Item 9, BIDS scores Traders submitting Conditionals based on their performance in responding to invitations to firm-up. A Trader may set a filter ("Filter") to prevent invitations from being sent to contra-parties that have BIDS Scorecard levels below the Filter. A Trader sets the Filter level to one of three levels (the "benchmark settings" refer to a variety of proprietary metrics that are calculated for each Trader based on his or her long-term and short-term behavior): (i) Aggressive - allowing invitation to any potential contra-party, regardless of that contra-party's Scorecard score (ii) Normal - permitting interaction with all contra-parties except for poor performing contra-parties (no invitations sent to Traders with scores worse than Normal benchmark settings); and (iii) Conservative - invitations not sent to Traders with scores worse than the Conservative benchmark settings BIDS cannot override a Trader's Filter settings. BIDS, at its discretion, may change the benchmark settings for the different Filter levels. Filter settings do not apply to AIOIs. Invite Mode A Trader may specify which type(s) of contra Conditionals a Firm order or Conditional may invite. The available Invite Mode options include: 1. ON - no restriction, the Firm order or Conditional can interact with any type of contra Conditionals 2. OFF - do not interact with contra Conditionals at all a. A Firm order using "OFF" will only trade with contra Firm orders b. This Invite Mode is only available for Firm orders c. A Conditional using "OFF" will be rejected 3. Auto-only - the Firm order or Conditional will only interact with contra Conditionals that do not involve a human trader seeing an invitation and deciding whether to firm up or not. Invite Mode does not apply to AIOIs. Intra-firm Priority A Subscriber may designate that Firm orders and Conditionals have a priority for interacting with contra Firm orders and Conditionals that are from the same order source. This order preference applies to both invitations and trades. See Part III, Item 11 for a discussion of Intra-firm Priority. Intra-firm Priority designation does not apply to AIOIs. Hosted Pools A Subscriber may designate that Firm orders and Conditionals interact only with others from the same group by setting up a Hosted Pool. See Part III, Item 14 for a discussion of Hosted Pools. AIOIs are not available for use in Hosted Pools. Attributes of Conditionals Only Traders may use certain attributes related to firming-up that are only applicable to Conditionals (e.g., Regular FirmUp Conditional, Auto FirmUp Conditional, Dual Conditional). These attributes affect a Trader's interaction with Conditionals and invitations to firm-up and are discussed in Part III, Item 9 under the Conditional Types and Firm-Up Mode section. These attributes are not available on AIOIs. Routing Instruction The BIDS ATS only routes Firm orders (it does not route Conditionals) at the direction of a BIDS Trader User. See Part III, Item 16 for a discussion of order routing. Routing instructions are not available on AIOIs. Buyback Instructions A Subscriber may include buyback instructions on a Conditional or Firm order for execution consistent with the price conditions of Rule 10b-18 under the Securities Exchange Act of 1934. Rule 10b-18 provides issuers with a safe harbor from manipulation under Section 9(a)(2) of the Exchange Act and Rule 10b-5 under the Exchange Act solely by reason of the manner, timing, price, and volume of their repurchases when they repurchase the issuer's common stock in the market in accordance with the rule's manner, timing, price, and volume conditions. The buyback instructions that the BIDS ATS offers address only the price conditions of Rule 10b-18, not the manner, timing, or volume conditions. A Subscriber may designate a buy Conditional or Firm order with buyback instructions, in which case the buy Conditional or Firm order will be restricted from receiving invitations or from execution in the BIDS ATS, respectively, as follows: - A Firm order with buyback instructions will not be executed in the BIDS ATS if the trade price for the security would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price. - A Conditional with buyback instructions will not receive an invitation if the price terms would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price Conditionals and Firm orders with buyback instructions will either be executed consistent with the restrictions stated above or remain in effect in accordance with any TIF designation until they can be executed consistent with those restrictions, provided that all Conditionals and Firm orders with buyback instructions will be canceled 30 minutes prior to the market close regardless of any TIF designation. The BIDS ATS will not accept Conditionals or Firm orders with buyback instructions entered within 30 minutes of the close of market hours.

order_types

Firm Orders,Conditionals, and Actionable IOIs The BIDS ATS accepts (i) Firm orders (ii) Conditionals and (iii) AIOIs. Firm orders are executable according to the order specifications. Conditionals, which are described in Part III, Item 9, are trading interests that have the same general attributes of a Firm order except that they are not executable. A Trader must always replace ("firm-up") its Conditional with a Firm order before it can be executed. If an invitation interaction, as described in Part III, Item 9, ends with Firm orders on both sides that satisfy each other's terms and the trade meets applicable regulatory requirements, then a trade will occur. Traders may modify, replace, or cancel a Firm order at any time before execution. Conditionals are discussed in Part III, Item 9; however, unless otherwise noted, the order types and attributes described below apply to both Firm orders and Conditionals. A Trader may modify, replace, or cancel a Conditional at any time prior to an invitation. Once an invitation is received, the Trader may either "firm-up" the Conditional or cancel or ignore the invitation as described in Part III, Item 9. AIOIs, which are described in Part III, Item 9, may be sent through the BIDS ATS as a firm AIOI or a conditional AIOI by Sponsors to their designated Sponsored Firms that use BIDS Trader under terms agreed to by the parties (e.g., BIDS Trader Users can choose whether or not to receive AIOIs from Sponsors). All AIOIs and AIOI messaging pass through the BIDS ATS; however, neither the AIOI message nor the response interact with other Firm orders or Conditionals in the BIDS ATS order book. The Sponsor submitting an AIOI does not know what symbols exist on any BIDS Trader User's blotter. Once an AIOI is received by the BIDS Trader User, the BIDS Trader User may send a message to the BIDS ATS accepting the AIOI on its terms, accepting the AIOI with modified terms (e.g., price terms, quantity, minimum), or declining it, or the BIDS Trader User can ignore the AIOI. If the BIDS Trader User responds to an AIOI by accepting it and the terms on both sides match, a firm AIOI is executed immediately by the BIDS ATS. If the originating AIOI was conditional and the BIDS Trader User responds to the AIOI by accepting it, the BIDS ATS sends the Sponsor a notification to firm-up. Once the Sponsor firms-up the AIOI, the BIDS ATS executes the trade. Any resulting trades may execute at, within, or outside the NBBO as agreed to by both parties to the trade. Executions outside the NBBO would initiate an intermarket sweep order ("ISO") as described in Part III, Item 9. Firm Order and Conditional Order Types The following Firm order and Conditional order types are accepted by the BIDS ATS: (i) limit order, a Firm order or Conditional with a limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (ii) market order, a Firm order or Conditional with no limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (iii) midpoint peg order, which is a priced or unpriced Firm order or Conditional that is pegged to the midpoint of the NBBO; (iv) market peg order, which is a priced or unpriced Firm order or Conditional pegged to the opposite side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive; or (v) primary peg order, which is a priced or unpriced Firm order or Conditional pegged to the same side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive. All Firm orders and Conditionals in the BIDS ATS are peg orders in nature and therefore each Firm order and Conditional entered into the BIDS ATS has an explicit order term referred to as "Price Protection" for capturing the type of pegging (i.e., Midpoint, Market, or Primary) for that particular Firm order or Conditional. A Firm order or Conditional entered into the BIDS ATS as a market or limit order may be set to any of the three peg types. The peg type may be explicitly specified for a particular Firm order or Conditional using a custom FIX tag, or otherwise determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. All Firm orders or Conditionals submitted by a BIDS Trader User will always have the peg type specifically set by the BIDS Trader User or his or her default for Price Protection (Midpoint or Market). Consequently, a Firm order or Conditional submitted simply as a "limit order" or a "market order" without an explicit peg type will be accepted and default to the Trader's default preference for Price Protection. The BIDS ATS determines trade and invitation prices based on NBBOs calculated as described in Part III, Item 23. See Part III, Item 11 for more information on how tradeable prices are determined for different Price Protection terms. AIOI Order Types The following AIOI order types are accepted by the BIDS ATS: (i) peg (i.e., Midpoint, Market, or Primary) with or without an offset. If the offset is zero or no offset is provided, the execution can only occur at or between the NBBO. If the offset is non-zero, the execution may occur outside the NBBO depending on the peg instruction and the offset value; (ii) peg with a limit, same as (i), but the execution price will not exceed the limit price; (iii) limit only, the execution price will not exceed limit price, but may be outside the NBBO. If no pricing or pegging information is provided on the AIOI, the pegging instructions are determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. AIOI Acceptance If a BIDS Trader User accepts an AIOI from a Sponsor, the acceptance may include a limit price, and BIDS Trader will always set a default AIOI Price Protection based on the BIDS Trader User's AIOI Price Protection setting (i.e., allow outside NBBO, or do not allow outside NBBO). Minimum Attributes for Firm Orders All Firm orders submitted to the BIDS ATS must include the following minimum order attributes or the Firm order will be rejected by the BIDS ATS: 1. Symbol 2. Price (discussed above in this item) 3. Side (buy, sell or sell short) 4. Size 5. Capacity (agency or principal) a. Subscribers are responsible for assigning the appropriate capacity to their Firm orders and Conditionals b. All Firm orders and Conditionals submitted by a Sponsored Firm are designated as agency Minimum attributes for Conditionals and AIOIs are described in Part III, Item 9. Additional Order Attributes Participants may include a variety of additional attributes on an order-by-order basis or as a default setting. The use of additional attributes is limited to specific types of Participants (e.g., Traders or Subscribers) as stated in each description, and the additional attributes are applicable to all orders unless specifically restricted in the description. These additional attributes include: Time-in-Force The BIDS ATS supports the following time-in-force ("TIF") types: (i) Good-til-day ("Day") (ii) Good-til-time ("GTT") (time designation must be within the same trading day that the Firm order or Conditional is entered) (iii) Execute-and-cancel ("ENC") (iv) Immediate-or-cancel ("IOC") (Firm order) Firm orders, Conditionals, and AIOIs may be designated with a specified TIF for resting in the BIDS ATS matching book. Firm orders, Conditionals, and AIOIs entered without a specified TIF will be designated with the Trader's default TIF preference (Day, GTT, ENC); if the Trader has not changed the default TIF preference, the Firm order, Conditional, or AIOI will initially default to a Day TIF. Regardless of TIF, any Firm order, Conditional, or AIOI remaining in the BIDS ATS will be cancelled at the end of the trading day. Firm orders, Conditionals, and AIOIs designated as ENC may specify an optional expiry time. If a Firm order or a firm AIOI has an ENC TIF and does not trade its total available volume after the initial execution, the remaining quantity is cancelled. If a Firm order or a firm AIOI has an ENC TIF and an expiry time and does not trade at all, it will terminate at the expiry time. Because Conditionals or conditional AIOIs are not executable, the ENC TIF has no practical application for Conditionals or conditional AIOIs. The BIDS ATS will not reject Conditionals or conditional AIOIs entered with an ENC TIF designation; rather, the ENC TIF designation on the Conditional or conditional AIOI will be treated as a Day TIF or, if an expiry time is specified, a GTT TIF. All open Firm orders, Conditionals, and AIOIs are cancelled at the market close. The BIDS ATS will reject Conditionals and conditional AIOIs with an IOC TIF. Minimum Volume Automatch Minimum Volume Any Firm order submitted to the BIDS ATS may set a minimum volume that specifies the minimum quantity every trade involving the Firm order must meet. Where two Traders have each set a minimum volume, any resulting transaction between those two Firm orders must have a volume greater than or equal to the highest minimum volume between the two Firm orders. A mixed-lot automatch minimum volume will be rounded down (note: the BIDS ATS trades are at least one round lot). Invitation Minimum Volume Traders may also specify a minimum quantity that every invitation related to a Firm order or Conditional must meet. A Firm order using this minimum will only issue an invitation to a contra-party Conditional that is greater than or equal to the required amount. A Conditional using this minimum will only issue or receive an invitation to or from a contra-party Conditional that is greater than or equal to the required amount. See Part III, Item 9 for a discussion of Conditionals and invitations. As is the case with automatch minimum volume, an invitation minimum volume that is a mixed-lot amount will automatically be rounded down (note: the BIDS ATS invitations are at least one round lot). Automatch and Invitation Minimum Volume designations may be specified on AIOIs. Additional Volume Preferences Traders may supplement minimum volume requirements with the following preferences: 1. Volume Aggregation A Trader may permit trade aggregation for the purpose of meeting its automatch minimum volume requirement. If a Trader enables aggregation, a Firm order from this Trader may trade when it has the aggressive-order status (see Continuous Matching in Part III, Item 11 for definition of aggressive status), with more than one passive Firm order each of which includes volume below the automatch minimum, but the total of which is greater than or equal to the automatch minimum. Each such trade must meet the contra-party's automatch minimum volume, if any. Volume aggregation is not available on AIOIs 2. Minimum Volume for Principal Flow A Sponsored Firm's individual trader may also set a preference called "Minimum Volume for Principal Flow". With this preference, the Sponsored Firm's Firm order or Conditional will only trade/interact with principal capacity Firm orders or Conditionals that have the required minimum quantity. Minimum Volume for Principal Flow may also be set for AIOIs. Contra-party Capacity A Sponsored Firm's individual trader may designate whether his or her Firm order or Conditional may interact with Firm orders or Conditionals that indicate principal capacity. By default, all Sponsored Firm's individual trader's Firm orders and Conditionals only interact with agency capacity Firm orders or Conditionals; however, this default can be overridden at the order level or the Sponsored Firm level at the direction of the Sponsored Firm. This designation is not available on AIOIs. Filter Level A Trader can specify a BIDS Scorecard level that a potential contra-party must achieve in order to interact with a particular Firm order or Conditional. As discussed more fully in Part III, Item 9, BIDS scores Traders submitting Conditionals based on their performance in responding to invitations to firm-up. A Trader may set a filter ("Filter") to prevent invitations from being sent to contra-parties that have BIDS Scorecard levels below the Filter. A Trader sets the Filter level to one of three levels (the "benchmark settings" refer to a variety of proprietary metrics that are calculated for each Trader based on his or her long-term and short-term behavior): (i) Aggressive - allowing invitation to any potential contra-party, regardless of that contra-party's Scorecard score (ii) Normal - permitting interaction with all contra-parties except for poor performing contra-parties (no invitations sent to Traders with scores worse than Normal benchmark settings); and (iii) Conservative - invitations not sent to Traders with scores worse than the Conservative benchmark settings BIDS cannot override a Trader's Filter settings. BIDS, at its discretion, may change the benchmark settings for the different Filter levels. Filter settings do not apply to AIOIs. Invite Mode A Trader may specify which type(s) of contra Conditionals a Firm order or Conditional may invite. The available Invite Mode options include: 1. ON - no restriction, the Firm order or Conditional can interact with any type of contra Conditionals 2. OFF - do not interact with contra Conditionals at all a. A Firm order using "OFF" will only trade with contra Firm orders b. This Invite Mode is only available for Firm orders c. A Conditional using "OFF" will be rejected 3. Auto-only - the Firm order or Conditional will only interact with contra Conditionals that do not involve a human trader seeing an invitation and deciding whether to firm up or not. Invite Mode does not apply to AIOIs. Intra-firm Priority A Subscriber may designate that Firm orders and Conditionals have a priority for interacting with contra Firm orders and Conditionals that are from the same order source. This order preference applies to both invitations and trades. See Part III, Item 11 for a discussion of Intra-firm Priority. Intra-firm Priority designation does not apply to AIOIs. Hosted Pools A Subscriber may designate that Firm orders and Conditionals interact only with others from the same group by setting up a Hosted Pool. See Part III, Item 14 for a discussion of Hosted Pools. AIOIs are not available for use in Hosted Pools. Attributes of Conditionals Only Traders may use certain attributes related to firming-up that are only applicable to Conditionals (e.g., Regular FirmUp Conditional, Auto FirmUp Conditional, Dual Conditional). These attributes affect a Trader's interaction with Conditionals and invitations to firm-up and are discussed in Part III, Item 9 under the Conditional Types and Firm-Up Mode section. These attributes are not available on AIOIs. Routing Instruction The BIDS ATS only routes Firm orders (it does not route Conditionals), and only at the explicit direction of a BIDS Trader User. See Part III, Item 16 for a discussion of order routing. Routing instructions are not available on AIOIs. Buyback Instructions A Subscriber may include buyback instructions on a Conditional or Firm order for execution consistent with the price conditions of Rule 10b-18 under the Securities Exchange Act of 1934. Rule 10b-18 provides issuers with a safe harbor from manipulation under Section 9(a)(2) of the Exchange Act and Rule 10b-5 under the Exchange Act solely by reason of the manner, timing, price, and volume of their repurchases when they repurchase the issuer's common stock in the market in accordance with the rule's manner, timing, price, and volume conditions. The buyback instructions that the BIDS ATS offers address only the price conditions of Rule 10b-18, not the manner, timing, or volume conditions. A Subscriber may designate a buy Conditional or Firm order with buyback instructions, in which case the buy Conditional or Firm order will be restricted from receiving invitations or from execution in the BIDS ATS, respectively, as follows: - A Firm order with buyback instructions will not be executed in the BIDS ATS if the trade price for the security would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price. - A Conditional with buyback instructions will not receive an invitation if the price terms would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price Conditionals and Firm orders with buyback instructions will either be executed consistent with the restrictions stated above or remain in effect in accordance with any TIF designation until they can be executed consistent with those restrictions, provided that all Conditionals and Firm orders with buyback instructions will be canceled 30 minutes prior to the market close regardless of any TIF designation. The BIDS ATS will not accept Conditionals or Firm orders with buyback instructions entered within 30 minutes of the close of market hours.

order_types

Firm Orders,Conditionals, and Actionable IOIs The BIDS ATS accepts (i) Firm orders (ii) Conditionals and (iii) AIOIs. Firm orders are executable according to the order specifications. Conditionals, which are described in Part III, Item 9, are trading interests that have the same general attributes of a Firm order except that they are not executable. A Trader must always replace ("firm-up") its Conditional with a Firm order before it can be executed. If an invitation interaction, as described in Part III, Item 9, ends with Firm orders on both sides that satisfy each other's terms and the trade meets applicable regulatory requirements, then a trade will occur. Traders may modify, replace, or cancel a Firm order at any time before execution. Conditionals are discussed in Part III, Item 9; however, unless otherwise noted, the order types and attributes described below apply to both Firm orders and Conditionals. A Trader may modify, replace, or cancel a Conditional at any time prior to an invitation. Once an invitation is received, the Trader may either "firm-up" the Conditional or cancel or ignore the invitation as described in Part III, Item 9. AIOIs, which are described in Part III, Item 9, may be sent through the BIDS ATS as a firm AIOI or a conditional AIOI by Sponsors to their designated Sponsored Firms that use BIDS Trader under terms agreed to by the parties (e.g., BIDS Trader Users can choose whether or not to receive AIOIs from Sponsors). All AIOIs and AIOI messaging pass through the BIDS ATS; however, neither the AIOI message nor the response interact with other Firm orders or Conditionals in the BIDS ATS order book. The Sponsor submitting an AIOI does not know what symbols exist on any BIDS Trader User's blotter. Once an AIOI is received by the BIDS Trader User, the BIDS Trader User may send a message to the BIDS ATS accepting the AIOI on its terms, accepting the AIOI with modified terms (e.g., price terms, quantity, minimum), or declining it, or the BIDS Trader User can ignore the AIOI. If the BIDS Trader User responds to an AIOI by accepting it and the terms on both sides match, a firm AIOI is executed immediately by the BIDS ATS. If the originating AIOI was conditional and the BIDS Trader User responds to the AIOI by accepting it, the BIDS ATS sends the Sponsor a notification to firm-up. Once the Sponsor firms-up the AIOI, the BIDS ATS executes the trade. Any resulting trades may execute at, within, or outside the NBBO as agreed to by both parties to the trade. Executions outside the NBBO would initiate an intermarket sweep order ("ISO") as described in Part III, Item 9. Firm Order and Conditional Order Types The following Firm order and Conditional order types are accepted by the BIDS ATS: (i) limit order, a Firm order or Conditional with a limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (ii) market order, a Firm order or Conditional with no limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (iii) midpoint peg order, which is a priced or unpriced Firm order or Conditional that is pegged to the midpoint of the NBBO; (iv) market peg order, which is a priced or unpriced Firm order or Conditional pegged to the opposite side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive; or (v) primary peg order, which is a priced or unpriced Firm order or Conditional pegged to the same side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive. All Firm orders and Conditionals in the BIDS ATS are peg orders in nature and therefore each Firm order and Conditional entered into the BIDS ATS has an explicit order term referred to as "Price Protection" for capturing the type of pegging (i.e., Midpoint, Market, or Primary) for that particular Firm order or Conditional. A Firm order or Conditional entered into the BIDS ATS as a market or limit order may be set to any of the three peg types. The peg type may be explicitly specified for a particular Firm order or Conditional using a custom FIX tag, or otherwise determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. All Firm orders or Conditionals submitted by a BIDS Trader User will always have the peg type specifically set by the BIDS Trader User or his or her default for Price Protection (Midpoint or Market). Consequently, a Firm order or Conditional submitted simply as a "limit order" or a "market order" without an explicit peg type will be accepted and default to the Trader's default preference for Price Protection. The BIDS ATS determines trade and invitation prices based on NBBOs calculated as described in Part III, Item 23. See Part III, Item 11 for more information on how tradeable prices are determined for different Price Protection terms. AIOI Order Types The following AIOI order types are accepted by the BIDS ATS: (i) peg (i.e., Midpoint, Market, or Primary) with or without an offset. If the offset is zero or no offset is provided, the execution can only occur at or between the NBBO. If the offset is non-zero, the execution may occur outside the NBBO depending on the peg instruction and the offset value; (ii) peg with a limit, same as (i), but the execution price will not exceed the limit price; (iii) limit only, the execution price will not exceed limit price, but may be outside the NBBO. If no pricing or pegging information is provided on the AIOI, the pegging instructions are determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. AIOI Acceptance If a BIDS Trader User accepts an AIOI from a Sponsor, the acceptance may include a limit price, and BIDS Trader will always set a default AIOI Price Protection based on the BIDS Trader User's AIOI Price Protection setting (i.e., allow outside NBBO, or do not allow outside NBBO). Minimum Attributes for Firm Orders All Firm orders submitted to the BIDS ATS must include the following minimum order attributes or the Firm order will be rejected by the BIDS ATS: 1. Symbol 2. Price (discussed above in this item) 3. Side (buy, sell or sell short) 4. Size 5. Capacity (agency or principal) a. Subscribers are responsible for assigning the appropriate capacity to their Firm orders and Conditionals b. All Firm orders and Conditionals submitted by a Sponsored Firm are designated as agency Minimum attributes for Conditionals and AIOIs are described in Part III, Item 9. Additional Order Attributes Participants may include a variety of additional attributes on an order-by-order basis or as a default setting. The use of additional attributes is limited to specific types of Participants (e.g., Traders or Subscribers) as stated in each description, and the additional attributes are applicable to all orders unless specifically restricted in the description. These additional attributes include: Time-in-Force The BIDS ATS supports the following time-in-force ("TIF") types: (i) Good-til-day ("Day") (ii) Good-til-time ("GTT") (time designation must be within the same trading day that the Firm order or Conditional is entered) (iii) Execute-and-cancel ("ENC") (iv) Immediate-or-cancel ("IOC") (Firm order) Firm orders, Conditionals, and AIOIs may be designated with a specified TIF for resting in the BIDS ATS matching book. Firm orders, Conditionals, and AIOIs entered without a specified TIF will be designated with the Trader's default TIF preference (Day, GTT, ENC); if the Trader has not changed the default TIF preference, the Firm order, Conditional, or AIOI will initially default to a Day TIF. Regardless of TIF, any Firm order, Conditional, or AIOI remaining in the BIDS ATS will be cancelled at the end of the trading day. Firm orders, Conditionals, and AIOIs designated as ENC may specify an optional expiry time. If a Firm order or a firm AIOI has an ENC TIF and does not trade its total available volume after the initial execution, the remaining quantity is cancelled. If a Firm order or a firm AIOI has an ENC TIF and an expiry time and does not trade at all, it will terminate at the expiry time. Because Conditionals or conditional AIOIs are not executable, the ENC TIF has no practical application for Conditionals or conditional AIOIs. The BIDS ATS will not reject Conditionals or conditional AIOIs entered with an ENC TIF designation; rather, the ENC TIF designation on the Conditional or conditional AIOI will be treated as a Day TIF or, if an expiry time is specified, a GTT TIF. All open Firm orders, Conditionals, and AIOIs are cancelled at the market close. The BIDS ATS will reject Conditionals and conditional AIOIs with an IOC TIF. Minimum Volume Automatch Minimum Volume Any Firm order submitted to the BIDS ATS may set a minimum volume that specifies the quantity every trade involving the Firm order must meet. Where two Traders have each set a minimum volume, any resulting transaction between those two Firm orders must have a volume greater than or equal to the highest minimum volume between the two Firm orders (note: the BIDS ATS trades are at least one round lot). Invitation Minimum Volume Traders may also specify a minimum quantity that every invitation related to a Firm order or Conditional must meet. A Firm order using this minimum will only issue an invitation to a contra-party Conditional that is greater than or equal to the required amount. A Conditional using this minimum will only issue or receive an invitation to or from a contra-party Conditional that is greater than or equal to the required amount. See Part III, Item 9 for a discussion of Conditionals and invitations (note: the BIDS ATS invitations are at least one round lot). Automatch and Invitation Minimum Volume designations may be specified on AIOIs. Additional Volume Preferences Traders may supplement minimum volume requirements with the following preferences: 1. Volume Aggregation A Trader may permit trade aggregation for the purpose of meeting its automatch minimum volume requirement. If a Trader enables aggregation, a Firm order from this Trader may trade when it has the aggressive-order status (see Continuous Matching in Part III, Item 11 for definition of aggressive status), with more than one passive Firm order each of which includes volume below the automatch minimum, but the total of which is greater than or equal to the automatch minimum. Each such trade must meet the contra-party's automatch minimum volume, if any. Volume aggregation is not available on AIOIs 2. Minimum Volume for Principal Flow A Sponsored Firm's individual trader may also set a preference called "Minimum Volume for Principal Flow". With this preference, the Sponsored Firm's Firm order or Conditional will only trade/interact with principal capacity Firm orders or Conditionals that have the required minimum quantity. Minimum Volume for Principal Flow may also be set for AIOIs. Contra-party Capacity A Sponsored Firm's individual trader may designate whether his or her Firm order or Conditional may interact with Firm orders or Conditionals that indicate principal capacity. By default, all Sponsored Firm's individual trader's Firm orders and Conditionals only interact with agency capacity Firm orders or Conditionals; however, this default can be overridden at the order level or the Sponsored Firm level at the direction of the Sponsored Firm. This designation is not available on AIOIs. Filter Level A Trader can specify a BIDS Scorecard level that a potential contra-party must achieve in order to interact with a particular Firm order or Conditional. As discussed more fully in Part III, Item 9, BIDS scores Traders submitting Conditionals based on their performance in responding to invitations to firm-up. A Trader may set a filter ("Filter") to prevent invitations from being sent to contra-parties that have BIDS Scorecard levels below the Filter. A Trader sets the Filter level to one of three levels (the "benchmark settings" refer to a variety of proprietary metrics that are calculated for each Trader based on his or her long-term and short-term behavior): (i) Aggressive - allowing invitation to any potential contra-party, regardless of that contra-party's Scorecard score (ii) Normal - permitting interaction with all contra-parties except for poor performing contra-parties (no invitations sent to Traders with scores worse than Normal benchmark settings); and (iii) Conservative - invitations not sent to Traders with scores worse than the Conservative benchmark settings BIDS cannot override a Trader's Filter settings. BIDS, at its discretion, may change the benchmark settings for the different Filter levels. Filter settings do not apply to AIOIs. Invite Mode A Trader may specify which type(s) of contra Conditionals a Firm order or Conditional may invite. The available Invite Mode options include: 1. ON - no restriction, the Firm order or Conditional can interact with any type of contra Conditionals 2. OFF - do not interact with contra Conditionals at all a. A Firm order using "OFF" will only trade with contra Firm orders b. This Invite Mode is only available for Firm orders c. A Conditional using "OFF" will be rejected 3. Auto-only - the Firm order or Conditional will only interact with contra Conditionals that do not involve a human trader seeing an invitation and deciding whether to firm up or not. A Trader may elect to receive a notification from BIDS when the Trader's Firm order invites a Conditional. Invite Mode does not apply to AIOIs. Intra-firm Priority A Subscriber may designate that Firm orders and Conditionals have a priority for interacting with contra Firm orders and Conditionals that are from the same order source. This order preference applies to both invitations and trades. See Part III, Item 11 for a discussion of Intra-firm Priority. Intra-firm Priority designation does not apply to AIOIs. Hosted Pools A Subscriber may designate that Firm orders and Conditionals interact only with others from the same group by setting up a Hosted Pool. See Part III, Item 14 for a discussion of Hosted Pools. AIOIs are not available for use in Hosted Pools. Attributes of Conditionals Only Traders may use certain attributes related to firming-up that are only applicable to Conditionals (e.g., Regular FirmUp Conditional, Auto FirmUp Conditional, Dual Conditional). These attributes affect a Trader's interaction with Conditionals and invitations to firm-up and are discussed in Part III, Item 9 under the Conditional Types and Firm-Up Mode section. These attributes are not available on AIOIs. Routing Instruction The BIDS ATS only routes Firm orders (it does not route Conditionals), and only at the explicit direction of a BIDS Trader User. See Part III, Item 16 for a discussion of order routing. Routing instructions are not available on AIOIs. Buyback Instructions A Subscriber may include buyback instructions on a Conditional or Firm order for execution consistent with the price conditions of Rule 10b-18 under the Securities Exchange Act of 1934. Other than as described below, Conditionals and Firm orders with buyback instructions will be executed consistent with the descriptions above of Conditionals and Firm orders. Rule 10b-18 provides issuers with a safe harbor from manipulation under Section 9(a)(2) of the Exchange Act and Rule 10b-5 under the Exchange Act solely by reason of the manner, timing, price, and volume of their repurchases when they repurchase the issuer's common stock in the market in accordance with the rule's manner, timing, price, and volume conditions. The buyback instructions that the BIDS ATS offers address only the price conditions of Rule 10b-18, not the manner, timing, or volume conditions. A Subscriber may designate a buy Conditional or Firm order with buyback instructions, in which case the buy Conditional or Firm order will be restricted from receiving invitations or from execution in the BIDS ATS, respectively, as follows: - A Firm order with buyback instructions will not be executed in the BIDS ATS if the trade price for the security would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price. - A Conditional with buyback instructions will not receive an invitation if the price terms would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price All Conditionals and Firm orders with buyback instructions will be canceled either: (a) 10 minutes prior to the market close if the Subscriber specifies that the symbol satisfies the requirements of Rule 10b-18(b)(2)(ii) by having an average daily trading value of $1 million or more and a public float value of $150 million or more; or (b) 30 minutes prior to the market close for all other symbols. In order to specify that a symbol satisfies the requirements of Rule 10b-18(b)(2)(ii), the Subscriber must include, in addition to the buyback instructions, a GTT designation expiring between 3:30 p.m. ET and 3:50 p.m. ET (or between 12:30 p.m. ET and 12:50 p.m. ET on a day with an early close). If a Subscriber does not include such a GTT designation, in addition to the buyback instructions, then the Conditional or Firm order will be canceled 30 minutes prior to the market close. Conditionals and Firm orders with buyback instructions will either be executed consistent with the restrictions stated above or remain in effect in accordance with any TIF designation (e.g., a GTT designation that expires before the mandatory cancellation times described above) until they can be executed consistent with those restrictions.

order_types

Firm Orders,Conditionals, and Actionable IOIs The BIDS ATS accepts (i) Firm orders (ii) Conditionals and (iii) AIOIs. Firm orders are executable according to the order specifications. Conditionals, which are described in Part III, Item 9, are trading interests that have the same general attributes of a Firm order except that they are not executable. A Trader must always replace ("firm-up") its Conditional with a Firm order before it can be executed. If an invitation interaction, as described in Part III, Item 9, ends with Firm orders on both sides that satisfy each other's terms and the trade meets applicable regulatory requirements, then a trade will occur. Traders may modify, replace, or cancel a Firm order at any time before execution. Conditionals are discussed in Part III, Item 9; however, unless otherwise noted, the order types and attributes described below apply to both Firm orders and Conditionals. A Trader may modify, replace, or cancel a Conditional at any time prior to an invitation. Once an invitation is received, the Trader may either "firm-up" the Conditional or cancel or ignore the invitation as described in Part III, Item 9. AIOIs, which are described in Part III, Item 9, may be sent through the BIDS ATS as a firm AIOI or a conditional AIOI by Sponsors to their designated Sponsored Firms that use BIDS Trader under terms agreed to by the parties (e.g., BIDS Trader Users can choose whether or not to receive AIOIs from Sponsors). All AIOIs and AIOI messaging pass through the BIDS ATS; however, neither the AIOI message nor the response interact with other Firm orders or Conditionals in the BIDS ATS order book. The Sponsor submitting an AIOI does not know what symbols exist on any BIDS Trader User's blotter. Once an AIOI is received by the BIDS Trader User, the BIDS Trader User may send a message to the BIDS ATS accepting the AIOI on its terms, accepting the AIOI with modified terms (e.g., price terms, quantity, minimum), or declining it, or the BIDS Trader User can ignore the AIOI. If the BIDS Trader User responds to an AIOI by accepting it and the terms on both sides match, a firm AIOI is executed immediately by the BIDS ATS. If the originating AIOI was conditional and the BIDS Trader User responds to the AIOI by accepting it, the BIDS ATS sends the Sponsor a notification to firm-up. Once the Sponsor firms-up the AIOI, the BIDS ATS executes the trade. Any resulting trades may execute at, within, or outside the NBBO as agreed to by both parties to the trade. Executions outside the NBBO would initiate an intermarket sweep order ("ISO") as described in Part III, Item 9. Firm Order and Conditional Order Types The following Firm order and Conditional order types are accepted by the BIDS ATS: (i) limit order, a Firm order or Conditional with a limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (ii) market order, a Firm order or Conditional with no limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (iii) midpoint peg order, which is a priced or unpriced Firm order or Conditional that is pegged to the midpoint of the NBBO; (iv) market peg order, which is a priced or unpriced Firm order or Conditional pegged to the opposite side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive; or (v) primary peg order, which is a priced or unpriced Firm order or Conditional pegged to the same side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive. All Firm orders and Conditionals in the BIDS ATS are peg orders in nature and therefore each Firm order and Conditional entered into the BIDS ATS has an explicit order term referred to as "Price Protection" for capturing the type of pegging (i.e., Midpoint, Market, or Primary) for that particular Firm order or Conditional. A Firm order or Conditional entered into the BIDS ATS as a market or limit order may be set to any of the three peg types. The peg type may be explicitly specified for a particular Firm order or Conditional using a custom FIX tag, or otherwise determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. All Firm orders or Conditionals submitted by a BIDS Trader User will always have the peg type specifically set by the BIDS Trader User or his or her default for Price Protection (Midpoint or Market). Consequently, a Firm order or Conditional submitted simply as a "limit order" or a "market order" without an explicit peg type will be accepted and default to the Trader's default preference for Price Protection. The BIDS ATS determines trade and invitation prices based on NBBOs calculated as described in Part III, Item 23. See Part III, Item 11 for more information on how tradeable prices are determined for different Price Protection terms. AIOI Order Types The following AIOI order types are accepted by the BIDS ATS: (i) peg (i.e., Midpoint, Market, or Primary) with or without an offset. If the offset is zero or no offset is provided, the execution can only occur at or between the NBBO. If the offset is non-zero, the execution may occur outside the NBBO depending on the peg instruction and the offset value; (ii) peg with a limit, same as (i), but the execution price will not exceed the limit price; (iii) limit only, the execution price will not exceed limit price, but may be outside the NBBO. If no pricing or pegging information is provided on the AIOI, the pegging instructions are determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. AIOI Acceptance If a BIDS Trader User accepts an AIOI from a Sponsor, the acceptance may include a limit price, and BIDS Trader will always set a default AIOI Price Protection based on the BIDS Trader User's AIOI Price Protection setting (i.e., allow outside NBBO, or do not allow outside NBBO). Minimum Attributes for Firm Orders All Firm orders submitted to the BIDS ATS must include the following minimum order attributes or the Firm order will be rejected by the BIDS ATS: 1. Symbol 2. Price (discussed above in this item) 3. Side (buy, sell or sell short) 4. Size 5. Capacity (agency or principal) a. Subscribers are responsible for assigning the appropriate capacity to their Firm orders and Conditionals b. All Firm orders and Conditionals submitted by a Sponsored Firm are designated as agency Minimum attributes for Conditionals and AIOIs are described in Part III, Item 9. Additional Order Attributes All Traders may include a variety of additional attributes on an order-by-order basis or as a default setting. These additional attributes include: Time-in-Force The BIDS ATS supports the following time-in-force ("TIF") types: (i) Good-til-day ("Day") (ii) Good-til-time ("GTT") (time designation must be within the same trading day that the Firm order or Conditional is entered) (iii) Execute-and-cancel ("ENC") (iv) Immediate-or-cancel ("IOC") (Firm order) Firm orders, Conditionals, and AIOIs may be designated with a specified TIF for resting in the BIDS ATS matching book. Firm orders, Conditionals, and AIOIs entered without a specified TIF will be designated with the Trader's default TIF preference (Day, GTT, ENC); if the Trader has not changed the default TIF preference, the Firm order, Conditional, or AIOI will initially default to a Day TIF. Regardless of TIF, any Firm order, Conditional, or AIOI remaining in the BIDS ATS will be cancelled at the end of the trading day. Firm orders, Conditionals, and AIOIs designated as ENC may specify an optional expiry time. If a Firm order or a firm AIOI has an ENC TIF and does not trade its total available volume after the initial execution, the remaining quantity is cancelled. If a Firm order or a firm AIOI has an ENC TIF and an expiry time and does not trade at all, it will terminate at the expiry time. Because Conditionals or conditional AIOIs are not executable, the ENC TIF has no practical application for Conditionals or conditional AIOIs. The BIDS ATS will not reject Conditionals or conditional AIOIs entered with an ENC TIF designation; rather, the ENC TIF designation on the Conditional or conditional AIOI will be treated as a Day TIF or, if an expiry time is specified, a GTT TIF. All open Firm orders, Conditionals, and AIOIs are cancelled at the market close. The BIDS ATS will reject Conditionals and conditional AIOIs with an IOC TIF. Minimum Volume Automatch Minimum Volume Any Firm order submitted to the BIDS ATS may set a minimum volume that specifies the minimum quantity every trade involving the Firm order must meet. Where two Traders have each set a minimum volume, any resulting transaction between those two Firm orders must have a volume greater than or equal to the highest minimum volume between the two Firm orders. A mixed-lot automatch minimum volume will be rounded down (note: the BIDS ATS trades are at least one round lot). Invitation Minimum Volume Traders may also specify a minimum quantity that every invitation related to a Firm order or Conditional must meet. A Firm order using this minimum will only issue an invitation to a contra-party Conditional that is greater than or equal to the required amount. A Conditional using this minimum will only issue or receive an invitation to or from a contra-party Conditional that is greater than or equal to the required amount. See Part III, Item 9 for a discussion of Conditionals and invitations. As is the case with automatch minimum volume, an invitation minimum volume that is a mixed-lot amount will automatically be rounded down (note: the BIDS ATS invitations are at least one round lot). Automatch and Invitation Minimum Volume designations may be specified on AIOIs. Additional Volume Preferences Traders may supplement minimum volume requirements with the following preferences: 1. Volume Aggregation A Trader may permit trade aggregation for the purpose of meeting its automatch minimum volume requirement. If a Trader enables aggregation, a Firm order from this Trader may trade when it has the aggressive-order status (see Continuous Matching in Part III, Item 11 for definition of aggressive status), with more than one passive Firm order each of which includes volume below the automatch minimum, but the total of which is greater than or equal to the automatch minimum. Each such trade must meet the contra-party's automatch minimum volume, if any. Volume aggregation is not available on AIOIs 2. Minimum Volume for Principal Flow A Sponsored Firm's individual trader may also set a preference called "Minimum Volume for Principal Flow". With this preference, the Sponsored Firm's Firm order or Conditional will only trade/interact with principal capacity Firm orders or Conditionals that have the required minimum quantity. Minimum Volume for Principal Flow may also be set for AIOIs. Contra-party Capacity A Sponsored Firm's individual trader may designate whether his or her Firm order or Conditional may interact with Firm orders or Conditionals that indicate principal capacity. By default, all Sponsored Firm's individual trader's Firm orders and Conditionals only interact with agency capacity Firm orders or Conditionals; however, this default can be overridden at the order level or the Sponsored Firm level at the direction of the Sponsored Firm. This designation is not available on AIOIs. Filter Level A Trader can specify a BIDS Scorecard level that a potential contra-party must achieve in order to interact with a particular Firm order or Conditional. As discussed more fully in Part III, Item 9, BIDS scores Traders submitting Conditionals based on their performance in responding to invitations to firm-up. A Trader may set a filter ("Filter") to prevent invitations from being sent to contra-parties that have BIDS Scorecard levels below the Filter. A Trader sets the Filter level to one of three levels (the "benchmark settings" refer to a variety of proprietary metrics that are calculated for each Trader based on his or her long-term and short-term behavior): (i) Aggressive - allowing invitation to any potential contra-party, regardless of that contra-party's Scorecard score (ii) Normal - permitting interaction with all contra-parties except for poor performing contra-parties (no invitations sent to Traders with scores worse than Normal benchmark settings); and (iii) Conservative - invitations not sent to Traders with scores worse than the Conservative benchmark settings BIDS cannot override a Trader's Filter settings. BIDS, at its discretion, may change the benchmark settings for the different Filter levels. Filter settings do not apply to AIOIs. Invite Mode A Trader may specify which type(s) of contra Conditionals a Firm order or Conditional may invite. The available Invite Mode options include: 1. ON - no restriction, the Firm order or Conditional can interact with any type of contra Conditionals 2. OFF - do not interact with contra Conditionals at all a. A Firm order using "OFF" will only trade with contra Firm orders b. This Invite Mode is only available for Firm orders c. A Conditional using "OFF" will be rejected 3. Auto-only - the Firm order or Conditional will only interact with contra Conditionals that do not involve a human trader seeing an invitation and deciding whether to firm up or not. Invite Mode does not apply to AIOIs. Intra-firm Priority A Subscriber may designate that Firm orders and Conditionals have a priority for interacting with contra Firm orders and Conditionals that are from the same order source. This order preference applies to both invitations and trades. See Part III, Item 11 for a discussion of Intra-firm Priority. Intra-firm Priority designation does not apply to AIOIs. Hosted Pools A Subscriber may designate that Firm orders and Conditionals interact only with others from the same group by setting up a Hosted Pool. See Part III, Item 14 for a discussion of Hosted Pools. AIOIs are not available for use in Hosted Pools. Attributes of Conditionals Only Traders may use certain attributes related to firming-up that are only applicable to Conditionals (e.g., Regular FirmUp Conditional, Auto FirmUp Conditional, Dual Conditional). These attributes affect a Trader's interaction with Conditionals and invitations to firm-up and are discussed in Part III, Item 9 under the Conditional Types and Firm-Up Mode section. These attributes are not available on AIOIs. Routing Instruction The BIDS ATS only routes Firm orders (it does not route Conditionals) at the direction of a BIDS Trader User. See Part III, Item 16 for a discussion of order routing. Routing instructions are not available on AIOIs.

order_types

Firm Orders,Conditionals, and Actionable IOIs The BIDS ATS accepts (i) Firm orders (ii) Conditionals and (iii) AIOIs. Firm orders are executable according to the order specifications. Conditionals, which are described in Part III, Item 9, are trading interests that have the same general attributes of a Firm order except that they are not executable. A Trader must always replace ("firm-up") its Conditional with a Firm order before it can be executed. If an invitation interaction, as described in Part III, Item 9, ends with Firm orders on both sides that satisfy each other's terms and the trade meets applicable regulatory requirements, then a trade will occur. Traders may modify, replace, or cancel a Firm order at any time before execution. Conditionals are discussed in Part III, Item 9; however, unless otherwise noted, the order types and attributes described below apply to both Firm orders and Conditionals. A Trader may modify, replace, or cancel a Conditional at any time prior to an invitation. Once an invitation is received, the Trader may either "firm-up" the Conditional or cancel or ignore the invitation as described in Part III, Item 9. AIOIs, which are described in Part III, Item 9, may be sent through the BIDS ATS as a firm AIOI or a conditional AIOI by Sponsors to their designated Sponsored Firms that use BIDS Trader under terms agreed to by the parties (e.g., BIDS Trader Users can choose whether or not to receive AIOIs from Sponsors). All AIOIs and AIOI messaging pass through the BIDS ATS; however, neither the AIOI message nor the response interact with other Firm orders or Conditionals in the BIDS ATS order book. The Sponsor submitting an AIOI does not know what symbols exist on any BIDS Trader User's blotter. Once an AIOI is received by the BIDS Trader User, the BIDS Trader User may send a message to the BIDS ATS accepting the AIOI on its terms, accepting the AIOI with modified terms (e.g., price terms, quantity, minimum), or declining it, or the BIDS Trader User can ignore the AIOI. If the BIDS Trader User responds to an AIOI by accepting it and the terms on both sides match, a firm AIOI is executed immediately by the BIDS ATS. If the originating AIOI was conditional and the BIDS Trader User responds to the AIOI by accepting it, the BIDS ATS sends the Sponsor a notification to firm-up. Once the Sponsor firms-up the AIOI, the BIDS ATS executes the trade. Any resulting trades may execute at, within, or outside the NBBO as agreed to by both parties to the trade. Executions outside the NBBO would initiate an intermarket sweep order ("ISO") as described in Part III, Item 9. Firm Order and Conditional Order Types The following Firm order and Conditional order types are accepted by the BIDS ATS: (i) limit order, a Firm order or Conditional with a limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (ii) market order, a Firm order or Conditional with no limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (iii) midpoint peg order, which is a priced or unpriced Firm order or Conditional that is pegged to the midpoint of the NBBO; (iv) market peg order, which is a priced or unpriced Firm order or Conditional pegged to the opposite side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive; or (v) primary peg order, which is a priced or unpriced Firm order or Conditional pegged to the same side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive. All Firm orders and Conditionals in the BIDS ATS are peg orders in nature and therefore each Firm order and Conditional entered into the BIDS ATS has an explicit order term referred to as "Price Protection" for capturing the type of pegging (i.e., Midpoint, Market, or Primary) for that particular Firm order or Conditional. A Firm order or Conditional entered into the BIDS ATS as a market or limit order may be set to any of the three peg types. The peg type may be explicitly specified for a particular Firm order or Conditional using a custom FIX tag, or otherwise determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. All Firm orders or Conditionals submitted by a BIDS Trader User will always have the peg type specifically set by the BIDS Trader User or his or her default for Price Protection (Midpoint or Market). Consequently, a Firm order or Conditional submitted simply as a "limit order" or a "market order" without an explicit peg type will be accepted and default to the Trader's default preference for Price Protection. The BIDS ATS determines trade and invitation prices based on NBBOs calculated as described in Part III, Item 23. See Part III, Item 11 for more information on how tradeable prices are determined for different Price Protection terms. AIOI Order Types The following AIOI order types are accepted by the BIDS ATS: (i) peg (i.e., Midpoint, Market, or Primary) with or without an offset. If the offset is zero or no offset is provided, the execution can only occur at or between the NBBO. If the offset is non-zero, the execution may occur outside the NBBO depending on the peg instruction and the offset value; (ii) peg with a limit, same as (i), but the execution price will not exceed the limit price; (iii) limit only, the execution price will not exceed limit price, but may be outside the NBBO. If no pricing or pegging information is provided on the AIOI, the pegging instructions are determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. AIOI Acceptance If a BIDS Trader User accepts an AIOI from a Sponsor, the acceptance may include a limit price, and BIDS Trader will always set a default AIOI Price Protection based on the BIDS Trader User's AIOI Price Protection setting (i.e., allow outside NBBO, or do not allow outside NBBO). Minimum Attributes for Firm Orders All Firm orders submitted to the BIDS ATS must include the following minimum order attributes or the Firm order will be rejected by the BIDS ATS: 1. Symbol 2. Price (discussed above in this item) 3. Side (buy, sell or sell short) 4. Size 5. Capacity (agency or principal) a. Subscribers are responsible for assigning the appropriate capacity to their Firm orders and Conditionals b. All Firm orders and Conditionals submitted by a Sponsored Firm are designated as agency Minimum attributes for Conditionals and AIOIs are described in Part III, Item 9. Additional Order Attributes Participants may include a variety of additional attributes on an order-by-order basis or as a default setting. The use of additional attributes is limited to specific types of Participants (e.g., Traders or Subscribers) as stated in each description, and the additional attributes are applicable to all orders unless specifically restricted in the description. These additional attributes include: Time-in-Force The BIDS ATS supports the following time-in-force ("TIF") types: (i) Good-til-day ("Day") (ii) Good-til-time ("GTT") (time designation must be within the same trading day that the Firm order or Conditional is entered) (iii) Execute-and-cancel ("ENC") (iv) Immediate-or-cancel ("IOC") (Firm order) Firm orders, Conditionals, and AIOIs may be designated with a specified TIF for resting in the BIDS ATS matching book. Firm orders, Conditionals, and AIOIs entered without a specified TIF will be designated with the Trader's default TIF preference (Day, GTT, ENC); if the Trader has not changed the default TIF preference, the Firm order, Conditional, or AIOI will initially default to a Day TIF. Regardless of TIF, any Firm order, Conditional, or AIOI remaining in the BIDS ATS will be cancelled at the end of the trading day. Firm orders, Conditionals, and AIOIs designated as ENC may specify an optional expiry time. If a Firm order or a firm AIOI has an ENC TIF and does not trade its total available volume after the initial execution, the remaining quantity is cancelled. If a Firm order or a firm AIOI has an ENC TIF and an expiry time and does not trade at all, it will terminate at the expiry time. Because Conditionals or conditional AIOIs are not executable, the ENC TIF has no practical application for Conditionals or conditional AIOIs. The BIDS ATS will not reject Conditionals or conditional AIOIs entered with an ENC TIF designation; rather, the ENC TIF designation on the Conditional or conditional AIOI will be treated as a Day TIF or, if an expiry time is specified, a GTT TIF. All open Firm orders, Conditionals, and AIOIs are cancelled at the market close. The BIDS ATS will reject Conditionals and conditional AIOIs with an IOC TIF. Minimum Volume Automatch Minimum Volume Any Firm order submitted to the BIDS ATS may set a minimum volume that specifies the minimum quantity every trade involving the Firm order must meet. Where two Traders have each set a minimum volume, any resulting transaction between those two Firm orders must have a volume greater than or equal to the highest minimum volume between the two Firm orders. A mixed-lot automatch minimum volume will be rounded down (note: the BIDS ATS trades are at least one round lot). Invitation Minimum Volume Traders may also specify a minimum quantity that every invitation related to a Firm order or Conditional must meet. A Firm order using this minimum will only issue an invitation to a contra-party Conditional that is greater than or equal to the required amount. A Conditional using this minimum will only issue or receive an invitation to or from a contra-party Conditional that is greater than or equal to the required amount. See Part III, Item 9 for a discussion of Conditionals and invitations. As is the case with automatch minimum volume, an invitation minimum volume that is a mixed-lot amount will automatically be rounded down (note: the BIDS ATS invitations are at least one round lot). Automatch and Invitation Minimum Volume designations may be specified on AIOIs. Additional Volume Preferences Traders may supplement minimum volume requirements with the following preferences: 1. Volume Aggregation A Trader may permit trade aggregation for the purpose of meeting its automatch minimum volume requirement. If a Trader enables aggregation, a Firm order from this Trader may trade when it has the aggressive-order status (see Continuous Matching in Part III, Item 11 for definition of aggressive status), with more than one passive Firm order each of which includes volume below the automatch minimum, but the total of which is greater than or equal to the automatch minimum. Each such trade must meet the contra-party's automatch minimum volume, if any. Volume aggregation is not available on AIOIs 2. Minimum Volume for Principal Flow A Sponsored Firm's individual trader may also set a preference called "Minimum Volume for Principal Flow". With this preference, the Sponsored Firm's Firm order or Conditional will only trade/interact with principal capacity Firm orders or Conditionals that have the required minimum quantity. Minimum Volume for Principal Flow may also be set for AIOIs. Contra-party Capacity A Sponsored Firm's individual trader may designate whether his or her Firm order or Conditional may interact with Firm orders or Conditionals that indicate principal capacity. By default, all Sponsored Firm's individual trader's Firm orders and Conditionals only interact with agency capacity Firm orders or Conditionals; however, this default can be overridden at the order level or the Sponsored Firm level at the direction of the Sponsored Firm. This designation is not available on AIOIs. Filter Level A Trader can specify a BIDS Scorecard level that a potential contra-party must achieve in order to interact with a particular Firm order or Conditional. As discussed more fully in Part III, Item 9, BIDS scores Traders submitting Conditionals based on their performance in responding to invitations to firm-up. A Trader may set a filter ("Filter") to prevent invitations from being sent to contra-parties that have BIDS Scorecard levels below the Filter. A Trader sets the Filter level to one of three levels (the "benchmark settings" refer to a variety of proprietary metrics that are calculated for each Trader based on his or her long-term and short-term behavior): (i) Aggressive - allowing invitation to any potential contra-party, regardless of that contra-party's Scorecard score (ii) Normal - permitting interaction with all contra-parties except for poor performing contra-parties (no invitations sent to Traders with scores worse than Normal benchmark settings); and (iii) Conservative - invitations not sent to Traders with scores worse than the Conservative benchmark settings BIDS cannot override a Trader's Filter settings. BIDS, at its discretion, may change the benchmark settings for the different Filter levels. Filter settings do not apply to AIOIs. Invite Mode A Trader may specify which type(s) of contra Conditionals a Firm order or Conditional may invite. The available Invite Mode options include: 1. ON - no restriction, the Firm order or Conditional can interact with any type of contra Conditionals 2. OFF - do not interact with contra Conditionals at all a. A Firm order using "OFF" will only trade with contra Firm orders b. This Invite Mode is only available for Firm orders c. A Conditional using "OFF" will be rejected 3. Auto-only - the Firm order or Conditional will only interact with contra Conditionals that do not involve a human trader seeing an invitation and deciding whether to firm up or not. Invite Mode does not apply to AIOIs. Intra-firm Priority A Subscriber may designate that Firm orders and Conditionals have a priority for interacting with contra Firm orders and Conditionals that are from the same order source. This order preference applies to both invitations and trades. See Part III, Item 11 for a discussion of Intra-firm Priority. Intra-firm Priority designation does not apply to AIOIs. Hosted Pools A Subscriber may designate that Firm orders and Conditionals interact only with others from the same group by setting up a Hosted Pool. See Part III, Item 14 for a discussion of Hosted Pools. AIOIs are not available for use in Hosted Pools. Attributes of Conditionals Only Traders may use certain attributes related to firming-up that are only applicable to Conditionals (e.g., Regular FirmUp Conditional, Auto FirmUp Conditional, Dual Conditional). These attributes affect a Trader's interaction with Conditionals and invitations to firm-up and are discussed in Part III, Item 9 under the Conditional Types and Firm-Up Mode section. These attributes are not available on AIOIs. Routing Instruction The BIDS ATS only routes Firm orders (it does not route Conditionals), and only at the explicit direction of a BIDS Trader User. See Part III, Item 16 for a discussion of order routing. Routing instructions are not available on AIOIs. Buyback Instructions A Subscriber may include buyback instructions on a Conditional or Firm order for execution consistent with the price conditions of Rule 10b-18 under the Securities Exchange Act of 1934. Other than as described below, Conditionals and Firm orders with buyback instructions will be executed consistent with the descriptions above of Conditionals and Firm orders. Rule 10b-18 provides issuers with a safe harbor from manipulation under Section 9(a)(2) of the Exchange Act and Rule 10b-5 under the Exchange Act solely by reason of the manner, timing, price, and volume of their repurchases when they repurchase the issuer's common stock in the market in accordance with the rule's manner, timing, price, and volume conditions. The buyback instructions that the BIDS ATS offers address only the price conditions of Rule 10b-18, not the manner, timing, or volume conditions. A Subscriber may designate a buy Conditional or Firm order with buyback instructions, in which case the buy Conditional or Firm order will be restricted from receiving invitations or from execution in the BIDS ATS, respectively, as follows: - A Firm order with buyback instructions will not be executed in the BIDS ATS if the trade price for the security would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price. - A Conditional with buyback instructions will not receive an invitation if the price terms would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price All Conditionals and Firm orders with buyback instructions will be canceled either: (a) 10 minutes prior to the market close if the Subscriber specifies that the symbol satisfies the requirements of Rule 10b-18(b)(2)(ii) by having an average daily trading value of $1 million or more and a public float value of $150 million or more; or (b) 30 minutes prior to the market close for all other symbols. In order to specify that a symbol satisfies the requirements of Rule 10b-18(b)(2)(ii), the Subscriber must include, in addition to the buyback instructions, a GTT designation expiring between 3:30 p.m. ET and 3:50 p.m. ET (or between 12:30 p.m. ET and 12:50 p.m. ET on a day with an early close). If a Subscriber does not include such a GTT designation, in addition to the buyback instructions, then the Conditional or Firm order will be canceled 30 minutes prior to the market close. Conditionals and Firm orders with buyback instructions will either be executed consistent with the restrictions stated above or remain in effect in accordance with any TIF designation (e.g., a GTT designation that expires before the mandatory cancellation times described above) until they can be executed consistent with those restrictions.

order_types

Firm Orders,Conditionals, and Actionable IOIs The BIDS ATS accepts (i) Firm orders (ii) Conditionals and (iii) AIOIs. Firm orders are executable according to the order specifications. Conditionals, which are described in Part III, Item 9, are trading interests that have the same general attributes of a Firm order except that they are not executable. A Trader must always replace ("firm-up") its Conditional with a Firm order before it can be executed. If an invitation interaction, as described in Part III, Item 9, ends with Firm orders on both sides that satisfy each other's terms and the trade meets applicable regulatory requirements, then a trade will occur. Traders may modify, replace, or cancel a Firm order at any time before execution. Conditionals are discussed in Part III, Item 9; however, unless otherwise noted, the order types and attributes described below apply to both Firm orders and Conditionals. A Trader may modify, replace, or cancel a Conditional at any time prior to an invitation. Once an invitation is received, the Trader may either "firm-up" the Conditional or cancel or ignore the invitation as described in Part III, Item 9. AIOIs, which are described in Part III, Item 9, may be sent through the BIDS ATS as a firm AIOI or a conditional AIOI by Sponsors to their designated Sponsored Firms that use BIDS Trader under terms agreed to by the parties (e.g., BIDS Trader Users can choose whether or not to receive AIOIs from Sponsors). All AIOIs and AIOI messaging pass through the BIDS ATS; however, neither the AIOI message nor the response interact with other Firm orders or Conditionals in the BIDS ATS order book. The Sponsor submitting an AIOI does not know what symbols exist on any BIDS Trader User's blotter. Once an AIOI is received by the BIDS Trader User, the BIDS Trader User may send a message to the BIDS ATS accepting the AIOI on its terms, accepting the AIOI with modified terms (e.g., price terms, quantity, minimum), or declining it, or the BIDS Trader User can ignore the AIOI. If the BIDS Trader User responds to an AIOI by accepting it and the terms on both sides match, a firm AIOI is executed immediately by the BIDS ATS. If the originating AIOI was conditional and the BIDS Trader User responds to the AIOI by accepting it, the BIDS ATS sends the Sponsor a notification to firm-up. Once the Sponsor firms-up the AIOI, the BIDS ATS executes the trade. Any resulting trades may execute at, within, or outside the NBBO as agreed to by both parties to the trade. Executions outside the NBBO would initiate an intermarket sweep order ("ISO") as described in Part III, Item 9. Firm Order and Conditional Order Types The following Firm order and Conditional order types are accepted by the BIDS ATS: (i) limit order, a Firm order or Conditional with a limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (ii) market order, a Firm order or Conditional with no limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (iii) midpoint peg order, which is a priced or unpriced Firm order or Conditional that is pegged to the midpoint of the NBBO; (iv) market peg order, which is a priced or unpriced Firm order or Conditional pegged to the opposite side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive; or (v) primary peg order, which is a priced or unpriced Firm order or Conditional pegged to the same side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive. All Firm orders and Conditionals in the BIDS ATS are peg orders in nature and therefore each Firm order and Conditional entered into the BIDS ATS has an explicit order term referred to as "Price Protection" for capturing the type of pegging (i.e., Midpoint, Market, or Primary) for that particular Firm order or Conditional. A Firm order or Conditional entered into the BIDS ATS as a market or limit order may be set to any of the three peg types. The peg type may be explicitly specified for a particular Firm order or Conditional using a custom FIX tag, or otherwise determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. All Firm orders or Conditionals submitted by a BIDS Trader User will always have the peg type specifically set by the BIDS Trader User or his or her default for Price Protection (Midpoint or Market). Consequently, a Firm order or Conditional submitted simply as a "limit order" or a "market order" without an explicit peg type will be accepted and default to the Trader's default preference for Price Protection. The BIDS ATS determines trade and invitation prices based on NBBOs calculated as described in Part III, Item 23. See Part III, Item 11 for more information on how tradeable prices are determined for different Price Protection terms. AIOI Order Types The following AIOI order types are accepted by the BIDS ATS: (i) peg (i.e., Midpoint, Market, or Primary) with or without an offset. If the offset is zero or no offset is provided, the execution can only occur at or between the NBBO. If the offset is non-zero, the execution may occur outside the NBBO depending on the peg instruction and the offset value; (ii) peg with a limit, same as (i), but the execution price will not exceed the limit price; (iii) limit only, the execution price will not exceed limit price, but may be outside the NBBO. If no pricing or pegging information is provided on the AIOI, the pegging instructions are determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. AIOI Acceptance If a BIDS Trader User accepts an AIOI from a Sponsor, the acceptance may include a limit price, and BIDS Trader will always set a default AIOI Price Protection based on the BIDS Trader User's AIOI Price Protection setting (i.e., allow outside NBBO, or do not allow outside NBBO). Minimum Attributes for Firm Orders All Firm orders submitted to the BIDS ATS must include the following minimum order attributes or the Firm order will be rejected by the BIDS ATS: 1. Symbol 2. Price (discussed above in this item) 3. Side (buy, sell or sell short) 4. Size 5. Capacity (agency or principal) a. Subscribers are responsible for assigning the appropriate capacity to their Firm orders and Conditionals b. All Firm orders and Conditionals submitted by a Sponsored Firm are designated as agency Minimum attributes for Conditionals and AIOIs are described in Part III, Item 9. Additional Order Attributes Participants may include a variety of additional attributes on an order-by-order basis or as a default setting. The use of additional attributes is limited to specific types of Participants (e.g., Traders or Subscribers) as stated in each description, and the additional attributes are applicable to all orders unless specifically restricted in the description. These additional attributes include: Time-in-Force The BIDS ATS supports the following time-in-force ("TIF") types: (i) Good-til-day ("Day") (ii) Good-til-time ("GTT") (time designation must be within the same trading day that the Firm order or Conditional is entered) (iii) Execute-and-cancel ("ENC") (iv) Immediate-or-cancel ("IOC") (Firm order) Firm orders, Conditionals, and AIOIs may be designated with a specified TIF for resting in the BIDS ATS matching book. Firm orders, Conditionals, and AIOIs entered without a specified TIF will be designated with the Trader's default TIF preference (Day, GTT, ENC); if the Trader has not changed the default TIF preference, the Firm order, Conditional, or AIOI will initially default to a Day TIF. Regardless of TIF, any Firm order, Conditional, or AIOI remaining in the BIDS ATS will be cancelled at the end of the trading day. Firm orders, Conditionals, and AIOIs designated as ENC may specify an optional expiry time. If a Firm order or a firm AIOI has an ENC TIF and does not trade its total available volume after the initial execution, the remaining quantity is cancelled. If a Firm order or a firm AIOI has an ENC TIF and an expiry time and does not trade at all, it will terminate at the expiry time. Because Conditionals or conditional AIOIs are not executable, the ENC TIF has no practical application for Conditionals or conditional AIOIs. The BIDS ATS will not reject Conditionals or conditional AIOIs entered with an ENC TIF designation; rather, the ENC TIF designation on the Conditional or conditional AIOI will be treated as a Day TIF or, if an expiry time is specified, a GTT TIF. All open Firm orders, Conditionals, and AIOIs are cancelled at the market close. The BIDS ATS will reject Conditionals and conditional AIOIs with an IOC TIF. Minimum Volume Automatch Minimum Volume Any Firm order submitted to the BIDS ATS may set a minimum volume that specifies the quantity every trade involving the Firm order must meet. Where two Traders have each set a minimum volume, any resulting transaction between those two Firm orders must have a volume greater than or equal to the highest minimum volume between the two Firm orders (note: the BIDS ATS trades are at least one round lot). Invitation Minimum Volume Traders may also specify a minimum quantity that every invitation related to a Firm order or Conditional must meet. A Firm order using this minimum will only issue an invitation to a contra-party Conditional that is greater than or equal to the required amount. A Conditional using this minimum will only issue or receive an invitation to or from a contra-party Conditional that is greater than or equal to the required amount. See Part III, Item 9 for a discussion of Conditionals and invitations (note: the BIDS ATS invitations are at least one round lot). Automatch and Invitation Minimum Volume designations may be specified on AIOIs. Additional Volume Preferences Traders may supplement minimum volume requirements with the following preferences: 1. Volume Aggregation A Trader may permit trade aggregation for the purpose of meeting its automatch minimum volume requirement. If a Trader enables aggregation, a Firm order from this Trader may trade when it has the aggressive-order status (see Continuous Matching in Part III, Item 11 for definition of aggressive status), with more than one passive Firm order each of which includes volume below the automatch minimum, but the total of which is greater than or equal to the automatch minimum. Each such trade must meet the contra-party's automatch minimum volume, if any. Volume aggregation is not available on AIOIs 2. Minimum Volume for Principal Flow A Sponsored Firm's individual trader may also set a preference called "Minimum Volume for Principal Flow". With this preference, the Sponsored Firm's Firm order or Conditional will only trade/interact with principal capacity Firm orders or Conditionals that have the required minimum quantity. Minimum Volume for Principal Flow may also be set for AIOIs. Contra-party Capacity A Sponsored Firm's individual trader may designate whether his or her Firm order or Conditional may interact with Firm orders or Conditionals that indicate principal capacity. By default, all Sponsored Firm's individual trader's Firm orders and Conditionals only interact with agency capacity Firm orders or Conditionals; however, this default can be overridden at the order level or the Sponsored Firm level at the direction of the Sponsored Firm. This designation is not available on AIOIs. Filter Level A Trader can specify a BIDS Scorecard level that a potential contra-party must achieve in order to interact with a particular Firm order or Conditional. As discussed more fully in Part III, Item 9, BIDS scores Traders submitting Conditionals based on their performance in responding to invitations to firm-up. A Trader may set a filter ("Filter") to prevent invitations from being sent to contra-parties that have BIDS Scorecard levels below the Filter. A Trader sets the Filter level to one of three levels (the "benchmark settings" refer to a variety of proprietary metrics that are calculated for each Trader based on his or her long-term and short-term behavior): (i) Aggressive - allowing invitation to any potential contra-party, regardless of that contra-party's Scorecard score (ii) Normal - permitting interaction with all contra-parties except for poor performing contra-parties (no invitations sent to Traders with scores worse than Normal benchmark settings); and (iii) Conservative - invitations not sent to Traders with scores worse than the Conservative benchmark settings BIDS cannot override a Trader's Filter settings. BIDS, at its discretion, may change the benchmark settings for the different Filter levels. Filter settings do not apply to AIOIs. Invite Mode A Trader may specify which type(s) of contra Conditionals a Firm order or Conditional may invite. The available Invite Mode options include: 1. ON - no restriction, the Firm order or Conditional can interact with any type of contra Conditionals 2. OFF - do not interact with contra Conditionals at all a. A Firm order using "OFF" will only trade with contra Firm orders b. This Invite Mode is only available for Firm orders c. A Conditional using "OFF" will be rejected 3. Auto-only - the Firm order or Conditional will only interact with contra Conditionals that do not involve a human trader seeing an invitation and deciding whether to firm up or not. A Trader may elect to receive a notification from BIDS when the Trader's Firm order invites a Conditional. Invite Mode does not apply to AIOIs. Intra-firm Priority A Subscriber may designate that Firm orders and Conditionals have a priority for interacting with contra Firm orders and Conditionals that are from the same order source. This order preference applies to both invitations and trades. See Part III, Item 11 for a discussion of Intra-firm Priority. Intra-firm Priority designation does not apply to AIOIs. Hosted Pools A Subscriber may designate that Firm orders and Conditionals interact only with others from the same group by setting up a Hosted Pool. See Part III, Item 14 for a discussion of Hosted Pools. AIOIs are not available for use in Hosted Pools. Attributes of Conditionals Only Traders may use certain attributes related to firming-up that are only applicable to Conditionals (e.g., Regular FirmUp Conditional, Auto FirmUp Conditional, Dual Conditional). These attributes affect a Trader's interaction with Conditionals and invitations to firm-up and are discussed in Part III, Item 9 under the Conditional Types and Firm-Up Mode section. These attributes are not available on AIOIs. Routing Instruction The BIDS ATS only routes Firm orders (it does not route Conditionals), and only at the explicit direction of a BIDS Trader User. See Part III, Item 16 for a discussion of order routing. Routing instructions are not available on AIOIs. Buyback Instructions A Subscriber may include buyback instructions on a Conditional or Firm order for execution consistent with the price conditions of Rule 10b-18 under the Securities Exchange Act of 1934. Other than as described below, Conditionals and Firm orders with buyback instructions will be executed consistent with the descriptions above of Conditionals and Firm orders. Rule 10b-18 provides issuers with a safe harbor from manipulation under Section 9(a)(2) of the Exchange Act and Rule 10b-5 under the Exchange Act solely by reason of the manner, timing, price, and volume of their repurchases when they repurchase the issuer's common stock in the market in accordance with the rule's manner, timing, price, and volume conditions. The buyback instructions that the BIDS ATS offers address only the price conditions of Rule 10b-18, not the manner, timing, or volume conditions. A Subscriber may designate a buy Conditional or Firm order with buyback instructions, in which case the buy Conditional or Firm order will be restricted from receiving invitations or from execution in the BIDS ATS, respectively, as follows: - A Firm order with buyback instructions will not be executed in the BIDS ATS if the trade price for the security would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price. - A Conditional with buyback instructions will not receive an invitation if the price terms would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price All Conditionals and Firm orders with buyback instructions will be canceled either: (a) 10 minutes prior to the market close if the Subscriber specifies that the symbol satisfies the requirements of Rule 10b-18(b)(2)(ii) by having an average daily trading value of $1 million or more and a public float value of $150 million or more; or (b) 30 minutes prior to the market close for all other symbols. In order to specify that a symbol satisfies the requirements of Rule 10b-18(b)(2)(ii), the Subscriber must include, in addition to the buyback instructions, a GTT designation expiring between 3:30 p.m. ET and 3:50 p.m. ET (or between 12:30 p.m. ET and 12:50 p.m. ET on a day with an early close). If a Subscriber does not include such a GTT designation, in addition to the buyback instructions, then the Conditional or Firm order will be canceled 30 minutes prior to the market close. Conditionals and Firm orders with buyback instructions will either be executed consistent with the restrictions stated above or remain in effect in accordance with any TIF designation (e.g., a GTT designation that expires before the mandatory cancellation times described above) until they can be executed consistent with those restrictions.

order_types

Firm Orders,Conditionals, and Actionable IOIs The BIDS ATS accepts (i) Firm orders (ii) Conditionals and (iii) AIOIs. Firm orders are executable according to the order specifications. Conditionals, which are described in Part III, Item 9, are trading interests that have the same general attributes of a Firm order except that they are not executable. A Trader must always replace ("firm-up") its Conditional with a Firm order before it can be executed. If an invitation interaction, as described in Part III, Item 9, ends with Firm orders on both sides that satisfy each other's terms and the trade meets applicable regulatory requirements, then a trade will occur. Traders may modify, replace, or cancel a Firm order at any time before execution. Conditionals are discussed in Part III, Item 9; however, unless otherwise noted, the order types and attributes described below apply to both Firm orders and Conditionals. A Trader may modify, replace, or cancel a Conditional at any time prior to an invitation. Once an invitation is received, the Trader may either "firm-up" the Conditional or cancel or ignore the invitation as described in Part III, Item 9. AIOIs, which are described in Part III, Item 9, may be sent through the BIDS ATS as a firm AIOI or a conditional AIOI by Sponsors to their designated Sponsored Firms that use BIDS Trader under terms agreed to by the parties (e.g., BIDS Trader Users can choose whether or not to receive AIOIs from Sponsors). All AIOIs and AIOI messaging pass through the BIDS ATS; however, neither the AIOI message nor the response interact with other Firm orders or Conditionals in the BIDS ATS order book. The Sponsor submitting an AIOI does not know what symbols exist on any BIDS Trader User's blotter. Once an AIOI is received by the BIDS Trader User, the BIDS Trader User may send a message to the BIDS ATS accepting the AIOI on its terms, accepting the AIOI with modified terms (e.g., price terms, quantity, minimum), or declining it, or the BIDS Trader User can ignore the AIOI. If the BIDS Trader User responds to an AIOI by accepting it and the terms on both sides match, a firm AIOI is executed immediately by the BIDS ATS. If the originating AIOI was conditional and the BIDS Trader User responds to the AIOI by accepting it, the BIDS ATS sends the Sponsor a notification to firm-up. Once the Sponsor firms-up the AIOI, the BIDS ATS executes the trade. Any resulting trades may execute at, within, or outside the NBBO as agreed to by both parties to the trade. Executions outside the NBBO would initiate an intermarket sweep order ("ISO") as described in Part III, Item 9. Firm Order and Conditional Order Types The following Firm order and Conditional order types are accepted by the BIDS ATS: (i) limit order, a Firm order or Conditional with a limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (ii) market order, a Firm order or Conditional with no limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (iii) midpoint peg order, which is a priced or unpriced Firm order or Conditional that is pegged to the midpoint of the NBBO; (iv) market peg order, which is a priced or unpriced Firm order or Conditional pegged to the opposite side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive; or (v) primary peg order, which is a priced or unpriced Firm order or Conditional pegged to the same side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive. All Firm orders and Conditionals in the BIDS ATS are peg orders in nature and therefore each Firm order and Conditional entered into the BIDS ATS has an explicit order term referred to as "Price Protection" for capturing the type of pegging (i.e., Midpoint, Market, or Primary) for that particular Firm order or Conditional. A Firm order or Conditional entered into the BIDS ATS as a market or limit order may be set to any of the three peg types. The peg type may be explicitly specified for a particular Firm order or Conditional using a custom FIX tag, or otherwise determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. All Firm orders or Conditionals submitted by a BIDS Trader User will always have the peg type specifically set by the BIDS Trader User or his or her default for Price Protection (Midpoint or Market). Consequently, a Firm order or Conditional submitted simply as a "limit order" or a "market order" without an explicit peg type will be accepted and default to the Trader's default preference for Price Protection. The BIDS ATS determines trade and invitation prices based on NBBOs calculated as described in Part III, Item 23. See Part III, Item 11 for more information on how tradeable prices are determined for different Price Protection terms. AIOI Order Types The following AIOI order types are accepted by the BIDS ATS: (i) peg (i.e., Midpoint, Market, or Primary) with or without an offset. If the offset is zero or no offset is provided, the execution can only occur at or between the NBBO. If the offset is non-zero, the execution may occur outside the NBBO depending on the peg instruction and the offset value; (ii) peg with a limit, same as (i), but the execution price will not exceed the limit price; (iii) limit only, the execution price will not exceed limit price, but may be outside the NBBO. If no pricing or pegging information is provided on the AIOI, the pegging instructions are determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. AIOI Acceptance If a BIDS Trader User accepts an AIOI from a Sponsor, the acceptance may include a limit price, and BIDS Trader will always set a default AIOI Price Protection based on the BIDS Trader User's AIOI Price Protection setting (i.e., allow outside NBBO, or do not allow outside NBBO). Minimum Attributes for Firm Orders All Firm orders submitted to the BIDS ATS must include the following minimum order attributes or the Firm order will be rejected by the BIDS ATS: 1. Symbol 2. Price (discussed above in this item) 3. Side (buy, sell or sell short) 4. Size 5. Capacity (agency or principal) a. Subscribers are responsible for assigning the appropriate capacity to their Firm orders and Conditionals b. All Firm orders and Conditionals submitted by a Sponsored Firm are designated as agency Minimum attributes for Conditionals and AIOIs are described in Part III, Item 9. Additional Order Attributes Participants may include a variety of additional attributes on an order-by-order basis or as a default setting. The use of additional attributes is limited to specific types of Participants (e.g., Traders or Subscribers) as stated in each description, and the additional attributes are applicable to all orders unless specifically restricted in the description. These additional attributes include: Time-in-Force The BIDS ATS supports the following time-in-force ("TIF") types: (i) Good-til-day ("Day") (ii) Good-til-time ("GTT") (time designation must be within the same trading day that the Firm order or Conditional is entered) (iii) Execute-and-cancel ("ENC") (iv) Immediate-or-cancel ("IOC") (Firm order) Firm orders, Conditionals, and AIOIs may be designated with a specified TIF for resting in the BIDS ATS matching book. Firm orders, Conditionals, and AIOIs entered without a specified TIF will be designated with the Trader's default TIF preference (Day, GTT, ENC); if the Trader has not changed the default TIF preference, the Firm order, Conditional, or AIOI will initially default to a Day TIF. Regardless of TIF, any Firm order, Conditional, or AIOI remaining in the BIDS ATS will be cancelled at the end of the trading day. Firm orders, Conditionals, and AIOIs designated as ENC may specify an optional expiry time. If a Firm order or a firm AIOI has an ENC TIF and does not trade its total available volume after the initial execution, the remaining quantity is cancelled. If a Firm order or a firm AIOI has an ENC TIF and an expiry time and does not trade at all, it will terminate at the expiry time. Because Conditionals or conditional AIOIs are not executable, the ENC TIF has no practical application for Conditionals or conditional AIOIs. The BIDS ATS will not reject Conditionals or conditional AIOIs entered with an ENC TIF designation; rather, the ENC TIF designation on the Conditional or conditional AIOI will be treated as a Day TIF or, if an expiry time is specified, a GTT TIF. All open Firm orders, Conditionals, and AIOIs are cancelled at the market close. The BIDS ATS will reject Conditionals and conditional AIOIs with an IOC TIF. Minimum Volume Automatch Minimum Volume Any Firm order submitted to the BIDS ATS may set a minimum volume that specifies the quantity every trade involving the Firm order must meet. Where two Traders have each set a minimum volume, any resulting transaction between those two Firm orders must have a volume greater than or equal to the highest minimum volume between the two Firm orders (note: the BIDS ATS trades are at least one round lot). Invitation Minimum Volume Traders may also specify a minimum quantity that every invitation related to a Firm order or Conditional must meet. A Firm order using this minimum will only issue an invitation to a contra-party Conditional that is greater than or equal to the required amount. A Conditional using this minimum will only issue or receive an invitation to or from a contra-party Conditional that is greater than or equal to the required amount. See Part III, Item 9 for a discussion of Conditionals and invitations (note: the BIDS ATS invitations are at least one round lot). Automatch and Invitation Minimum Volume designations may be specified on AIOIs. Additional Volume Preferences Traders may supplement minimum volume requirements with the following preferences: 1. Volume Aggregation A Trader may permit trade aggregation for the purpose of meeting its automatch minimum volume requirement. If a Trader enables aggregation, a Firm order from this Trader may trade when it has the aggressive-order status (see Continuous Matching in Part III, Item 11 for definition of aggressive status), with more than one passive Firm order each of which includes volume below the automatch minimum, but the total of which is greater than or equal to the automatch minimum. Each such trade must meet the contra-party's automatch minimum volume, if any. Volume aggregation is not available on AIOIs 2. Minimum Volume for Principal Flow A Sponsored Firm's individual trader may also set a preference called "Minimum Volume for Principal Flow". With this preference, the Sponsored Firm's Firm order or Conditional will only trade/interact with principal capacity Firm orders or Conditionals that have the required minimum quantity. Minimum Volume for Principal Flow may also be set for AIOIs. Contra-party Capacity A Sponsored Firm's individual trader may designate whether his or her Firm order or Conditional may interact with Firm orders or Conditionals that indicate principal capacity. By default, all Sponsored Firm's individual trader's Firm orders and Conditionals only interact with agency capacity Firm orders or Conditionals; however, this default can be overridden at the order level or the Sponsored Firm level at the direction of the Sponsored Firm. This designation is not available on AIOIs. Filter Level A Trader can specify a BIDS Scorecard level that a potential contra-party must achieve in order to interact with a particular Firm order or Conditional. As discussed more fully in Part III, Item 9, BIDS scores Traders submitting Conditionals based on their performance in responding to invitations to firm-up. A Trader may set a filter ("Filter") to prevent invitations from being sent to contra-parties that have BIDS Scorecard levels below the Filter. A Trader sets the Filter level to one of three levels (the "benchmark settings" refer to a variety of proprietary metrics that are calculated for each Trader based on his or her long-term and short-term behavior): (i) Aggressive - allowing invitation to any potential contra-party, regardless of that contra-party's Scorecard score (ii) Normal - permitting interaction with all contra-parties except for poor performing contra-parties (no invitations sent to Traders with scores worse than Normal benchmark settings); and (iii) Conservative - invitations not sent to Traders with scores worse than the Conservative benchmark settings BIDS cannot override a Trader's Filter settings. BIDS, at its discretion, may change the benchmark settings for the different Filter levels. Filter settings do not apply to AIOIs. Invite Mode A Trader may specify which type(s) of contra Conditionals a Firm order or Conditional may invite. The available Invite Mode options include: 1. ON - no restriction, the Firm order or Conditional can interact with any type of contra Conditionals 2. OFF - do not interact with contra Conditionals at all a. A Firm order using "OFF" will only trade with contra Firm orders b. This Invite Mode is only available for Firm orders c. A Conditional using "OFF" will be rejected 3. Auto-only - the Firm order or Conditional will only interact with contra Conditionals that do not involve a human trader seeing an invitation and deciding whether to firm up or not. A Trader may elect to receive a notification from BIDS when the Trader's Firm order invites a Conditional. Invite Mode does not apply to AIOIs. Intra-firm Priority A Subscriber may designate that Firm orders and Conditionals have a priority for interacting with contra Firm orders and Conditionals that are from the same order source. This order preference applies to both invitations and trades. See Part III, Item 11 for a discussion of Intra-firm Priority. Intra-firm Priority designation does not apply to AIOIs. Hosted Pools A Subscriber may designate that Firm orders and Conditionals interact only with others from the same group by setting up a Hosted Pool. See Part III, Item 14 for a discussion of Hosted Pools. AIOIs are not available for use in Hosted Pools. Attributes of Conditionals Only Traders may use certain attributes related to firming-up that are only applicable to Conditionals (e.g., Regular FirmUp Conditional, Auto FirmUp Conditional, Dual Conditional). These attributes affect a Trader's interaction with Conditionals and invitations to firm-up and are discussed in Part III, Item 9 under the Conditional Types and Firm-Up Mode section. These attributes are not available on AIOIs. Routing Instruction The BIDS ATS only routes Firm orders (it does not route Conditionals), and only at the explicit direction of a BIDS Trader User. See Part III, Item 16 for a discussion of order routing. Routing instructions are not available on AIOIs. Buyback Instructions A Subscriber may include buyback instructions on a Conditional or Firm order for execution consistent with the price conditions of Rule 10b-18 under the Securities Exchange Act of 1934. Other than as described below, Conditionals and Firm orders with buyback instructions will be executed consistent with the descriptions above of Conditionals and Firm orders. Rule 10b-18 provides issuers with a safe harbor from manipulation under Section 9(a)(2) of the Exchange Act and Rule 10b-5 under the Exchange Act solely by reason of the manner, timing, price, and volume of their repurchases when they repurchase the issuer's common stock in the market in accordance with the rule's manner, timing, price, and volume conditions. The buyback instructions that the BIDS ATS offers address only the price conditions of Rule 10b-18, not the manner, timing, or volume conditions. A Subscriber may designate a buy Conditional or Firm order with buyback instructions, in which case the buy Conditional or Firm order will be restricted from receiving invitations or from execution in the BIDS ATS, respectively, as follows: - A Firm order with buyback instructions will not be executed in the BIDS ATS if the trade price for the security would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price. - A Conditional with buyback instructions will not receive an invitation if the price terms would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price All Conditionals and Firm orders with buyback instructions will be canceled either: (a) 10 minutes prior to the market close if the Subscriber specifies that the symbol satisfies the requirements of Rule 10b-18(b)(2)(ii) by having an average daily trading value of $1 million or more and a public float value of $150 million or more; or (b) 30 minutes prior to the market close for all other symbols. In order to specify that a symbol satisfies the requirements of Rule 10b-18(b)(2)(ii), the Subscriber must include, in addition to the buyback instructions, a GTT designation expiring between 3:30 p.m. ET and 3:50 p.m. ET (or between 12:30 p.m. ET and 12:50 p.m. ET on a day with an early close). If a Subscriber does not include such a GTT designation, in addition to the buyback instructions, then the Conditional or Firm order will be canceled 30 minutes prior to the market close. Conditionals and Firm orders with buyback instructions will either be executed consistent with the restrictions stated above or remain in effect in accordance with any TIF designation (e.g., a GTT designation that expires before the mandatory cancellation times described above) until they can be executed consistent with those restrictions.

order_types

Firm Orders, Conditionals, and Actionable IOIs The BIDS ATS accepts (i) Firm orders (ii) Conditionals and (iii) AIOIs. Firm orders are executable according to the order specifications. Conditionals, which are described in Part III, Item 9, are trading interests that have the same general attributes of a Firm order except that they are not executable. A Trader must always replace ("firm-up") its Conditional with a Firm order before it can be executed. If an invitation interaction, as described in Part III, Item 9, ends with Firm orders on both sides that satisfy each other's terms and the trade meets applicable regulatory requirements, then a trade will occur. Traders may modify, replace, or cancel a Firm order at any time before execution. Conditionals are discussed in Part III, Item 9; however, unless otherwise noted, the order types and attributes described below apply to both Firm orders and Conditionals. A Trader may modify, replace, or cancel a Conditional at any time prior to an invitation. Once an invitation is received, the Trader may either "firm-up" the Conditional or cancel or ignore the invitation as described in Part III, Item 9. AIOIs, which are described in Part III, Item 9, may be sent through the BIDS ATS as a firm AIOI or a conditional AIOI by Sponsors to their designated Sponsored Firms that use BIDS Trader under terms agreed to by the parties (e.g., BIDS Trader Users can choose whether or not to receive AIOIs from Sponsors). All AIOIs and AIOI messaging pass through the BIDS ATS; however, neither the AIOI message nor the response interact with other Firm orders or Conditionals in the BIDS ATS order book. The Sponsor submitting an AIOI does not know what symbols exist on any BIDS Trader User's blotter. Once an AIOI is received by the BIDS Trader User, the BIDS Trader User may send a message to the BIDS ATS accepting the AIOI on its terms, accepting the AIOI with modified terms (e.g., price terms, quantity, minimum), or declining it, or the BIDS Trader User can ignore the AIOI. If the BIDS Trader User responds to an AIOI by accepting it and the terms on both sides match, a firm AIOI is executed immediately by the BIDS ATS. If the originating AIOI was conditional and the BIDS Trader User responds to the AIOI by accepting it, the BIDS ATS sends the Sponsor a notification to firm-up. Once the Sponsor firms-up the AIOI, the BIDS ATS executes the trade. Any resulting trades may execute at, within, or outside the NBBO as agreed to by both parties to the trade. Executions outside the NBBO would initiate an intermarket sweep order ("ISO") as described in Part III, Item 9. Firm Order and Conditional Order Types The following Firm order and Conditional order types are accepted by the BIDS ATS: (i) limit order, a Firm order or Conditional with a limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (ii) market order, a Firm order or Conditional with no limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (iii) midpoint peg order, which is a priced or unpriced Firm order or Conditional that is pegged to the midpoint of the NBBO; (iv) market peg order, which is a priced or unpriced Firm order or Conditional pegged to the opposite side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive; or (v) primary peg order, which is a priced or unpriced Firm order or Conditional pegged to the same side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive. All Firm orders and Conditionals in the BIDS ATS are peg orders in nature and therefore each Firm order and Conditional entered into the BIDS ATS has an explicit order term referred to as "Price Protection" for capturing the type of pegging (i.e., Midpoint, Market, or Primary) for that particular Firm order or Conditional. A Firm order or Conditional entered into the BIDS ATS as a market or limit order may be set to any of the three peg types. The peg type may be explicitly specified for a particular Firm order or Conditional using a custom FIX tag, or otherwise determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. All Firm orders or Conditionals submitted by a BIDS Trader User will always have the peg type specifically set by the BIDS Trader User or his or her default for Price Protection (Midpoint or Market). Consequently, a Firm order or Conditional submitted simply as a "limit order" or a "market order" without an explicit peg type will be accepted and default to the Trader's default preference for Price Protection. The BIDS ATS determines trade and invitation prices based on NBBOs calculated as described in Part III, Item 23. See Part III, Item 11 for more information on how tradeable prices are determined for different Price Protection terms. AIOI Order Types The following AIOI order types are accepted by the BIDS ATS: (i) peg (i.e., Midpoint, Market, or Primary) with or without an offset. If the offset is zero or no offset is provided, the execution can only occur at or between the NBBO. If the offset is non-zero, the execution may occur outside the NBBO depending on the peg instruction and the offset value; (ii) peg with a limit, same as (i), but the execution price will not exceed the limit price; (iii) limit only, the execution price will not exceed limit price, but may be outside the NBBO. If no pricing or pegging information is provided on the AIOI, the pegging instructions are determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. AIOI Acceptance If a BIDS Trader User accepts an AIOI from a Sponsor, the acceptance may include a limit price, and BIDS Trader will always set a default AIOI Price Protection based on the BIDS Trader User's AIOI Price Protection setting (i.e., allow outside NBBO, or do not allow outside NBBO). Minimum Attributes for Firm Orders All Firm orders submitted to the BIDS ATS must include the following minimum order attributes or the Firm order will be rejected by the BIDS ATS: 1. Symbol 2. Price (discussed above in this item) 3. Side (buy, sell or sell short) 4. Size 5. Capacity (agency or principal) a. Subscribers are responsible for assigning the appropriate capacity to their Firm orders and Conditionals b. All Firm orders and Conditionals submitted by a Sponsored Firm are designated as agency Minimum attributes for Conditionals and AIOIs are described in Part III, Item 9. Additional Order Attributes Participants may include a variety of additional attributes on an order-by-order basis or as a default setting. The use of additional attributes is limited to specific types of Participants (e.g., Traders or Subscribers) as stated in each description, and the additional attributes are applicable to all orders unless specifically restricted in the description. These additional attributes include: Time-in-Force The BIDS ATS supports the following time-in-force ("TIF") types: (i) Good-til-day ("Day") (ii) Good-til-time ("GTT") (time designation must be within the same trading day that the Firm order or Conditional is entered) (iii) Execute-and-cancel ("ENC") (iv) Immediate-or-cancel ("IOC") (Firm order) Firm orders, Conditionals, and AIOIs may be designated with a specified TIF for resting in the BIDS ATS matching book. Firm orders, Conditionals, and AIOIs entered without a specified TIF will be designated with the Trader's default TIF preference (Day, GTT, ENC); if the Trader has not changed the default TIF preference, the Firm order, Conditional, or AIOI will initially default to a Day TIF. Regardless of TIF, any Firm order, Conditional, or AIOI remaining in the BIDS ATS will be cancelled at the end of the trading day. Firm orders, Conditionals, and AIOIs designated as ENC may specify an optional expiry time. If a Firm order or a firm AIOI has an ENC TIF and does not trade its total available volume after the initial execution, the remaining quantity is cancelled. If a Firm order or a firm AIOI has an ENC TIF and an expiry time and does not trade at all, it will terminate at the expiry time. Because Conditionals or conditional AIOIs are not executable, the ENC TIF has no practical application for Conditionals or conditional AIOIs. The BIDS ATS will not reject Conditionals or conditional AIOIs entered with an ENC TIF designation; rather, the ENC TIF designation on the Conditional or conditional AIOI will be treated as a Day TIF or, if an expiry time is specified, a GTT TIF. All open Firm orders, Conditionals, and AIOIs are cancelled at the market close. The BIDS ATS will reject Conditionals and conditional AIOIs with an IOC TIF. Minimum Volume Automatch Minimum Volume Any Firm order submitted to the BIDS ATS may set a minimum volume that specifies the quantity every trade involving the Firm order must meet. Where two Traders have each set a minimum volume, any resulting transaction between those two Firm orders must have a volume greater than or equal to the highest minimum volume between the two Firm orders (note: the BIDS ATS trades are at least one round lot). Invitation Minimum Volume Traders may also specify a minimum quantity that every invitation related to a Firm order or Conditional must meet. A Firm order using this minimum will only issue an invitation to a contra-party Conditional that is greater than or equal to the required amount. A Conditional using this minimum will only issue or receive an invitation to or from a contra-party Conditional that is greater than or equal to the required amount. See Part III, Item 9 for a discussion of Conditionals and invitations (note: the BIDS ATS invitations are at least one round lot). Automatch and Invitation Minimum Volume designations may be specified on AIOIs. Additional Volume Preferences Traders may supplement minimum volume requirements with the following preferences: 1. Volume Aggregation A Trader may permit trade aggregation for the purpose of meeting its automatch minimum volume requirement. If a Trader enables aggregation, a Firm order from this Trader may trade when it has the aggressive-order status (see Continuous Matching in Part III, Item 11 for definition of aggressive status), with more than one passive Firm order each of which includes volume below the automatch minimum, but the total of which is greater than or equal to the automatch minimum. Each such trade must meet the contra-party's automatch minimum volume, if any. Volume aggregation is not available on AIOIs 2. Minimum Volume for Principal Flow A Sponsored Firm's individual trader may also set a preference called "Minimum Volume for Principal Flow". With this preference, the Sponsored Firm's Firm order or Conditional will only trade/interact with principal capacity Firm orders or Conditionals that have the required minimum quantity. Minimum Volume for Principal Flow may also be set for AIOIs. Contra-party Capacity A Sponsored Firm's individual trader may designate whether his or her Firm order or Conditional may interact with Firm orders or Conditionals that indicate principal capacity. By default, all Sponsored Firm's individual trader's Firm orders and Conditionals only interact with agency capacity Firm orders or Conditionals; however, this default can be overridden at the order level or the Sponsored Firm level at the direction of the Sponsored Firm. This designation is not available on AIOIs. Filter Level A Trader can specify a BIDS Scorecard level that a potential contra-party must achieve in order to interact with a particular Firm order or Conditional. As discussed more fully in Part III, Item 9, BIDS scores Traders submitting Conditionals based on their performance in responding to invitations to firm-up. A Trader may set a filter ("Filter") to prevent invitations from being sent to contra-parties that have BIDS Scorecard levels below the Filter. A Trader sets the Filter level to one of three levels (the "benchmark settings" refer to a variety of proprietary metrics that are calculated for each Trader based on his or her long-term and short-term behavior): (i) Aggressive - allowing invitation to any potential contra-party, regardless of that contra-party's Scorecard score (ii) Normal - permitting interaction with all contra-parties except for poor performing contra-parties (no invitations sent to Traders with scores worse than Normal benchmark settings); and (iii) Conservative - invitations not sent to Traders with scores worse than the Conservative benchmark settings BIDS cannot override a Trader's Filter settings. BIDS, at its discretion, may change the benchmark settings for the different Filter levels. Filter settings do not apply to AIOIs. Invite Mode A Trader may specify which type(s) of contra Conditionals a Firm order or Conditional may invite. The available Invite Mode options include: 1. ON - no restriction, the Firm order or Conditional can interact with any type of contra Conditionals 2. OFF - do not interact with contra Conditionals at all a. A Firm order using "OFF" will only trade with contra Firm orders b. This Invite Mode is only available for Firm orders c. A Conditional using "OFF" will be rejected 3. Auto-only - the Firm order or Conditional will only interact with contra Conditionals that do not involve a human trader seeing an invitation and deciding whether to firm up or not. A Trader may elect to receive a notification from BIDS when the Trader's Firm order invites a Conditional. Invite Mode does not apply to AIOIs. Intra-firm Priority A Subscriber may designate that Firm orders and Conditionals have a priority for interacting with contra Firm orders and Conditionals that are from the same order source. This order preference applies to both invitations and trades. See Part III, Item 11 for a discussion of Intra-firm Priority. Intra-firm Priority designation does not apply to AIOIs. Hosted Pools A Subscriber may designate that Firm orders and Conditionals interact only with others from the same group by setting up a Hosted Pool. See Part III, Item 14 for a discussion of Hosted Pools. AIOIs are not available for use in Hosted Pools. Attributes of Conditionals Only Traders may use certain attributes related to firming-up that are only applicable to Conditionals (e.g., Regular FirmUp Conditional, Auto FirmUp Conditional, Dual Conditional). These attributes affect a Trader's interaction with Conditionals and invitations to firm-up and are discussed in Part III, Item 9 under the Conditional Types and Firm-Up Mode section. These attributes are not available on AIOIs. Routing Instruction The BIDS ATS only routes Firm orders (it does not route Conditionals), and only at the explicit direction of a BIDS Trader User. See Part III, Item 16 for a discussion of order routing. Routing instructions are not available on AIOIs. Buyback Instructions A Subscriber may include buyback instructions on a Conditional or Firm order for execution consistent with the price conditions of Rule 10b-18 under the Securities Exchange Act of 1934. Other than as described below, Conditionals and Firm orders with buyback instructions will be executed consistent with the descriptions above of Conditionals and Firm orders. Rule 10b-18 provides issuers with a safe harbor from manipulation under Section 9(a)(2) of the Exchange Act and Rule 10b-5 under the Exchange Act solely by reason of the manner, timing, price, and volume of their repurchases when they repurchase the issuer's common stock in the market in accordance with the rule's manner, timing, price, and volume conditions. The buyback instructions that the BIDS ATS offers address only the price conditions of Rule 10b-18, not the manner, timing, or volume conditions. A Subscriber may designate a buy Conditional or Firm order with buyback instructions, in which case the buy Conditional or Firm order will be restricted from receiving invitations or from execution in the BIDS ATS, respectively, as follows: - A Firm order with buyback instructions will not be executed in the BIDS ATS if the trade price for the security would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price. - A Conditional with buyback instructions will not receive an invitation if the price terms would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price All Conditionals and Firm orders with buyback instructions will be canceled either: (a) 10 minutes prior to the market close if the Subscriber specifies that the symbol satisfies the requirements of Rule 10b-18(b)(2)(ii) by having an average daily trading value of $1 million or more and a public float value of $150 million or more; or (b) 30 minutes prior to the market close for all other symbols. In order to specify that a symbol satisfies the requirements of Rule 10b-18(b)(2)(ii), the Subscriber must include, in addition to the buyback instructions, a GTT designation expiring between 3:30 p.m. ET and 3:50 p.m. ET (or between 12:30 p.m. ET and 12:50 p.m. ET on a day with an early close). If a Subscriber does not include such a GTT designation, in addition to the buyback instructions, then the Conditional or Firm order will be canceled 30 minutes prior to the market close. Conditionals and Firm orders with buyback instructions will either be executed consistent with the restrictions stated above or remain in effect in accordance with any TIF designation (e.g., a GTT designation that expires before the mandatory cancellation times described above) until they can be executed consistent with those restrictions.

order_types

Firm Orders and Conditionals The BIDS ATS accepts both (i) Firm orders and (ii) Conditionals. Firm orders are executable according to the order specifications. Conditionals, which are described in Part III, Item 9, are trading interests that have the same general attributes of a Firm order except that they are not executable. A Trader must always replace ("firm-up") its Conditional with a Firm order before it can be executed. If an invitation interaction, as described in Part III, Item 9, ends with Firm orders on both sides that satisfy each other's terms and the trade meets applicable regulatory requirements, then a trade will occur. Traders may modify, replace, or cancel a Firm order at any time before execution. Conditionals are discussed in Part III, Item 9; however, unless otherwise noted, the order types and attributes described below apply to both Firm orders and Conditionals. A Trader may modify, replace, or cancel a Conditional at any time prior to an invitation. Once an invitation is received, the Trader may either "firm-up" the Conditional or cancel or ignore the invitation as described in Part III, Item 9. Order Types The following order types are accepted by the BIDS ATS: (i) limit order, a Firm order or Conditional with a limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (ii) market order, a Firm order or Conditional with no limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (iii) midpoint peg order, which is a priced or unpriced Firm order or Conditional that is pegged to the midpoint of the NBBO; (iv) market peg order, which is a priced or unpriced Firm order or Conditional pegged to the opposite side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive; or (v) primary peg order, which is a priced or unpriced Firm order or Conditional pegged to the same side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive. All Firm orders and Conditionals in the BIDS ATS are peg orders in nature and therefore each Firm order and Conditional entered into the BIDS ATS has an explicit order term referred to as "Price Protection" for capturing the type of pegging (i.e., Midpoint, Market, or Primary) for that particular Firm order or Conditional. A Firm order or Conditional entered into the BIDS ATS as a market or limit order may be set to any of the three peg types. The peg type may be explicitly specified for a particular Firm order or Conditional using a custom FIX tag, or otherwise determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. All Firm orders or Conditionals submitted by a BIDS Trader User will always have the peg type specifically set by the BIDS Trader User or his or her default for Price Protection (Midpoint or Market). Consequently, a Firm order or Conditional submitted simply as a "limit order" or a "market order" without an explicit peg type will be accepted and default to the Trader's default preference for Price Protection. The BIDS ATS determines trade and invitation prices based on NBBOs calculated as described in Part III, Item 23. See Part III, Item 11 for more information on how tradeable prices are determined for different Price Protection terms. Minimum Attributes for Firm Orders All Firm orders submitted to the BIDS ATS must include the following minimum order attributes or the Firm order will be rejected by the BIDS ATS: 1. Symbol 2. Price (discussed above in this item) 3. Side (buy, sell or sell short) 4. Size 5. Capacity (agency or principal) a. Subscribers are responsible for assigning the appropriate capacity to their Firm orders and Conditionals b. All Firm orders and Conditionals submitted by a Sponsored Firm are designated as agency Minimum attributes for Conditionals are described in Part III, Item 9. Additional Order Attributes All Traders may include a variety of additional attributes on an order-by-order basis or as a default setting. These additional attributes include: Time-in-Force The BIDS ATS supports the following time-in-force ("TIF") types: (i) Good-til-day ("Day") (ii) Good-til-time ("GTT") (time designation must be within the same trading day that the Firm order or Conditional is entered) (iii) Execute-and-cancel ("ENC") (iv) Immediate-or-cancel ("IOC") (Firm order) Firm orders and Conditionals may be designated with a specified TIF for resting in the BIDS ATS matching book. Firm orders and Conditionals entered without a specified TIF will be designated with the Trader's default TIF preference (Day, GTT, ENC); if the Trader has not changed the default TIF preference, the Firm order or Conditional will initially default to a Day order. Regardless of TIF, any Firm order or Conditional remaining in the BIDS ATS will be cancelled at the end of the trading day. Firm orders and Conditionals designated as ENC may specify an optional expiry time. If an ENC Firm order does not trade its total available volume after the initial execution, the remaining quantity is cancelled. If the ENC Firm order has an expiry time and does not trade at all, it will terminate at the expiry time. Because Conditionals are not executable, the ENC TIF has no practical application for Conditionals. The BIDS ATS will not reject Conditionals entered with an ENC TIF designation; rather, the ENC TIF designation on the Conditional will be treated as a Day TIF or, if an expiry time is specified, a GTT TIF. All open Firm orders and Conditionals are cancelled at the market close. The BIDS ATS will reject Conditionals with an IOC TIF. Minimum Volume Automatch Minimum Volume Any Firm order submitted to the BIDS ATS may set a minimum volume that specifies the minimum quantity every trade involving the Firm order must meet. Where two Traders have each set a minimum volume, any resulting transaction between those two Firm orders must have a volume greater than or equal to the highest minimum volume between the two Firm orders. A mixed-lot automatch minimum volume will be rounded down (note: the BIDS ATS trades are at least one round lot). Invitation Minimum Volume Traders may also specify a minimum quantity that every invitation related to a Firm order or Conditional must meet. A Firm order using this minimum will only issue an invitation to a contra-party Conditional that is greater than or equal to the required amount. A Conditional using this minimum will only issue or receive an invitation to or from a contra-party Conditional that is greater than or equal to the required amount. See Part III, Item 9 for a discussion of Conditionals and invitations. As is the case with automatch minimum volume, an invitation minimum volume that is a mixed-lot amount will automatically be rounded down (note: the BIDS ATS invitations are at least one round lot). Additional Volume Preferences Traders may supplement minimum volume requirements with the following preferences: 1. Volume Aggregation A Trader may permit trade aggregation for the purpose of meeting its automatch minimum volume requirement. If a Trader enables aggregation, a Firm order from this Trader may trade when it has the aggressive order status (see Continuous Matching in Part III, Item 11 for definition of aggressive status), with more than one passive Firm order each of which includes volume below the automatch minimum, but the total of which is greater than or equal to the automatch minimum. Each such trade must meet the contra-party's automatch minimum volume, if any. 2. Minimum Volume for Principal Flow A Sponsored Firm's individual trader may also set a preference called "Minimum Volume for Principal Flow". With this preference, the Sponsored Firm's Firm order or Conditional will only trade/interact with principal capacity Firm orders or Conditionals that have the required minimum quantity. Contra-party Capacity A Sponsored Firm's individual trader may designate whether his or her Firm order or Conditional may interact with Firm orders or Conditionals that indicate principal capacity. By default, all Sponsored Firm's individual trader's Firm orders and Conditionals only interact with agency capacity Firm orders or Conditionals; however, this default can be overridden at the order level or the Sponsored Firm level at the direction of the Sponsored Firm. Filter Level A Trader can specify a BIDS Scorecard level that a potential contra-party must achieve in order to interact with a particular Firm order or Conditional. As discussed more fully in Part III, Item 9, BIDS scores Traders submitting Conditionals based on their performance in responding to invitations to firm-up. A Trader may set a filter ("Filter") to prevent invitations from being sent to contra-parties that have BIDS Scorecard levels below the Filter. A Trader sets the Filter level to one of three levels (the "benchmark settings" refer to a variety of proprietary metrics that are calculated for each Trader based on his or her long-term and short-term behavior): (i) Aggressive - allowing invitation to any potential contra-party, regardless of that contra-party's Scorecard score (ii) Normal - permitting interaction with all contra-parties except for poor performing contra-parties (no invitations sent to Traders with scores worse than Normal benchmark settings); and (iii) Conservative - invitations not sent to Traders with scores worse than the Conservative benchmark settings BIDS cannot override a Trader's Filter settings. BIDS, at its discretion, may change the benchmark settings for the different Filter levels. Invite Mode A Trader may specify which type(s) of contra Conditionals a Firm order or Conditional may invite. The available Invite Mode options include: 1. ON - no restriction, the Firm order or Conditional can interact with any type of contra Conditionals 2. OFF - do not interact with contra Conditionals at all a. A Firm order using "OFF" will only trade with contra Firm orders b. This Invite Mode is only available for Firm orders c. A Conditional using "OFF" will be rejected 3. Auto-only - the Firm order or Conditional will only interact with contra Conditionals that do not involve a human trader seeing an invitation and deciding whether to firm up or not Intra-firm Priority A Subscriber may designate that Firm orders and Conditionals have a priority for interacting with contra Firm orders and Conditionals that are from the same order source. This order preference applies to both invitations and trades. See Part III, Item 11 for a discussion of Intra-firm Priority. Hosted Pools A Subscriber may designate that Firm orders and Conditionals interact only with others from the same group by setting up a Hosted Pool. See Part III, Item 14 for a discussion of Hosted Pools. Attributes of Conditionals Only Traders may use certain attributes related to firming-up that are only applicable to Conditionals (e.g., Regular FirmUp Conditional, Auto FirmUp Conditional, Dual Conditional) . These attributes affect a Trader's interaction with Conditionals and invitations to firm-up and are discussed in Part III, Item 9 under the Conditional Types and Firm-Up Mode section. Routing Instruction The BIDS ATS only routes Firm orders (it does not route Conditionals) at the direction of a BIDS Trader User. See Part III, Item 16 for a discussion of order routing.

order_types

Firm Orders,Conditionals, and Actionable IOIs The BIDS ATS accepts (i) Firm orders (ii) Conditionals and (iii) AIOIs. Firm orders are executable according to the order specifications. Conditionals, which are described in Part III, Item 9, are trading interests that have the same general attributes of a Firm order except that they are not executable. A Trader must always replace ("firm-up") its Conditional with a Firm order before it can be executed. If an invitation interaction, as described in Part III, Item 9, ends with Firm orders on both sides that satisfy each other's terms and the trade meets applicable regulatory requirements, then a trade will occur. Traders may modify, replace, or cancel a Firm order at any time before execution. Conditionals are discussed in Part III, Item 9; however, unless otherwise noted, the order types and attributes described below apply to both Firm orders and Conditionals. A Trader may modify, replace, or cancel a Conditional at any time prior to an invitation. Once an invitation is received, the Trader may either "firm-up" the Conditional or cancel or ignore the invitation as described in Part III, Item 9. AIOIs, which are described in Part III, Item 9, may be sent through the BIDS ATS as a firm AIOI or a conditional AIOI by Sponsors to their designated Sponsored Firms that use BIDS Trader under terms agreed to by the parties (e.g., BIDS Trader Users can choose whether or not to receive AIOIs from Sponsors). All AIOIs and AIOI messaging pass through the BIDS ATS; however, neither the AIOI message nor the response interact with other Firm orders or Conditionals in the BIDS ATS order book. The Sponsor submitting an AIOI does not know what symbols exist on any BIDS Trader User's blotter. Once an AIOI is received by the BIDS Trader User, the BIDS Trader User may send a message to the BIDS ATS accepting the AIOI on its terms, accepting the AIOI with modified terms (e.g., price terms, quantity, minimum), or declining it, or the BIDS Trader User can ignore the AIOI. If the BIDS Trader User responds to an AIOI by accepting it and the terms on both sides match, a firm AIOI is executed immediately by the BIDS ATS. If the originating AIOI was conditional and the BIDS Trader User responds to the AIOI by accepting it, the BIDS ATS sends the Sponsor a notification to firm-up. Once the Sponsor firms-up the AIOI, the BIDS ATS executes the trade. Any resulting trades may execute at, within, or outside the NBBO as agreed to by both parties to the trade. Executions outside the NBBO would initiate an intermarket sweep order ("ISO") as described in Part III, Item 9. Firm Order and Conditional Order Types The following Firm order and Conditional order types are accepted by the BIDS ATS: (i) limit order, a Firm order or Conditional with a limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (ii) market order, a Firm order or Conditional with no limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (iii) midpoint peg order, which is a priced or unpriced Firm order or Conditional that is pegged to the midpoint of the NBBO; (iv) market peg order, which is a priced or unpriced Firm order or Conditional pegged to the opposite side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive; or (v) primary peg order, which is a priced or unpriced Firm order or Conditional pegged to the same side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive. All Firm orders and Conditionals in the BIDS ATS are peg orders in nature and therefore each Firm order and Conditional entered into the BIDS ATS has an explicit order term referred to as "Price Protection" for capturing the type of pegging (i.e., Midpoint, Market, or Primary) for that particular Firm order or Conditional. A Firm order or Conditional entered into the BIDS ATS as a market or limit order may be set to any of the three peg types. The peg type may be explicitly specified for a particular Firm order or Conditional using a custom FIX tag, or otherwise determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. All Firm orders or Conditionals submitted by a BIDS Trader User will always have the peg type specifically set by the BIDS Trader User or his or her default for Price Protection (Midpoint or Market). Consequently, a Firm order or Conditional submitted simply as a "limit order" or a "market order" without an explicit peg type will be accepted and default to the Trader's default preference for Price Protection. The BIDS ATS determines trade and invitation prices based on NBBOs calculated as described in Part III, Item 23. See Part III, Item 11 for more information on how tradeable prices are determined for different Price Protection terms. AIOI Order Types The following AIOI order types are accepted by the BIDS ATS: (i) peg (i.e., Midpoint, Market, or Primary) with or without an offset. If the offset is zero or no offset is provided, the execution can only occur at or between the NBBO. If the offset is non-zero, the execution may occur outside the NBBO depending on the peg instruction and the offset value; (ii) peg with a limit, same as (i), but the execution price will not exceed the limit price; (iii) limit only, the execution price will not exceed limit price, but may be outside the NBBO. If no pricing or pegging information is provided on the AIOI, the pegging instructions are determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. AIOI Acceptance If a BIDS Trader User accepts an AIOI from a Sponsor, the acceptance may include a limit price, and BIDS Trader will always set a default AIOI Price Protection based on the BIDS Trader User's AIOI Price Protection setting (i.e., allow outside NBBO, or do not allow outside NBBO). Minimum Attributes for Firm Orders All Firm orders submitted to the BIDS ATS must include the following minimum order attributes or the Firm order will be rejected by the BIDS ATS: 1. Symbol 2. Price (discussed above in this item) 3. Side (buy, sell or sell short) 4. Size 5. Capacity (agency or principal) a. Subscribers are responsible for assigning the appropriate capacity to their Firm orders and Conditionals b. All Firm orders and Conditionals submitted by a Sponsored Firm are designated as agency Minimum attributes for Conditionals and AIOIs are described in Part III, Item 9. Additional Order Attributes Participants may include a variety of additional attributes on an order-by-order basis or as a default setting. The use of additional attributes is limited to specific types of Participants (e.g., Traders or Subscribers) as stated in each description, and the additional attributes are applicable to all orders unless specifically restricted in the description. These additional attributes include: Time-in-Force The BIDS ATS supports the following time-in-force ("TIF") types: (i) Good-til-day ("Day") (ii) Good-til-time ("GTT") (time designation must be within the same trading day that the Firm order or Conditional is entered) (iii) Execute-and-cancel ("ENC") (iv) Immediate-or-cancel ("IOC") (Firm order) Firm orders, Conditionals, and AIOIs may be designated with a specified TIF for resting in the BIDS ATS matching book. Firm orders, Conditionals, and AIOIs entered without a specified TIF will be designated with the Trader's default TIF preference (Day, GTT, ENC); if the Trader has not changed the default TIF preference, the Firm order, Conditional, or AIOI will initially default to a Day TIF. Regardless of TIF, any Firm order, Conditional, or AIOI remaining in the BIDS ATS will be cancelled at the end of the trading day. Firm orders, Conditionals, and AIOIs designated as ENC may specify an optional expiry time. If a Firm order or a firm AIOI has an ENC TIF and does not trade its total available volume after the initial execution, the remaining quantity is cancelled. If a Firm order or a firm AIOI has an ENC TIF and an expiry time and does not trade at all, it will terminate at the expiry time. Because Conditionals or conditional AIOIs are not executable, the ENC TIF has no practical application for Conditionals or conditional AIOIs. The BIDS ATS will not reject Conditionals or conditional AIOIs entered with an ENC TIF designation; rather, the ENC TIF designation on the Conditional or conditional AIOI will be treated as a Day TIF or, if an expiry time is specified, a GTT TIF. All open Firm orders, Conditionals, and AIOIs are cancelled at the market close. The BIDS ATS will reject Conditionals and conditional AIOIs with an IOC TIF. Minimum Volume Automatch Minimum Volume Any Firm order submitted to the BIDS ATS may set a minimum volume that specifies the quantity every trade involving the Firm order must meet. Where two Traders have each set a minimum volume, any resulting transaction between those two Firm orders must have a volume greater than or equal to the highest minimum volume between the two Firm orders (note: the BIDS ATS trades are at least one round lot). Invitation Minimum Volume Traders may also specify a minimum quantity that every invitation related to a Firm order or Conditional must meet. A Firm order using this minimum will only issue an invitation to a contra-party Conditional that is greater than or equal to the required amount. A Conditional using this minimum will only issue or receive an invitation to or from a contra-party Conditional that is greater than or equal to the required amount. See Part III, Item 9 for a discussion of Conditionals and invitations (note: the BIDS ATS invitations are at least one round lot). Automatch and Invitation Minimum Volume designations may be specified on AIOIs. Additional Volume Preferences Traders may supplement minimum volume requirements with the following preferences: 1. Volume Aggregation A Trader may permit trade aggregation for the purpose of meeting its automatch minimum volume requirement. If a Trader enables aggregation, a Firm order from this Trader may trade when it has the aggressive-order status (see Continuous Matching in Part III, Item 11 for definition of aggressive status), with more than one passive Firm order each of which includes volume below the automatch minimum, but the total of which is greater than or equal to the automatch minimum. Each such trade must meet the contra-party's automatch minimum volume, if any. Volume aggregation is not available on AIOIs 2. Minimum Volume for Principal Flow A Sponsored Firm's individual trader may also set a preference called "Minimum Volume for Principal Flow". With this preference, the Sponsored Firm's Firm order or Conditional will only trade/interact with principal capacity Firm orders or Conditionals that have the required minimum quantity. Minimum Volume for Principal Flow may also be set for AIOIs. Contra-party Capacity A Sponsored Firm's individual trader may designate whether his or her Firm order or Conditional may interact with Firm orders or Conditionals that indicate principal capacity. By default, all Sponsored Firm's individual trader's Firm orders and Conditionals only interact with agency capacity Firm orders or Conditionals; however, this default can be overridden at the order level or the Sponsored Firm level at the direction of the Sponsored Firm. This designation is not available on AIOIs. Filter Level A Trader can specify a BIDS Scorecard level that a potential contra-party must achieve in order to interact with a particular Firm order or Conditional. As discussed more fully in Part III, Item 9, BIDS scores Traders submitting Conditionals based on their performance in responding to invitations to firm-up. A Trader may set a filter ("Filter") to prevent invitations from being sent to contra-parties that have BIDS Scorecard levels below the Filter. A Trader sets the Filter level to one of three levels (the "benchmark settings" refer to a variety of proprietary metrics that are calculated for each Trader based on his or her long-term and short-term behavior): (i) Aggressive - allowing invitation to any potential contra-party, regardless of that contra-party's Scorecard score (ii) Normal - permitting interaction with all contra-parties except for poor performing contra-parties (no invitations sent to Traders with scores worse than Normal benchmark settings); and (iii) Conservative - invitations not sent to Traders with scores worse than the Conservative benchmark settings BIDS cannot override a Trader's Filter settings. BIDS, at its discretion, may change the benchmark settings for the different Filter levels. Filter settings do not apply to AIOIs. Invite Mode A Trader may specify which type(s) of contra Conditionals a Firm order or Conditional may invite. The available Invite Mode options include: 1. ON - no restriction, the Firm order or Conditional can interact with any type of contra Conditionals 2. OFF - do not interact with contra Conditionals at all a. A Firm order using "OFF" will only trade with contra Firm orders b. This Invite Mode is only available for Firm orders c. A Conditional using "OFF" will be rejected 3. Auto-only - the Firm order or Conditional will only interact with contra Conditionals that do not involve a human trader seeing an invitation and deciding whether to firm up or not. Invite Mode does not apply to AIOIs. Intra-firm Priority A Subscriber may designate that Firm orders and Conditionals have a priority for interacting with contra Firm orders and Conditionals that are from the same order source. This order preference applies to both invitations and trades. See Part III, Item 11 for a discussion of Intra-firm Priority. Intra-firm Priority designation does not apply to AIOIs. Hosted Pools A Subscriber may designate that Firm orders and Conditionals interact only with others from the same group by setting up a Hosted Pool. See Part III, Item 14 for a discussion of Hosted Pools. AIOIs are not available for use in Hosted Pools. Attributes of Conditionals Only Traders may use certain attributes related to firming-up that are only applicable to Conditionals (e.g., Regular FirmUp Conditional, Auto FirmUp Conditional, Dual Conditional). These attributes affect a Trader's interaction with Conditionals and invitations to firm-up and are discussed in Part III, Item 9 under the Conditional Types and Firm-Up Mode section. These attributes are not available on AIOIs. Routing Instruction The BIDS ATS only routes Firm orders (it does not route Conditionals), and only at the explicit direction of a BIDS Trader User. See Part III, Item 16 for a discussion of order routing. Routing instructions are not available on AIOIs. Buyback Instructions A Subscriber may include buyback instructions on a Conditional or Firm order for execution consistent with the price conditions of Rule 10b-18 under the Securities Exchange Act of 1934. Other than as described below, Conditionals and Firm orders with buyback instructions will be executed consistent with the descriptions above of Conditionals and Firm orders. Rule 10b-18 provides issuers with a safe harbor from manipulation under Section 9(a)(2) of the Exchange Act and Rule 10b-5 under the Exchange Act solely by reason of the manner, timing, price, and volume of their repurchases when they repurchase the issuer's common stock in the market in accordance with the rule's manner, timing, price, and volume conditions. The buyback instructions that the BIDS ATS offers address only the price conditions of Rule 10b-18, not the manner, timing, or volume conditions. A Subscriber may designate a buy Conditional or Firm order with buyback instructions, in which case the buy Conditional or Firm order will be restricted from receiving invitations or from execution in the BIDS ATS, respectively, as follows: o A Firm order with buyback instructions will not be executed in the BIDS ATS if the trade price for the security would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price. o A Conditional with buyback instructions will not receive an invitation if the price terms would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price All Conditionals and Firm orders with buyback instructions will be canceled either: (a) 10 minutes prior to the market close if the Subscriber specifies that the symbol satisfies the requirements of Rule 10b-18(b)(2)(ii) by having an average daily trading value of $1 million or more and a public float value of $150 million or more; or (b) 30 minutes prior to the market close for all other symbols. In order to specify that a symbol satisfies the requirements of Rule 10b-18(b)(2)(ii), the Subscriber must include, in addition to the buyback instructions, a GTT designation expiring between 3:30 p.m. ET and 3:50 p.m. ET (or between 12:30 p.m. ET and 12:50 p.m. ET on a day with an early close). If a Subscriber does not include such a GTT designation, in addition to the buyback instructions, then the Conditional or Firm order will be canceled 30 minutes prior to the market close. Conditionals and Firm orders with buyback instructions will either be executed consistent with the restrictions stated above or remain in effect in accordance with any TIF designation (e.g., a GTT designation that expires before the mandatory cancellation times described above) until they can be executed consistent with those restrictions.

order_types

Firm Orders,Conditionals, and Actionable IOIs The BIDS ATS accepts (i) Firm orders (ii) Conditionals and (iii) AIOIs. Firm orders are executable according to the order specifications. Conditionals, which are described in Part III, Item 9, are trading interests that have the same general attributes of a Firm order except that they are not executable. A Trader must always replace ("firm-up") its Conditional with a Firm order before it can be executed. If an invitation interaction, as described in Part III, Item 9, ends with Firm orders on both sides that satisfy each other's terms and the trade meets applicable regulatory requirements, then a trade will occur. Traders may modify, replace, or cancel a Firm order at any time before execution. Conditionals are discussed in Part III, Item 9; however, unless otherwise noted, the order types and attributes described below apply to both Firm orders and Conditionals. A Trader may modify, replace, or cancel a Conditional at any time prior to an invitation. Once an invitation is received, the Trader may either "firm-up" the Conditional or cancel or ignore the invitation as described in Part III, Item 9. AIOIs, which are described in Part III, Item 9, may be sent through the BIDS ATS as a firm AIOI or a conditional AIOI by Sponsors to their designated Sponsored Firms that use BIDS Trader under terms agreed to by the parties (e.g., BIDS Trader Users can choose whether or not to receive AIOIs from Sponsors). All AIOIs and AIOI messaging pass through the BIDS ATS; however, neither the AIOI message nor the response interact with other Firm orders or Conditionals in the BIDS ATS order book. The Sponsor submitting an AIOI does not know what symbols exist on any BIDS Trader User's blotter. Once an AIOI is received by the BIDS Trader User, the BIDS Trader User may send a message to the BIDS ATS accepting the AIOI on its terms, accepting the AIOI with modified terms (e.g., price terms, quantity, minimum), or declining it, or the BIDS Trader User can ignore the AIOI. If the BIDS Trader User responds to an AIOI by accepting it and the terms on both sides match, a firm AIOI is executed immediately by the BIDS ATS. If the originating AIOI was conditional and the BIDS Trader User responds to the AIOI by accepting it, the BIDS ATS sends the Sponsor a notification to firm-up. Once the Sponsor firms-up the AIOI, the BIDS ATS executes the trade. Any resulting trades may execute at, within, or outside the NBBO as agreed to by both parties to the trade. Executions outside the NBBO would initiate an intermarket sweep order ("ISO") as described in Part III, Item 9. Firm Order and Conditional Order Types The following Firm order and Conditional order types are accepted by the BIDS ATS: (i) limit order, a Firm order or Conditional with a limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (ii) market order, a Firm order or Conditional with no limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (iii) midpoint peg order, which is a priced or unpriced Firm order or Conditional that is pegged to the midpoint of the NBBO; (iv) market peg order, which is a priced or unpriced Firm order or Conditional pegged to the opposite side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive; or (v) primary peg order, which is a priced or unpriced Firm order or Conditional pegged to the same side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive. All Firm orders and Conditionals in the BIDS ATS are peg orders in nature and therefore each Firm order and Conditional entered into the BIDS ATS has an explicit order term referred to as "Price Protection" for capturing the type of pegging (i.e., Midpoint, Market, or Primary) for that particular Firm order or Conditional. A Firm order or Conditional entered into the BIDS ATS as a market or limit order may be set to any of the three peg types. The peg type may be explicitly specified for a particular Firm order or Conditional using a custom FIX tag, or otherwise determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. All Firm orders or Conditionals submitted by a BIDS Trader User will always have the peg type specifically set by the BIDS Trader User or his or her default for Price Protection (Midpoint or Market). Consequently, a Firm order or Conditional submitted simply as a "limit order" or a "market order" without an explicit peg type will be accepted and default to the Trader's default preference for Price Protection. The BIDS ATS determines trade and invitation prices based on NBBOs calculated as described in Part III, Item 23. See Part III, Item 11 for more information on how tradeable prices are determined for different Price Protection terms. AIOI Order Types The following AIOI order types are accepted by the BIDS ATS: (i) peg (i.e., Midpoint, Market, or Primary) with or without an offset. If the offset is zero or no offset is provided, the execution can only occur at or between the NBBO. If the offset is non-zero, the execution may occur outside the NBBO depending on the peg instruction and the offset value; (ii) peg with a limit, same as (i), but the execution price will not exceed the limit price; (iii) limit only, the execution price will not exceed limit price, but may be outside the NBBO. If no pricing or pegging information is provided on the AIOI, the pegging instructions are determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. AIOI Acceptance If a BIDS Trader User accepts an AIOI from a Sponsor, the acceptance may include a limit price, and BIDS Trader will always set a default AIOI Price Protection based on the BIDS Trader User's AIOI Price Protection setting (i.e., allow outside NBBO, or do not allow outside NBBO). Minimum Attributes for Firm Orders All Firm orders submitted to the BIDS ATS must include the following minimum order attributes or the Firm order will be rejected by the BIDS ATS: 1. Symbol 2. Price (discussed above in this item) 3. Side (buy, sell or sell short) 4. Size 5. Capacity (agency or principal) a. Subscribers are responsible for assigning the appropriate capacity to their Firm orders and Conditionals b. All Firm orders and Conditionals submitted by a Sponsored Firm are designated as agency Minimum attributes for Conditionals and AIOIs are described in Part III, Item 9. Additional Order Attributes Participants may include a variety of additional attributes on an order-by-order basis or as a default setting. The use of additional attributes is limited to specific types of Participants (e.g., Traders or Subscribers) as stated in each description, and the additional attributes are applicable to all orders unless specifically restricted in the description. These additional attributes include: Time-in-Force The BIDS ATS supports the following time-in-force ("TIF") types: (i) Good-til-day ("Day") (ii) Good-til-time ("GTT") (time designation must be within the same trading day that the Firm order or Conditional is entered) (iii) Execute-and-cancel ("ENC") (iv) Immediate-or-cancel ("IOC") (Firm order) Firm orders, Conditionals, and AIOIs may be designated with a specified TIF for resting in the BIDS ATS matching book. Firm orders, Conditionals, and AIOIs entered without a specified TIF will be designated with the Trader's default TIF preference (Day, GTT, ENC); if the Trader has not changed the default TIF preference, the Firm order, Conditional, or AIOI will initially default to a Day TIF. Regardless of TIF, any Firm order, Conditional, or AIOI remaining in the BIDS ATS will be cancelled at the end of the trading day. Firm orders, Conditionals, and AIOIs designated as ENC may specify an optional expiry time. If a Firm order or a firm AIOI has an ENC TIF and does not trade its total available volume after the initial execution, the remaining quantity is cancelled. If a Firm order or a firm AIOI has an ENC TIF and an expiry time and does not trade at all, it will terminate at the expiry time. Because Conditionals or conditional AIOIs are not executable, the ENC TIF has no practical application for Conditionals or conditional AIOIs. The BIDS ATS will not reject Conditionals or conditional AIOIs entered with an ENC TIF designation; rather, the ENC TIF designation on the Conditional or conditional AIOI will be treated as a Day TIF or, if an expiry time is specified, a GTT TIF. All open Firm orders, Conditionals, and AIOIs are cancelled at the market close. The BIDS ATS will reject Conditionals and conditional AIOIs with an IOC TIF. Minimum Volume Automatch Minimum Volume Any Firm order submitted to the BIDS ATS may set a minimum volume that specifies the quantity every trade involving the Firm order must meet. Where two Traders have each set a minimum volume, any resulting transaction between those two Firm orders must have a volume greater than or equal to the highest minimum volume between the two Firm orders (note: the BIDS ATS trades are at least one round lot). Invitation Minimum Volume Traders may also specify a minimum quantity that every invitation related to a Firm order or Conditional must meet. A Firm order using this minimum will only issue an invitation to a contra-party Conditional that is greater than or equal to the required amount. A Conditional using this minimum will only issue or receive an invitation to or from a contra-party Conditional that is greater than or equal to the required amount. See Part III, Item 9 for a discussion of Conditionals and invitations (note: the BIDS ATS invitations are at least one round lot). Automatch and Invitation Minimum Volume designations may be specified on AIOIs. Additional Volume Preferences Traders may supplement minimum volume requirements with the following preferences: 1. Volume Aggregation A Trader may permit trade aggregation for the purpose of meeting its automatch minimum volume requirement. If a Trader enables aggregation, a Firm order from this Trader may trade when it has the aggressive-order status (see Continuous Matching in Part III, Item 11 for definition of aggressive status), with more than one passive Firm order each of which includes volume below the automatch minimum, but the total of which is greater than or equal to the automatch minimum. Each such trade must meet the contra-party's automatch minimum volume, if any. Volume aggregation is not available on AIOIs 2. Minimum Volume for Principal Flow A Sponsored Firm's individual trader may also set a preference called "Minimum Volume for Principal Flow". With this preference, the Sponsored Firm's Firm order or Conditional will only trade/interact with principal capacity Firm orders or Conditionals that have the required minimum quantity. Minimum Volume for Principal Flow may also be set for AIOIs. Contra-party Capacity A Sponsored Firm's individual trader may designate whether his or her Firm order or Conditional may interact with Firm orders or Conditionals that indicate principal capacity. By default, all Sponsored Firm's individual trader's Firm orders and Conditionals only interact with agency capacity Firm orders or Conditionals; however, this default can be overridden at the order level or the Sponsored Firm level at the direction of the Sponsored Firm. This designation is not available on AIOIs. Filter Level A Trader can specify a BIDS Scorecard level that a potential contra-party must achieve in order to interact with a particular Firm order or Conditional. As discussed more fully in Part III, Item 9, BIDS scores Traders submitting Conditionals based on their performance in responding to invitations to firm-up. A Trader may set a filter ("Filter") to prevent invitations from being sent to contra-parties that have BIDS Scorecard levels below the Filter. A Trader sets the Filter level to one of three levels (the "benchmark settings" refer to a variety of proprietary metrics that are calculated for each Trader based on his or her long-term and short-term behavior): (i) Aggressive - allowing invitation to any potential contra-party, regardless of that contra-party's Scorecard score (ii) Normal - permitting interaction with all contra-parties except for poor performing contra-parties (no invitations sent to Traders with scores worse than Normal benchmark settings); and (iii) Conservative - invitations not sent to Traders with scores worse than the Conservative benchmark settings BIDS cannot override a Trader's Filter settings. BIDS, at its discretion, may change the benchmark settings for the different Filter levels. Filter settings do not apply to AIOIs. Invite Mode A Trader may specify which type(s) of contra Conditionals a Firm order or Conditional may invite. The available Invite Mode options include: 1. ON - no restriction, the Firm order or Conditional can interact with any type of contra Conditionals 2. OFF - do not interact with contra Conditionals at all a. A Firm order using "OFF" will only trade with contra Firm orders b. This Invite Mode is only available for Firm orders c. A Conditional using "OFF" will be rejected 3. Auto-only - the Firm order or Conditional will only interact with contra Conditionals that do not involve a human trader seeing an invitation and deciding whether to firm up or not. A Trader may elect to receive a notification from BIDS when the Trader's Firm order invites a Conditional. Invite Mode does not apply to AIOIs. Intra-firm Priority A Subscriber may designate that Firm orders and Conditionals have a priority for interacting with contra Firm orders and Conditionals that are from the same order source. This order preference applies to both invitations and trades. See Part III, Item 11 for a discussion of Intra-firm Priority. Intra-firm Priority designation does not apply to AIOIs. Hosted Pools A Subscriber may designate that Firm orders and Conditionals interact only with others from the same group by setting up a Hosted Pool. See Part III, Item 14 for a discussion of Hosted Pools. AIOIs are not available for use in Hosted Pools. Attributes of Conditionals Only Traders may use certain attributes related to firming-up that are only applicable to Conditionals (e.g., Regular FirmUp Conditional, Auto FirmUp Conditional, Dual Conditional). These attributes affect a Trader's interaction with Conditionals and invitations to firm-up and are discussed in Part III, Item 9 under the Conditional Types and Firm-Up Mode section. These attributes are not available on AIOIs. Routing Instruction The BIDS ATS only routes Firm orders (it does not route Conditionals), and only at the explicit direction of a BIDS Trader User. See Part III, Item 16 for a discussion of order routing. Routing instructions are not available on AIOIs. Buyback Instructions A Subscriber may include buyback instructions on a Conditional or Firm order for execution consistent with the price conditions of Rule 10b-18 under the Securities Exchange Act of 1934. Other than as described below, Conditionals and Firm orders with buyback instructions will be executed consistent with the descriptions above of Conditionals and Firm orders. Rule 10b-18 provides issuers with a safe harbor from manipulation under Section 9(a)(2) of the Exchange Act and Rule 10b-5 under the Exchange Act solely by reason of the manner, timing, price, and volume of their repurchases when they repurchase the issuer's common stock in the market in accordance with the rule's manner, timing, price, and volume conditions. The buyback instructions that the BIDS ATS offers address only the price conditions of Rule 10b-18, not the manner, timing, or volume conditions. A Subscriber may designate a buy Conditional or Firm order with buyback instructions, in which case the buy Conditional or Firm order will be restricted from receiving invitations or from execution in the BIDS ATS, respectively, as follows: - A Firm order with buyback instructions will not be executed in the BIDS ATS if the trade price for the security would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price. - A Conditional with buyback instructions will not receive an invitation if the price terms would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price All Conditionals and Firm orders with buyback instructions will be canceled either: (a) 10 minutes prior to the market close if the Subscriber specifies that the symbol satisfies the requirements of Rule 10b-18(b)(2)(ii) by having an average daily trading value of $1 million or more and a public float value of $150 million or more; or (b) 30 minutes prior to the market close for all other symbols. In order to specify that a symbol satisfies the requirements of Rule 10b-18(b)(2)(ii), the Subscriber must include, in addition to the buyback instructions, a GTT designation expiring between 3:30 p.m. ET and 3:50 p.m. ET (or between 12:30 p.m. ET and 12:50 p.m. ET on a day with an early close). If a Subscriber does not include such a GTT designation, in addition to the buyback instructions, then the Conditional or Firm order will be canceled 30 minutes prior to the market close. Conditionals and Firm orders with buyback instructions will either be executed consistent with the restrictions stated above or remain in effect in accordance with any TIF designation (e.g., a GTT designation that expires before the mandatory cancellation times described above) until they can be executed consistent with those restrictions.

order_types

Firm Orders,Conditionals, and Actionable IOIs The BIDS ATS accepts (i) Firm orders (ii) Conditionals and (iii) AIOIs. Firm orders are executable according to the order specifications. Conditionals, which are described in Part III, Item 9, are trading interests that have the same general attributes of a Firm order except that they are not executable. A Trader must always replace ("firm-up") its Conditional with a Firm order before it can be executed. If an invitation interaction, as described in Part III, Item 9, ends with Firm orders on both sides that satisfy each other's terms and the trade meets applicable regulatory requirements, then a trade will occur. Traders may modify, replace, or cancel a Firm order at any time before execution. Conditionals are discussed in Part III, Item 9; however, unless otherwise noted, the order types and attributes described below apply to both Firm orders and Conditionals. A Trader may modify, replace, or cancel a Conditional at any time prior to an invitation. Once an invitation is received, the Trader may either "firm-up" the Conditional or cancel or ignore the invitation as described in Part III, Item 9. AIOIs, which are described in Part III, Item 9, may be sent through the BIDS ATS as a firm AIOI or a conditional AIOI by Sponsors to their designated Sponsored Firms that use BIDS Trader under terms agreed to by the parties (e.g., BIDS Trader Users can choose whether or not to receive AIOIs from Sponsors). All AIOIs and AIOI messaging pass through the BIDS ATS; however, neither the AIOI message nor the response interact with other Firm orders or Conditionals in the BIDS ATS order book. The Sponsor submitting an AIOI does not know what symbols exist on any BIDS Trader User's blotter. Once an AIOI is received by the BIDS Trader User, the BIDS Trader User may send a message to the BIDS ATS accepting the AIOI on its terms, accepting the AIOI with modified terms (e.g., price terms, quantity, minimum), or declining it, or the BIDS Trader User can ignore the AIOI. If the BIDS Trader User responds to an AIOI by accepting it and the terms on both sides match, a firm AIOI is executed immediately by the BIDS ATS. If the originating AIOI was conditional and the BIDS Trader User responds to the AIOI by accepting it, the BIDS ATS sends the Sponsor a notification to firm-up. Once the Sponsor firms-up the AIOI, the BIDS ATS executes the trade. Any resulting trades may execute at, within, or outside the NBBO as agreed to by both parties to the trade. Executions outside the NBBO would initiate an intermarket sweep order ("ISO") as described in Part III, Item 9. Firm Order and Conditional Order Types The following Firm order and Conditional order types are accepted by the BIDS ATS: (i) limit order, a Firm order or Conditional with a limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (ii) market order, a Firm order or Conditional with no limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (iii) midpoint peg order, which is a priced or unpriced Firm order or Conditional that is pegged to the midpoint of the NBBO; (iv) market peg order, which is a priced or unpriced Firm order or Conditional pegged to the opposite side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive; or (v) primary peg order, which is a priced or unpriced Firm order or Conditional pegged to the same side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive. All Firm orders and Conditionals in the BIDS ATS are peg orders in nature and therefore each Firm order and Conditional entered into the BIDS ATS has an explicit order term referred to as "Price Protection" for capturing the type of pegging (i.e., Midpoint, Market, or Primary) for that particular Firm order or Conditional. A Firm order or Conditional entered into the BIDS ATS as a market or limit order may be set to any of the three peg types. The peg type may be explicitly specified for a particular Firm order or Conditional using a custom FIX tag, or otherwise determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. All Firm orders or Conditionals submitted by a BIDS Trader User will always have the peg type specifically set by the BIDS Trader User or his or her default for Price Protection (Midpoint or Market). Consequently, a Firm order or Conditional submitted simply as a "limit order" or a "market order" without an explicit peg type will be accepted and default to the Trader's default preference for Price Protection. The BIDS ATS determines trade and invitation prices based on NBBOs calculated as described in Part III, Item 23. See Part III, Item 11 for more information on how tradeable prices are determined for different Price Protection terms. AIOI Order Types The following AIOI order types are accepted by the BIDS ATS: (i) peg (i.e., Midpoint, Market, or Primary) with or without an offset. If the offset is zero or no offset is provided, the execution can only occur at or between the NBBO. If the offset is non-zero, the execution may occur outside the NBBO depending on the peg instruction and the offset value; (ii) peg with a limit, same as (i), but the execution price will not exceed the limit price; (iii) limit only, the execution price will not exceed limit price, but may be outside the NBBO. If no pricing or pegging information is provided on the AIOI, the pegging instructions are determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. AIOI Acceptance If a BIDS Trader User accepts an AIOI from a Sponsor, the acceptance may include a limit price, and BIDS Trader will always set a default AIOI Price Protection based on the BIDS Trader User's AIOI Price Protection setting (i.e., allow outside NBBO, or do not allow outside NBBO). Minimum Attributes for Firm Orders All Firm orders submitted to the BIDS ATS must include the following minimum order attributes or the Firm order will be rejected by the BIDS ATS: 1. Symbol 2. Price (discussed above in this item) 3. Side (buy, sell or sell short) 4. Size 5. Capacity (agency or principal) a. Subscribers are responsible for assigning the appropriate capacity to their Firm orders and Conditionals b. All Firm orders and Conditionals submitted by a Sponsored Firm are designated as agency Minimum attributes for Conditionals and AIOIs are described in Part III, Item 9. Additional Order Attributes Participants may include a variety of additional attributes on an order-by-order basis or as a default setting. The use of additional attributes is limited to specific types of Participants (e.g., Traders or Subscribers) as stated in each description, and the additional attributes are applicable to all orders unless specifically restricted in the description. These additional attributes include: Time-in-Force The BIDS ATS supports the following time-in-force ("TIF") types: (i) Good-til-day ("Day") (ii) Good-til-time ("GTT") (time designation must be within the same trading day that the Firm order or Conditional is entered) (iii) Execute-and-cancel ("ENC") (iv) Immediate-or-cancel ("IOC") (Firm order) Firm orders, Conditionals, and AIOIs may be designated with a specified TIF for resting in the BIDS ATS matching book. Firm orders, Conditionals, and AIOIs entered without a specified TIF will be designated with the Trader's default TIF preference (Day, GTT, ENC); if the Trader has not changed the default TIF preference, the Firm order, Conditional, or AIOI will initially default to a Day TIF. Regardless of TIF, any Firm order, Conditional, or AIOI remaining in the BIDS ATS will be cancelled at the end of the trading day. Firm orders, Conditionals, and AIOIs designated as ENC may specify an optional expiry time. If a Firm order or a firm AIOI has an ENC TIF and does not trade its total available volume after the initial execution, the remaining quantity is cancelled. If a Firm order or a firm AIOI has an ENC TIF and an expiry time and does not trade at all, it will terminate at the expiry time. Because Conditionals or conditional AIOIs are not executable, the ENC TIF has no practical application for Conditionals or conditional AIOIs. The BIDS ATS will not reject Conditionals or conditional AIOIs entered with an ENC TIF designation; rather, the ENC TIF designation on the Conditional or conditional AIOI will be treated as a Day TIF or, if an expiry time is specified, a GTT TIF. All open Firm orders, Conditionals, and AIOIs are cancelled at the market close. The BIDS ATS will reject Conditionals and conditional AIOIs with an IOC TIF. Minimum Volume Automatch Minimum Volume Any Firm order submitted to the BIDS ATS may set a minimum volume that specifies the quantity every trade involving the Firm order must meet. Where two Traders have each set a minimum volume, any resulting transaction between those two Firm orders must have a volume greater than or equal to the highest minimum volume between the two Firm orders (note: the BIDS ATS trades are at least one round lot). Invitation Minimum Volume Traders may also specify a minimum quantity that every invitation related to a Firm order or Conditional must meet. A Firm order using this minimum will only issue an invitation to a contra-party Conditional that is greater than or equal to the required amount. A Conditional using this minimum will only issue or receive an invitation to or from a contra-party Conditional that is greater than or equal to the required amount. See Part III, Item 9 for a discussion of Conditionals and invitations (note: the BIDS ATS invitations are at least one round lot). Automatch and Invitation Minimum Volume designations may be specified on AIOIs. Additional Volume Preferences Traders may supplement minimum volume requirements with the following preferences: 1. Volume Aggregation A Trader may permit trade aggregation for the purpose of meeting its automatch minimum volume requirement. If a Trader enables aggregation, a Firm order from this Trader may trade when it has the aggressive-order status (see Continuous Matching in Part III, Item 11 for definition of aggressive status), with more than one passive Firm order each of which includes volume below the automatch minimum, but the total of which is greater than or equal to the automatch minimum. Each such trade must meet the contra-party's automatch minimum volume, if any. Volume aggregation is not available on AIOIs 2. Minimum Volume for Principal Flow A Sponsored Firm's individual trader may also set a preference called "Minimum Volume for Principal Flow". With this preference, the Sponsored Firm's Firm order or Conditional will only trade/interact with principal capacity Firm orders or Conditionals that have the required minimum quantity. Minimum Volume for Principal Flow may also be set for AIOIs. Contra-party Capacity A Sponsored Firm's individual trader may designate whether his or her Firm order or Conditional may interact with Firm orders or Conditionals that indicate principal capacity. By default, all Sponsored Firm's individual trader's Firm orders and Conditionals only interact with agency capacity Firm orders or Conditionals; however, this default can be overridden at the order level or the Sponsored Firm level at the direction of the Sponsored Firm. This designation is not available on AIOIs. Filter Level A Trader can specify a BIDS Scorecard level that a potential contra-party must achieve in order to interact with a particular Firm order or Conditional. As discussed more fully in Part III, Item 9, BIDS scores Traders submitting Conditionals based on their performance in responding to invitations to firm-up. A Trader may set a filter ("Filter") to prevent invitations from being sent to contra-parties that have BIDS Scorecard levels below the Filter. A Trader sets the Filter level to one of three levels (the "benchmark settings" refer to a variety of proprietary metrics that are calculated for each Trader based on his or her long-term and short-term behavior): (i) Aggressive - allowing invitation to any potential contra-party, regardless of that contra-party's Scorecard score (ii) Normal - permitting interaction with all contra-parties except for poor performing contra-parties (no invitations sent to Traders with scores worse than Normal benchmark settings); and (iii) Conservative - invitations not sent to Traders with scores worse than the Conservative benchmark settings BIDS cannot override a Trader's Filter settings. BIDS, at its discretion, may change the benchmark settings for the different Filter levels. Filter settings do not apply to AIOIs. Invite Mode A Trader may specify which type(s) of contra Conditionals a Firm order or Conditional may invite. The available Invite Mode options include: 1. ON - no restriction, the Firm order or Conditional can interact with any type of contra Conditionals 2. OFF - do not interact with contra Conditionals at all a. A Firm order using "OFF" will only trade with contra Firm orders b. This Invite Mode is only available for Firm orders c. A Conditional using "OFF" will be rejected 3. Auto-only - the Firm order or Conditional will only interact with contra Conditionals that do not involve a human trader seeing an invitation and deciding whether to firm up or not. Invite Mode does not apply to AIOIs. Intra-firm Priority A Subscriber may designate that Firm orders and Conditionals have a priority for interacting with contra Firm orders and Conditionals that are from the same order source. This order preference applies to both invitations and trades. See Part III, Item 11 for a discussion of Intra-firm Priority. Intra-firm Priority designation does not apply to AIOIs. Hosted Pools A Subscriber may designate that Firm orders and Conditionals interact only with others from the same group by setting up a Hosted Pool. See Part III, Item 14 for a discussion of Hosted Pools. AIOIs are not available for use in Hosted Pools. Attributes of Conditionals Only Traders may use certain attributes related to firming-up that are only applicable to Conditionals (e.g., Regular FirmUp Conditional, Auto FirmUp Conditional, Dual Conditional). These attributes affect a Trader's interaction with Conditionals and invitations to firm-up and are discussed in Part III, Item 9 under the Conditional Types and Firm-Up Mode section. These attributes are not available on AIOIs. Routing Instruction The BIDS ATS only routes Firm orders (it does not route Conditionals), and only at the explicit direction of a BIDS Trader User. See Part III, Item 16 for a discussion of order routing. Routing instructions are not available on AIOIs. Buyback Instructions A Subscriber may include buyback instructions on a Conditional or Firm order for execution consistent with the price conditions of Rule 10b-18 under the Securities Exchange Act of 1934. Other than as described below, Conditionals and Firm orders with buyback instructions will be executed consistent with the descriptions above of Conditionals and Firm orders. Rule 10b-18 provides issuers with a safe harbor from manipulation under Section 9(a)(2) of the Exchange Act and Rule 10b-5 under the Exchange Act solely by reason of the manner, timing, price, and volume of their repurchases when they repurchase the issuer's common stock in the market in accordance with the rule's manner, timing, price, and volume conditions. The buyback instructions that the BIDS ATS offers address only the price conditions of Rule 10b-18, not the manner, timing, or volume conditions. A Subscriber may designate a buy Conditional or Firm order with buyback instructions, in which case the buy Conditional or Firm order will be restricted from receiving invitations or from execution in the BIDS ATS, respectively, as follows: - A Firm order with buyback instructions will not be executed in the BIDS ATS if the trade price for the security would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price. - A Conditional with buyback instructions will not receive an invitation if the price terms would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price All Conditionals and Firm orders with buyback instructions will be canceled either: (a) 10 minutes prior to the market close if the Subscriber specifies that the symbol satisfies the requirements of Rule 10b-18(b)(2)(ii) by having an average daily trading value of $1 million or more and a public float value of $150 million or more; or (b) 30 minutes prior to the market close for all other symbols. In order to specify that a symbol satisfies the requirements of Rule 10b-18(b)(2)(ii), the Subscriber must include, in addition to the buyback instructions, a GTT designation expiring between 3:30 p.m. ET and 3:50 p.m. ET (or between 12:30 p.m. ET and 12:50 p.m. ET on a day with an early close). If a Subscriber does not include such a GTT designation, in addition to the buyback instructions, then the Conditional or Firm order will be canceled 30 minutes prior to the market close. Conditionals and Firm orders with buyback instructions will either be executed consistent with the restrictions stated above or remain in effect in accordance with any TIF designation (e.g., a GTT designation that expires before the mandatory cancellation times described above) until they can be executed consistent with those restrictions.

order_types

Firm Orders,Conditionals, and Actionable IOIs The BIDS ATS accepts (i) Firm orders (ii) Conditionals and (iii) AIOIs. Firm orders are executable according to the order specifications. Conditionals, which are described in Part III, Item 9, are trading interests that have the same general attributes of a Firm order except that they are not executable. A Trader must always replace ("firm-up") its Conditional with a Firm order before it can be executed. If an invitation interaction, as described in Part III, Item 9, ends with Firm orders on both sides that satisfy each other's terms and the trade meets applicable regulatory requirements, then a trade will occur. Traders may modify, replace, or cancel a Firm order at any time before execution. Conditionals are discussed in Part III, Item 9; however, unless otherwise noted, the order types and attributes described below apply to both Firm orders and Conditionals. A Trader may modify, replace, or cancel a Conditional at any time prior to an invitation. Once an invitation is received, the Trader may either "firm-up" the Conditional or cancel or ignore the invitation as described in Part III, Item 9. AIOIs, which are described in Part III, Item 9, may be sent through the BIDS ATS as a firm AIOI or a conditional AIOI by Sponsors to their designated Sponsored Firms that use BIDS Trader under terms agreed to by the parties (e.g., BIDS Trader Users can choose whether or not to receive AIOIs from Sponsors). All AIOIs and AIOI messaging pass through the BIDS ATS; however, neither the AIOI message nor the response interact with other Firm orders or Conditionals in the BIDS ATS order book. The Sponsor submitting an AIOI does not know what symbols exist on any BIDS Trader User's blotter. Once an AIOI is received by the BIDS Trader User, the BIDS Trader User may send a message to the BIDS ATS accepting the AIOI on its terms, accepting the AIOI with modified terms (e.g., price terms, quantity, minimum), or declining it, or the BIDS Trader User can ignore the AIOI. If the BIDS Trader User responds to an AIOI by accepting it and the terms on both sides match, a firm AIOI is executed immediately by the BIDS ATS. If the originating AIOI was conditional and the BIDS Trader User responds to the AIOI by accepting it, the BIDS ATS sends the Sponsor a notification to firm-up. Once the Sponsor firms-up the AIOI, the BIDS ATS executes the trade. Any resulting trades may execute at, within, or outside the NBBO as agreed to by both parties to the trade. Executions outside the NBBO would initiate an intermarket sweep order ("ISO") as described in Part III, Item 9. Firm Order and Conditional Order Types The following Firm order and Conditional order types are accepted by the BIDS ATS: (i) limit order, a Firm order or Conditional with a limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (ii) market order, a Firm order or Conditional with no limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (iii) midpoint peg order, which is a priced or unpriced Firm order or Conditional that is pegged to the midpoint of the NBBO; (iv) market peg order, which is a priced or unpriced Firm order or Conditional pegged to the opposite side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive; or (v) primary peg order, which is a priced or unpriced Firm order or Conditional pegged to the same side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive. All Firm orders and Conditionals in the BIDS ATS are peg orders in nature and therefore each Firm order and Conditional entered into the BIDS ATS has an explicit order term referred to as "Price Protection" for capturing the type of pegging (i.e., Midpoint, Market, or Primary) for that particular Firm order or Conditional. A Firm order or Conditional entered into the BIDS ATS as a market or limit order may be set to any of the three peg types. The peg type may be explicitly specified for a particular Firm order or Conditional using a custom FIX tag, or otherwise determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. All Firm orders or Conditionals submitted by a BIDS Trader User will always have the peg type specifically set by the BIDS Trader User or his or her default for Price Protection (Midpoint or Market). Consequently, a Firm order or Conditional submitted simply as a "limit order" or a "market order" without an explicit peg type will be accepted and default to the Trader's default preference for Price Protection. The BIDS ATS determines trade and invitation prices based on NBBOs calculated as described in Part III, Item 23. See Part III, Item 11 for more information on how tradeable prices are determined for different Price Protection terms. AIOI Order Types The following AIOI order types are accepted by the BIDS ATS: (i) peg (i.e., Midpoint, Market, or Primary) with or without an offset. If the offset is zero or no offset is provided, the execution can only occur at or between the NBBO. If the offset is non-zero, the execution may occur outside the NBBO depending on the peg instruction and the offset value; (ii) peg with a limit, same as (i), but the execution price will not exceed the limit price; (iii) limit only, the execution price will not exceed limit price, but may be outside the NBBO. If no pricing or pegging information is provided on the AIOI, the pegging instructions are determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. AIOI Acceptance If a BIDS Trader User accepts an AIOI from a Sponsor, the acceptance may include a limit price, and BIDS Trader will always set a default AIOI Price Protection based on the BIDS Trader User's AIOI Price Protection setting (i.e., allow outside NBBO, or do not allow outside NBBO). Minimum Attributes for Firm Orders All Firm orders submitted to the BIDS ATS must include the following minimum order attributes or the Firm order will be rejected by the BIDS ATS: 1. Symbol 2. Price (discussed above in this item) 3. Side (buy, sell or sell short) 4. Size 5. Capacity (agency or principal) a. Subscribers are responsible for assigning the appropriate capacity to their Firm orders and Conditionals b. All Firm orders and Conditionals submitted by a Sponsored Firm are designated as agency Minimum attributes for Conditionals and AIOIs are described in Part III, Item 9. Additional Order Attributes Participants may include a variety of additional attributes on an order-by-order basis or as a default setting. The use of additional attributes is limited to specific types of Participants (e.g., Traders or Subscribers) as stated in each description, and the additional attributes are applicable to all orders unless specifically restricted in the description. These additional attributes include: Time-in-Force The BIDS ATS supports the following time-in-force ("TIF") types: (i) Good-til-day ("Day") (ii) Good-til-time ("GTT") (time designation must be within the same trading day that the Firm order or Conditional is entered) (iii) Execute-and-cancel ("ENC") (iv) Immediate-or-cancel ("IOC") (Firm order) Firm orders, Conditionals, and AIOIs may be designated with a specified TIF for resting in the BIDS ATS matching book. Firm orders, Conditionals, and AIOIs entered without a specified TIF will be designated with the Trader's default TIF preference (Day, GTT, ENC); if the Trader has not changed the default TIF preference, the Firm order, Conditional, or AIOI will initially default to a Day TIF. Regardless of TIF, any Firm order, Conditional, or AIOI remaining in the BIDS ATS will be cancelled at the end of the trading day. Firm orders, Conditionals, and AIOIs designated as ENC may specify an optional expiry time. If a Firm order or a firm AIOI has an ENC TIF and does not trade its total available volume after the initial execution, the remaining quantity is cancelled. If a Firm order or a firm AIOI has an ENC TIF and an expiry time and does not trade at all, it will terminate at the expiry time. Because Conditionals or conditional AIOIs are not executable, the ENC TIF has no practical application for Conditionals or conditional AIOIs. The BIDS ATS will not reject Conditionals or conditional AIOIs entered with an ENC TIF designation; rather, the ENC TIF designation on the Conditional or conditional AIOI will be treated as a Day TIF or, if an expiry time is specified, a GTT TIF. All open Firm orders, Conditionals, and AIOIs are cancelled at the market close. The BIDS ATS will reject Conditionals and conditional AIOIs with an IOC TIF. Minimum Volume Automatch Minimum Volume Any Firm order submitted to the BIDS ATS may set a minimum volume that specifies the quantity every trade involving the Firm order must meet. Where two Traders have each set a minimum volume, any resulting transaction between those two Firm orders must have a volume greater than or equal to the highest minimum volume between the two Firm orders (note: the BIDS ATS trades are at least one round lot). Invitation Minimum Volume Traders may also specify a minimum quantity that every invitation related to a Firm order or Conditional must meet. A Firm order using this minimum will only issue an invitation to a contra-party Conditional that is greater than or equal to the required amount. A Conditional using this minimum will only issue or receive an invitation to or from a contra-party Conditional that is greater than or equal to the required amount. See Part III, Item 9 for a discussion of Conditionals and invitations (note: the BIDS ATS invitations are at least one round lot). Automatch and Invitation Minimum Volume designations may be specified on AIOIs. Additional Volume Preferences Traders may supplement minimum volume requirements with the following preferences: 1. Volume Aggregation A Trader may permit trade aggregation for the purpose of meeting its automatch minimum volume requirement. If a Trader enables aggregation, a Firm order from this Trader may trade when it has the aggressive-order status (see Continuous Matching in Part III, Item 11 for definition of aggressive status), with more than one passive Firm order each of which includes volume below the automatch minimum, but the total of which is greater than or equal to the automatch minimum. Each such trade must meet the contra-party's automatch minimum volume, if any. Volume aggregation is not available on AIOIs 2. Minimum Volume for Principal Flow A Sponsored Firm's individual trader may also set a preference called "Minimum Volume for Principal Flow". With this preference, the Sponsored Firm's Firm order or Conditional will only trade/interact with principal capacity Firm orders or Conditionals that have the required minimum quantity. Minimum Volume for Principal Flow may also be set for AIOIs. Contra-party Capacity A Sponsored Firm's individual trader may designate whether his or her Firm order or Conditional may interact with Firm orders or Conditionals that indicate principal capacity. By default, all Sponsored Firm's individual trader's Firm orders and Conditionals only interact with agency capacity Firm orders or Conditionals; however, this default can be overridden at the order level or the Sponsored Firm level at the direction of the Sponsored Firm. This designation is not available on AIOIs. Filter Level A Trader can specify a BIDS Scorecard level that a potential contra-party must achieve in order to interact with a particular Firm order or Conditional. As discussed more fully in Part III, Item 9, BIDS scores Traders submitting Conditionals based on their performance in responding to invitations to firm-up. A Trader may set a filter ("Filter") to prevent invitations from being sent to contra-parties that have BIDS Scorecard levels below the Filter. A Trader sets the Filter level to one of three levels (the "benchmark settings" refer to a variety of proprietary metrics that are calculated for each Trader based on his or her long-term and short-term behavior): (i) Aggressive - allowing invitation to any potential contra-party, regardless of that contra-party's Scorecard score (ii) Normal - permitting interaction with all contra-parties except for poor performing contra-parties (no invitations sent to Traders with scores worse than Normal benchmark settings); and (iii) Conservative - invitations not sent to Traders with scores worse than the Conservative benchmark settings BIDS cannot override a Trader's Filter settings. BIDS, at its discretion, may change the benchmark settings for the different Filter levels. Filter settings do not apply to AIOIs. Invite Mode A Trader may specify which type(s) of contra Conditionals a Firm order or Conditional may invite. The available Invite Mode options include: 1. ON - no restriction, the Firm order or Conditional can interact with any type of contra Conditionals 2. OFF - do not interact with contra Conditionals at all a. A Firm order using "OFF" will only trade with contra Firm orders b. This Invite Mode is only available for Firm orders c. A Conditional using "OFF" will be rejected 3. Auto-only - the Firm order or Conditional will only interact with contra Conditionals that do not involve a human trader seeing an invitation and deciding whether to firm up or not. A Trader may elect to receive a notification from BIDS when the Trader's Firm order invites a Conditional. Invite Mode does not apply to AIOIs. Intra-firm Priority A Subscriber may designate that Firm orders and Conditionals have a priority for interacting with contra Firm orders and Conditionals that are from the same order source. This order preference applies to both invitations and trades. See Part III, Item 11 for a discussion of Intra-firm Priority. Intra-firm Priority designation does not apply to AIOIs. Hosted Pools A Subscriber may designate that Firm orders and Conditionals interact only with others from the same group by setting up a Hosted Pool. See Part III, Item 14 for a discussion of Hosted Pools. AIOIs are not available for use in Hosted Pools. Attributes of Conditionals Only Traders may use certain attributes related to firming-up that are only applicable to Conditionals (e.g., Regular FirmUp Conditional, Auto FirmUp Conditional, Dual Conditional). These attributes affect a Trader's interaction with Conditionals and invitations to firm-up and are discussed in Part III, Item 9 under the Conditional Types and Firm-Up Mode section. These attributes are not available on AIOIs. Routing Instruction The BIDS ATS only routes Firm orders (it does not route Conditionals), and only at the explicit direction of a BIDS Trader User. See Part III, Item 16 for a discussion of order routing. Routing instructions are not available on AIOIs. Buyback Instructions A Subscriber may include buyback instructions on a Conditional or Firm order for execution consistent with the price conditions of Rule 10b-18 under the Securities Exchange Act of 1934. Other than as described below, Conditionals and Firm orders with buyback instructions will be executed consistent with the descriptions above of Conditionals and Firm orders. Rule 10b-18 provides issuers with a safe harbor from manipulation under Section 9(a)(2) of the Exchange Act and Rule 10b-5 under the Exchange Act solely by reason of the manner, timing, price, and volume of their repurchases when they repurchase the issuer's common stock in the market in accordance with the rule's manner, timing, price, and volume conditions. The buyback instructions that the BIDS ATS offers address only the price conditions of Rule 10b-18, not the manner, timing, or volume conditions. A Subscriber may designate a buy Conditional or Firm order with buyback instructions, in which case the buy Conditional or Firm order will be restricted from receiving invitations or from execution in the BIDS ATS, respectively, as follows: o A Firm order with buyback instructions will not be executed in the BIDS ATS if the trade price for the security would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price. o A Conditional with buyback instructions will not receive an invitation if the price terms would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price All Conditionals and Firm orders with buyback instructions will be canceled either: (a) 10 minutes prior to the market close if the Subscriber specifies that the symbol satisfies the requirements of Rule 10b-18(b)(2)(ii) by having an average daily trading value of $1 million or more and a public float value of $150 million or more; or (b) 30 minutes prior to the market close for all other symbols. In order to specify that a symbol satisfies the requirements of Rule 10b-18(b)(2)(ii), the Subscriber must include, in addition to the buyback instructions, a GTT designation expiring between 3:30 p.m. ET and 3:50 p.m. ET (or between 12:30 p.m. ET and 12:50 p.m. ET on a day with an early close). If a Subscriber does not include such a GTT designation, in addition to the buyback instructions, then the Conditional or Firm order will be canceled 30 minutes prior to the market close. Conditionals and Firm orders with buyback instructions will either be executed consistent with the restrictions stated above or remain in effect in accordance with any TIF designation (e.g., a GTT designation that expires before the mandatory cancellation times described above) until they can be executed consistent with those restrictions.

order_types

Firm Orders,Conditionals, and Actionable IOIs The BIDS ATS accepts (i) Firm orders (ii) Conditionals and (iii) AIOIs. Firm orders are executable according to the order specifications. Conditionals, which are described in Part III, Item 9, are trading interests that have the same general attributes of a Firm order except that they are not executable. A Trader must always replace ("firm-up") its Conditional with a Firm order before it can be executed. If an invitation interaction, as described in Part III, Item 9, ends with Firm orders on both sides that satisfy each other's terms and the trade meets applicable regulatory requirements, then a trade will occur. Traders may modify, replace, or cancel a Firm order at any time before execution. Conditionals are discussed in Part III, Item 9; however, unless otherwise noted, the order types and attributes described below apply to both Firm orders and Conditionals. A Trader may modify, replace, or cancel a Conditional at any time prior to an invitation. Once an invitation is received, the Trader may either "firm-up" the Conditional or cancel or ignore the invitation as described in Part III, Item 9. AIOIs, which are described in Part III, Item 9, may be sent through the BIDS ATS as a firm AIOI or a conditional AIOI by Sponsors to their designated Sponsored Firms that use BIDS Trader under terms agreed to by the parties (e.g., BIDS Trader Users can choose whether or not to receive AIOIs from Sponsors). All AIOIs and AIOI messaging pass through the BIDS ATS; however, neither the AIOI message nor the response interact with other Firm orders or Conditionals in the BIDS ATS order book. The Sponsor submitting an AIOI does not know what symbols exist on any BIDS Trader User's blotter. Once an AIOI is received by the BIDS Trader User, the BIDS Trader User may send a message to the BIDS ATS accepting the AIOI on its terms, accepting the AIOI with modified terms (e.g., price terms, quantity, minimum), or declining it, or the BIDS Trader User can ignore the AIOI. If the BIDS Trader User responds to an AIOI by accepting it and the terms on both sides match, a firm AIOI is executed immediately by the BIDS ATS. If the originating AIOI was conditional and the BIDS Trader User responds to the AIOI by accepting it, the BIDS ATS sends the Sponsor a notification to firm-up. Once the Sponsor firms-up the AIOI, the BIDS ATS executes the trade. Any resulting trades may execute at, within, or outside the NBBO as agreed to by both parties to the trade. Executions outside the NBBO would initiate an intermarket sweep order ("ISO") as described in Part III, Item 9. Firm Order and Conditional Order Types The following Firm order and Conditional order types are accepted by the BIDS ATS: (i) limit order, a Firm order or Conditional with a limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (ii) market order, a Firm order or Conditional with no limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (iii) midpoint peg order, which is a priced or unpriced Firm order or Conditional that is pegged to the midpoint of the NBBO; (iv) market peg order, which is a priced or unpriced Firm order or Conditional pegged to the opposite side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive; or (v) primary peg order, which is a priced or unpriced Firm order or Conditional pegged to the same side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive. All Firm orders and Conditionals in the BIDS ATS are peg orders in nature and therefore each Firm order and Conditional entered into the BIDS ATS has an explicit order term referred to as "Price Protection" for capturing the type of pegging (i.e., Midpoint, Market, or Primary) for that particular Firm order or Conditional. A Firm order or Conditional entered into the BIDS ATS as a market or limit order may be set to any of the three peg types. The peg type may be explicitly specified for a particular Firm order or Conditional using a custom FIX tag, or otherwise determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. All Firm orders or Conditionals submitted by a BIDS Trader User will always have the peg type specifically set by the BIDS Trader User or his or her default for Price Protection (Midpoint or Market). Consequently, a Firm order or Conditional submitted simply as a "limit order" or a "market order" without an explicit peg type will be accepted and default to the Trader's default preference for Price Protection. The BIDS ATS determines trade and invitation prices based on NBBOs calculated as described in Part III, Item 23. See Part III, Item 11 for more information on how tradeable prices are determined for different Price Protection terms. AIOI Order Types The following AIOI order types are accepted by the BIDS ATS: (i) peg (i.e., Midpoint, Market, or Primary) with or without an offset. If the offset is zero or no offset is provided, the execution can only occur at or between the NBBO. If the offset is non-zero, the execution may occur outside the NBBO depending on the peg instruction and the offset value; (ii) peg with a limit, same as (i), but the execution price will not exceed the limit price; (iii) limit only, the execution price will not exceed limit price, but may be outside the NBBO. If no pricing or pegging information is provided on the AIOI, the pegging instructions are determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. AIOI Acceptance If a BIDS Trader User accepts an AIOI from a Sponsor, the acceptance may include a limit price, and BIDS Trader will always set a default AIOI Price Protection based on the BIDS Trader User's AIOI Price Protection setting (i.e., allow outside NBBO, or do not allow outside NBBO). Minimum Attributes for Firm Orders All Firm orders submitted to the BIDS ATS must include the following minimum order attributes or the Firm order will be rejected by the BIDS ATS: 1. Symbol 2. Price (discussed above in this item) 3. Side (buy, sell or sell short) 4. Size 5. Capacity (agency or principal) a. Subscribers are responsible for assigning the appropriate capacity to their Firm orders and Conditionals b. All Firm orders and Conditionals submitted by a Sponsored Firm are designated as agency Minimum attributes for Conditionals and AIOIs are described in Part III, Item 9. Additional Order Attributes Participants may include a variety of additional attributes on an order-by-order basis or as a default setting. The use of additional attributes is limited to specific types of Participants (e.g., Traders or Subscribers) as stated in each description, and the additional attributes are applicable to all orders unless specifically restricted in the description. These additional attributes include: Time-in-Force The BIDS ATS supports the following time-in-force ("TIF") types: (i) Good-til-day ("Day") (ii) Good-til-time ("GTT") (time designation must be within the same trading day that the Firm order or Conditional is entered) (iii) Execute-and-cancel ("ENC") (iv) Immediate-or-cancel ("IOC") (Firm order) Firm orders, Conditionals, and AIOIs may be designated with a specified TIF for resting in the BIDS ATS matching book. Firm orders, Conditionals, and AIOIs entered without a specified TIF will be designated with the Trader's default TIF preference (Day, GTT, ENC); if the Trader has not changed the default TIF preference, the Firm order, Conditional, or AIOI will initially default to a Day TIF. Regardless of TIF, any Firm order, Conditional, or AIOI remaining in the BIDS ATS will be cancelled at the end of the trading day. Firm orders, Conditionals, and AIOIs designated as ENC may specify an optional expiry time. If a Firm order or a firm AIOI has an ENC TIF and does not trade its total available volume after the initial execution, the remaining quantity is cancelled. If a Firm order or a firm AIOI has an ENC TIF and an expiry time and does not trade at all, it will terminate at the expiry time. Because Conditionals or conditional AIOIs are not executable, the ENC TIF has no practical application for Conditionals or conditional AIOIs. The BIDS ATS will not reject Conditionals or conditional AIOIs entered with an ENC TIF designation; rather, the ENC TIF designation on the Conditional or conditional AIOI will be treated as a Day TIF or, if an expiry time is specified, a GTT TIF. All open Firm orders, Conditionals, and AIOIs are cancelled at the market close. The BIDS ATS will reject Conditionals and conditional AIOIs with an IOC TIF. Minimum Volume Automatch Minimum Volume Any Firm order submitted to the BIDS ATS may set a minimum volume that specifies the quantity every trade involving the Firm order must meet. Where two Traders have each set a minimum volume, any resulting transaction between those two Firm orders must have a volume greater than or equal to the highest minimum volume between the two Firm orders (note: the BIDS ATS trades are at least one round lot). Invitation Minimum Volume Traders may also specify a minimum quantity that every invitation related to a Firm order or Conditional must meet. A Firm order using this minimum will only issue an invitation to a contra-party Conditional that is greater than or equal to the required amount. A Conditional using this minimum will only issue or receive an invitation to or from a contra-party Conditional that is greater than or equal to the required amount. See Part III, Item 9 for a discussion of Conditionals and invitations (note: the BIDS ATS invitations are at least one round lot). Automatch and Invitation Minimum Volume designations may be specified on AIOIs. Additional Volume Preferences Traders may supplement minimum volume requirements with the following preferences: 1. Volume Aggregation A Trader may permit trade aggregation for the purpose of meeting its automatch minimum volume requirement. If a Trader enables aggregation, a Firm order from this Trader may trade when it has the aggressive-order status (see Continuous Matching in Part III, Item 11 for definition of aggressive status), with more than one passive Firm order each of which includes volume below the automatch minimum, but the total of which is greater than or equal to the automatch minimum. Each such trade must meet the contra-party's automatch minimum volume, if any. Volume aggregation is not available on AIOIs 2. Minimum Volume for Principal Flow A Sponsored Firm's individual trader may also set a preference called "Minimum Volume for Principal Flow". With this preference, the Sponsored Firm's Firm order or Conditional will only trade/interact with principal capacity Firm orders or Conditionals that have the required minimum quantity. Minimum Volume for Principal Flow may also be set for AIOIs. Contra-party Capacity A Sponsored Firm's individual trader may designate whether his or her Firm order or Conditional may interact with Firm orders or Conditionals that indicate principal capacity. By default, all Sponsored Firm's individual trader's Firm orders and Conditionals only interact with agency capacity Firm orders or Conditionals; however, this default can be overridden at the order level or the Sponsored Firm level at the direction of the Sponsored Firm. This designation is not available on AIOIs. Filter Level A Trader can specify a BIDS Scorecard level that a potential contra-party must achieve in order to interact with a particular Firm order or Conditional. As discussed more fully in Part III, Item 9, BIDS scores Traders submitting Conditionals based on their performance in responding to invitations to firm-up. A Trader may set a filter ("Filter") to prevent invitations from being sent to contra-parties that have BIDS Scorecard levels below the Filter. A Trader sets the Filter level to one of three levels (the "benchmark settings" refer to a variety of proprietary metrics that are calculated for each Trader based on his or her long-term and short-term behavior): (i) Aggressive - allowing invitation to any potential contra-party, regardless of that contra-party's Scorecard score (ii) Normal - permitting interaction with all contra-parties except for poor performing contra-parties (no invitations sent to Traders with scores worse than Normal benchmark settings); and (iii) Conservative - invitations not sent to Traders with scores worse than the Conservative benchmark settings BIDS cannot override a Trader's Filter settings. BIDS, at its discretion, may change the benchmark settings for the different Filter levels. Filter settings do not apply to AIOIs. Invite Mode A Trader may specify which type(s) of contra Conditionals a Firm order or Conditional may invite. The available Invite Mode options include: 1. ON - no restriction, the Firm order or Conditional can interact with any type of contra Conditionals 2. OFF - do not interact with contra Conditionals at all a. A Firm order using "OFF" will only trade with contra Firm orders b. This Invite Mode is only available for Firm orders c. A Conditional using "OFF" will be rejected 3. Auto-only - the Firm order or Conditional will only interact with contra Conditionals that do not involve a human trader seeing an invitation and deciding whether to firm up or not. A Trader may elect to receive a notification from BIDS when the Trader's Firm order invites a Conditional. Invite Mode does not apply to AIOIs. Intra-firm Priority A Subscriber may designate that Firm orders and Conditionals have a priority for interacting with contra Firm orders and Conditionals that are from the same order source. This order preference applies to both invitations and trades. See Part III, Item 11 for a discussion of Intra-firm Priority. Intra-firm Priority designation does not apply to AIOIs. Hosted Pools A Subscriber may designate that Firm orders and Conditionals interact only with others from the same group by setting up a Hosted Pool. See Part III, Item 14 for a discussion of Hosted Pools. AIOIs are not available for use in Hosted Pools. Attributes of Conditionals Only Traders may use certain attributes related to firming-up that are only applicable to Conditionals (e.g., Regular FirmUp Conditional, Auto FirmUp Conditional, Dual Conditional). These attributes affect a Trader's interaction with Conditionals and invitations to firm-up and are discussed in Part III, Item 9 under the Conditional Types and Firm-Up Mode section. These attributes are not available on AIOIs. Routing Instruction The BIDS ATS only routes Firm orders (it does not route Conditionals), and only at the explicit direction of a BIDS Trader User. See Part III, Item 16 for a discussion of order routing. Routing instructions are not available on AIOIs. Buyback Instructions A Subscriber may include buyback instructions on a Conditional or Firm order for execution consistent with the price conditions of Rule 10b-18 under the Securities Exchange Act of 1934. Other than as described below, Conditionals and Firm orders with buyback instructions will be executed consistent with the descriptions above of Conditionals and Firm orders. Rule 10b-18 provides issuers with a safe harbor from manipulation under Section 9(a)(2) of the Exchange Act and Rule 10b-5 under the Exchange Act solely by reason of the manner, timing, price, and volume of their repurchases when they repurchase the issuer's common stock in the market in accordance with the rule's manner, timing, price, and volume conditions. The buyback instructions that the BIDS ATS offers address only the price conditions of Rule 10b-18, not the manner, timing, or volume conditions. A Subscriber may designate a buy Conditional or Firm order with buyback instructions, in which case the buy Conditional or Firm order will be restricted from receiving invitations or from execution in the BIDS ATS, respectively, as follows: - A Firm order with buyback instructions will not be executed in the BIDS ATS if the trade price for the security would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price. - A Conditional with buyback instructions will not receive an invitation if the price terms would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price All Conditionals and Firm orders with buyback instructions will be canceled either: (a) 10 minutes prior to the market close if the Subscriber specifies that the symbol satisfies the requirements of Rule 10b-18(b)(2)(ii) by having an average daily trading value of $1 million or more and a public float value of $150 million or more; or (b) 30 minutes prior to the market close for all other symbols. In order to specify that a symbol satisfies the requirements of Rule 10b-18(b)(2)(ii), the Subscriber must include, in addition to the buyback instructions, a GTT designation expiring between 3:30 p.m. ET and 3:50 p.m. ET (or between 12:30 p.m. ET and 12:50 p.m. ET on a day with an early close). If a Subscriber does not include such a GTT designation, in addition to the buyback instructions, then the Conditional or Firm order will be canceled 30 minutes prior to the market close. Conditionals and Firm orders with buyback instructions will either be executed consistent with the restrictions stated above or remain in effect in accordance with any TIF designation (e.g., a GTT designation that expires before the mandatory cancellation times described above) until they can be executed consistent with those restrictions.

order_types

Firm Orders,Conditionals, and Actionable IOIs The BIDS ATS accepts (i) Firm orders (ii) Conditionals and (iii) AIOIs. Firm orders are executable according to the order specifications. Conditionals, which are described in Part III, Item 9, are trading interests that have the same general attributes of a Firm order except that they are not executable. A Trader must always replace ("firm-up") its Conditional with a Firm order before it can be executed. If an invitation interaction, as described in Part III, Item 9, ends with Firm orders on both sides that satisfy each other's terms and the trade meets applicable regulatory requirements, then a trade will occur. Traders may modify, replace, or cancel a Firm order at any time before execution. Conditionals are discussed in Part III, Item 9; however, unless otherwise noted, the order types and attributes described below apply to both Firm orders and Conditionals. A Trader may modify, replace, or cancel a Conditional at any time prior to an invitation. Once an invitation is received, the Trader may either "firm-up" the Conditional or cancel or ignore the invitation as described in Part III, Item 9. AIOIs, which are described in Part III, Item 9, may be sent through the BIDS ATS as a firm AIOI or a conditional AIOI by Sponsors to their designated Sponsored Firms that use BIDS Trader under terms agreed to by the parties (e.g., BIDS Trader Users can choose whether or not to receive AIOIs from Sponsors). All AIOIs and AIOI messaging pass through the BIDS ATS; however, neither the AIOI message nor the response interact with other Firm orders or Conditionals in the BIDS ATS order book. The Sponsor submitting an AIOI does not know what symbols exist on any BIDS Trader User's blotter. Once an AIOI is received by the BIDS Trader User, the BIDS Trader User may send a message to the BIDS ATS accepting the AIOI on its terms, accepting the AIOI with modified terms (e.g., price terms, quantity, minimum), or declining it, or the BIDS Trader User can ignore the AIOI. If the BIDS Trader User responds to an AIOI by accepting it and the terms on both sides match, a firm AIOI is executed immediately by the BIDS ATS. If the originating AIOI was conditional and the BIDS Trader User responds to the AIOI by accepting it, the BIDS ATS sends the Sponsor a notification to firm-up. Once the Sponsor firms-up the AIOI, the BIDS ATS executes the trade. Any resulting trades may execute at, within, or outside the NBBO as agreed to by both parties to the trade. Executions outside the NBBO would initiate an intermarket sweep order ("ISO") as described in Part III, Item 9. Firm Order and Conditional Order Types The following Firm order and Conditional order types are accepted by the BIDS ATS: (i) limit order, a Firm order or Conditional with a limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (ii) market order, a Firm order or Conditional with no limit price and a peg defaulted using the Trader's default preference for Price Protection as described below; (iii) midpoint peg order, which is a priced or unpriced Firm order or Conditional that is pegged to the midpoint of the NBBO; (iv) market peg order, which is a priced or unpriced Firm order or Conditional pegged to the opposite side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive; or (v) primary peg order, which is a priced or unpriced Firm order or Conditional pegged to the same side of the market, either at the inside quote or with an offset amount to make the resulting price more or less aggressive. All Firm orders and Conditionals in the BIDS ATS are peg orders in nature and therefore each Firm order and Conditional entered into the BIDS ATS has an explicit order term referred to as "Price Protection" for capturing the type of pegging (i.e., Midpoint, Market, or Primary) for that particular Firm order or Conditional. A Firm order or Conditional entered into the BIDS ATS as a market or limit order may be set to any of the three peg types. The peg type may be explicitly specified for a particular Firm order or Conditional using a custom FIX tag, or otherwise determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. All Firm orders or Conditionals submitted by a BIDS Trader User will always have the peg type specifically set by the BIDS Trader User or his or her default for Price Protection (Midpoint or Market). Consequently, a Firm order or Conditional submitted simply as a "limit order" or a "market order" without an explicit peg type will be accepted and default to the Trader's default preference for Price Protection. The BIDS ATS determines trade and invitation prices based on NBBOs calculated as described in Part III, Item 23. See Part III, Item 11 for more information on how tradeable prices are determined for different Price Protection terms. AIOI Order Types The following AIOI order types are accepted by the BIDS ATS: (i) peg (i.e., Midpoint, Market, or Primary) with or without an offset. If the offset is zero or no offset is provided, the execution can only occur at or between the NBBO. If the offset is non-zero, the execution may occur outside the NBBO depending on the peg instruction and the offset value; (ii) peg with a limit, same as (i), but the execution price will not exceed the limit price; (iii) limit only, the execution price will not exceed limit price, but may be outside the NBBO. If no pricing or pegging information is provided on the AIOI, the pegging instructions are determined by the Trader's default preference for Price Protection (defaults allowed are Midpoint and Market) set by the Trader. AIOI Acceptance If a BIDS Trader User accepts an AIOI from a Sponsor, the acceptance may include a limit price, and BIDS Trader will always set a default AIOI Price Protection based on the BIDS Trader User's AIOI Price Protection setting (i.e., allow outside NBBO, or do not allow outside NBBO). Minimum Attributes for Firm Orders All Firm orders submitted to the BIDS ATS must include the following minimum order attributes or the Firm order will be rejected by the BIDS ATS: 1. Symbol 2. Price (discussed above in this item) 3. Side (buy, sell or sell short) 4. Size 5. Capacity (agency or principal) a. Subscribers are responsible for assigning the appropriate capacity to their Firm orders and Conditionals b. All Firm orders and Conditionals submitted by a Sponsored Firm are designated as agency Minimum attributes for Conditionals and AIOIs are described in Part III, Item 9. Additional Order Attributes Participants may include a variety of additional attributes on an order-by-order basis or as a default setting. The use of additional attributes is limited to specific types of Participants (e.g., Traders or Subscribers) as stated in each description, and the additional attributes are applicable to all orders unless specifically restricted in the description. These additional attributes include: Time-in-Force The BIDS ATS supports the following time-in-force ("TIF") types: (i) Good-til-day ("Day") (ii) Good-til-time ("GTT") (time designation must be within the same trading day that the Firm order or Conditional is entered) (iii) Execute-and-cancel ("ENC") (iv) Immediate-or-cancel ("IOC") (Firm order) Firm orders, Conditionals, and AIOIs may be designated with a specified TIF for resting in the BIDS ATS matching book. Firm orders, Conditionals, and AIOIs entered without a specified TIF will be designated with the Trader's default TIF preference (Day, GTT, ENC); if the Trader has not changed the default TIF preference, the Firm order, Conditional, or AIOI will initially default to a Day TIF. Regardless of TIF, any Firm order, Conditional, or AIOI remaining in the BIDS ATS will be cancelled at the end of the trading day. Firm orders, Conditionals, and AIOIs designated as ENC may specify an optional expiry time. If a Firm order or a firm AIOI has an ENC TIF and does not trade its total available volume after the initial execution, the remaining quantity is cancelled. If a Firm order or a firm AIOI has an ENC TIF and an expiry time and does not trade at all, it will terminate at the expiry time. Because Conditionals or conditional AIOIs are not executable, the ENC TIF has no practical application for Conditionals or conditional AIOIs. The BIDS ATS will not reject Conditionals or conditional AIOIs entered with an ENC TIF designation; rather, the ENC TIF designation on the Conditional or conditional AIOI will be treated as a Day TIF or, if an expiry time is specified, a GTT TIF. All open Firm orders, Conditionals, and AIOIs are cancelled at the market close. The BIDS ATS will reject Conditionals and conditional AIOIs with an IOC TIF. Minimum Volume Automatch Minimum Volume Any Firm order submitted to the BIDS ATS may set a minimum volume that specifies the quantity every trade involving the Firm order must meet. Where two Traders have each set a minimum volume, any resulting transaction between those two Firm orders must have a volume greater than or equal to the highest minimum volume between the two Firm orders (note: the BIDS ATS trades are at least one round lot). Invitation Minimum Volume Traders may also specify a minimum quantity that every invitation related to a Firm order or Conditional must meet. A Firm order using this minimum will only issue an invitation to a contra-party Conditional that is greater than or equal to the required amount. A Conditional using this minimum will only issue or receive an invitation to or from a contra-party Conditional that is greater than or equal to the required amount. See Part III, Item 9 for a discussion of Conditionals and invitations (note: the BIDS ATS invitations are at least one round lot). Automatch and Invitation Minimum Volume designations may be specified on AIOIs. Additional Volume Preferences Traders may supplement minimum volume requirements with the following preferences: 1. Volume Aggregation A Trader may permit trade aggregation for the purpose of meeting its automatch minimum volume requirement. If a Trader enables aggregation, a Firm order from this Trader may trade when it has the aggressive-order status (see Continuous Matching in Part III, Item 11 for definition of aggressive status), with more than one passive Firm order each of which includes volume below the automatch minimum, but the total of which is greater than or equal to the automatch minimum. Each such trade must meet the contra-party's automatch minimum volume, if any. Volume aggregation is not available on AIOIs 2. Minimum Volume for Principal Flow A Sponsored Firm's individual trader may also set a preference called "Minimum Volume for Principal Flow". With this preference, the Sponsored Firm's Firm order or Conditional will only trade/interact with principal capacity Firm orders or Conditionals that have the required minimum quantity. Minimum Volume for Principal Flow may also be set for AIOIs. Contra-party Capacity A Sponsored Firm's individual trader may designate whether his or her Firm order or Conditional may interact with Firm orders or Conditionals that indicate principal capacity. By default, all Sponsored Firm's individual trader's Firm orders and Conditionals only interact with agency capacity Firm orders or Conditionals; however, this default can be overridden at the order level or the Sponsored Firm level at the direction of the Sponsored Firm. This designation is not available on AIOIs. Filter Level A Trader can specify a BIDS Scorecard level that a potential contra-party must achieve in order to interact with a particular Firm order or Conditional. As discussed more fully in Part III, Item 9, BIDS scores Traders submitting Conditionals based on their performance in responding to invitations to firm-up. A Trader may set a filter ("Filter") to prevent invitations from being sent to contra-parties that have BIDS Scorecard levels below the Filter. A Trader sets the Filter level to one of three levels (the "benchmark settings" refer to a variety of proprietary metrics that are calculated for each Trader based on his or her long-term and short-term behavior): (i) Aggressive - allowing invitation to any potential contra-party, regardless of that contra-party's Scorecard score (ii) Normal - permitting interaction with all contra-parties except for poor performing contra-parties (no invitations sent to Traders with scores worse than Normal benchmark settings); and (iii) Conservative - invitations not sent to Traders with scores worse than the Conservative benchmark settings BIDS cannot override a Trader's Filter settings. BIDS, at its discretion, may change the benchmark settings for the different Filter levels. Filter settings do not apply to AIOIs. Invite Mode A Trader may specify which type(s) of contra Conditionals a Firm order or Conditional may invite. The available Invite Mode options include: 1. ON - no restriction, the Firm order or Conditional can interact with any type of contra Conditionals 2. OFF - do not interact with contra Conditionals at all a. A Firm order using "OFF" will only trade with contra Firm orders b. This Invite Mode is only available for Firm orders c. A Conditional using "OFF" will be rejected 3. Auto-only - the Firm order or Conditional will only interact with contra Conditionals that do not involve a human trader seeing an invitation and deciding whether to firm up or not. A Trader may elect to receive a notification from BIDS when the Trader's Firm order invites a Conditional. Invite Mode does not apply to AIOIs. Intra-firm Priority A Subscriber may designate that Firm orders and Conditionals have a priority for interacting with contra Firm orders and Conditionals that are from the same order source. This order preference applies to both invitations and trades. See Part III, Item 11 for a discussion of Intra-firm Priority. Intra-firm Priority designation does not apply to AIOIs. Hosted Pools A Subscriber may designate that Firm orders and Conditionals interact only with others from the same group by setting up a Hosted Pool. See Part III, Item 14 for a discussion of Hosted Pools. AIOIs are not available for use in Hosted Pools. Attributes of Conditionals Only Traders may use certain attributes related to firming-up that are only applicable to Conditionals (e.g., Regular FirmUp Conditional, Auto FirmUp Conditional, Dual Conditional). These attributes affect a Trader's interaction with Conditionals and invitations to firm-up and are discussed in Part III, Item 9 under the Conditional Types and Firm-Up Mode section. These attributes are not available on AIOIs. Routing Instruction The BIDS ATS only routes Firm orders (it does not route Conditionals), and only at the explicit direction of a BIDS Trader User. See Part III, Item 16 for a discussion of order routing. Routing instructions are not available on AIOIs. Buyback Instructions A Subscriber may include buyback instructions on a Conditional or Firm order for execution consistent with the price conditions of Rule 10b-18 under the Securities Exchange Act of 1934. Other than as described below, Conditionals and Firm orders with buyback instructions will be executed consistent with the descriptions above of Conditionals and Firm orders. Rule 10b-18 provides issuers with a safe harbor from manipulation under Section 9(a)(2) of the Exchange Act and Rule 10b-5 under the Exchange Act solely by reason of the manner, timing, price, and volume of their repurchases when they repurchase the issuer's common stock in the market in accordance with the rule's manner, timing, price, and volume conditions. The buyback instructions that the BIDS ATS offers address only the price conditions of Rule 10b-18, not the manner, timing, or volume conditions. A Subscriber may designate a buy Conditional or Firm order with buyback instructions, in which case the buy Conditional or Firm order will be restricted from receiving invitations or from execution in the BIDS ATS, respectively, as follows: - A Firm order with buyback instructions will not be executed in the BIDS ATS if the trade price for the security would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price. - A Conditional with buyback instructions will not receive an invitation if the price terms would exceed the higher of: (a) the national best bid; or (b) the consolidated last sale price All Conditionals and Firm orders with buyback instructions will be canceled either: (a) 10 minutes prior to the market close if the Subscriber specifies that the symbol satisfies the requirements of Rule 10b-18(b)(2)(ii) by having an average daily trading value of $1 million or more and a public float value of $150 million or more; or (b) 30 minutes prior to the market close for all other symbols. In order to specify that a symbol satisfies the requirements of Rule 10b-18(b)(2)(ii), the Subscriber must include, in addition to the buyback instructions, a GTT designation expiring between 3:30 p.m. ET and 3:50 p.m. ET (or between 12:30 p.m. ET and 12:50 p.m. ET on a day with an early close). If a Subscriber does not include such a GTT designation, in addition to the buyback instructions, then the Conditional or Firm order will be canceled 30 minutes prior to the market close. Conditionals and Firm orders with buyback instructions will either be executed consistent with the restrictions stated above or remain in effect in accordance with any TIF designation (e.g., a GTT designation that expires before the mandatory cancellation times described above) until they can be executed consistent with those restrictions.

means_of_entry

Participants can access the BIDS ATS directly using version 4.2 of the FIX protocol. Through these FIX connections, Participants can send their algorithmic flow, route client orders, or submit manual Firm orders or Conditionals using front-end interfaces to the BIDS ATS.

means_of_entry

Participants can access the BIDS ATS directly using version 4.2 of the FIX protocol. Through these FIX connections, Participants can send their algorithmic flow, route client orders, or submit manual Firm orders, Conditionals, and AIOIs using front-end interfaces to the BIDS ATS.

means_of_entry

Participants can access the BIDS ATS directly using version 4.2 of the FIX protocol through a dedicated point of entry, or "gateway," that is part of the BIDS ATS. Through these FIX connections, Participants can send their algorithmic flow, route client orders, or submit manual Firm orders, Conditionals, and AIOIs using front-end interfaces to the BIDS ATS.

pricing_methodology

The BIDS ATS receives the national best bid and offer ("NBBO") from the following sources: 1. Direct feeds through Redline Trading Solutions, Inc., a third-party vendor ("Vendor"), that: a. uses proprietary feeds from all national securities exchanges other than NYSE's National and Chicago exchanges--for which it uses the SIP feed--to produce the NBBO ("synthetic NBBO") b. will switch to extracting equivalent data from the SIP where 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 Vendor will continue to use direct feeds from the unaffected markets to determine the NBBO. 2. SIP (Security Information Processor) ("SIP NBBO") The BIDS ATS uses the synthetic NBBO to calculate the prices used for executions and invitations (see Part III, Item 11). The BIDS ATS checks all trade prices using the synthetic NBBO against the SIP NBBO. If a trade price is outside the corresponding SIP NBBO, the trade will not be executed unless the trade resulted from AIOI messaging. As described in Part III, Item 9, BIDS Trader provides messaging capabilities that allow for bi-lateral negotiation and executions resulting from AIOI messaging, and any resulting trades may execute at, within, or outside the NBBO as agreed to by both parties to the trade. Executions outside the NBBO would initiate an ISO. (See Part III, Items 9 and 23.) The BIDS ATS system monitors and compares the synthetic NBBO and the SIP NBBO on a continuous basis and if (i) there is data loss or (ii) the two NBBOs are out of sync for a prolonged period, then the BIDS ATS may deem the NBBOs invalid for trading for as long as the problem persists. During any period when the synthetic NBBO is not available for any reason, the BIDS ATS will use the SIP NBBO for trade and invitation price determination.

pricing_methodology

The BIDS ATS receives the national best bid and offer ("NBBO") from the following sources: 1. Direct feeds through Redline Trading Solutions, Inc., a third-party vendor ("Vendor"), that: a. uses proprietary feeds from all national securities exchanges other than NYSE's National and Chicago exchanges-for which it uses the SIP feed-to produce the NBBO ("synthetic NBBO") b. will switch to extracting equivalent data from the SIP where 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 Vendor will continue to use direct feeds from the unaffected markets to determine the NBBO. 2. SIP (Security Information Processor) ("SIP NBBO") The BIDS ATS uses the synthetic NBBO to calculate the prices used for executions and invitations (see Part III, Item 11). The BIDS ATS checks all trade prices using the synthetic NBBO against the SIP NBBO. If a trade price is outside the corresponding SIP NBBO, the trade will not be executed. The BIDS ATS system monitors and compares the synthetic NBBO and the SIP NBBO on a continuous basis and if (i) there is data loss or (ii) the two NBBOs are out of sync for a prolonged period, then the BIDS ATS may deem the NBBOs invalid for trading for as long as the problem persists. During any period when the synthetic NBBO is not available for any reason, the BIDS ATS will use the SIP NBBO for trade and invitation price determination.

pricing_methodology

The BIDS ATS receives the national best bid and offer ("NBBO") from the following sources: 1. Direct feeds through Redline Trading Solutions, Inc., a third-party vendor ("Vendor"), that: a. uses proprietary feeds from all national securities exchanges other than NYSE's National and Chicago exchanges--for which it uses the SIP feed--to produce the NBBO ("synthetic NBBO") b. will switch to extracting equivalent data from the SIP where 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 Vendor will continue to use direct feeds from the unaffected markets to determine the NBBO. 2. SIP (Security Information Processor) ("SIP NBBO") The BIDS ATS uses the synthetic NBBO to calculate the prices used for executions and invitations (see Part III, Item 11). The BIDS ATS checks all trade prices using the synthetic NBBO against the SIP NBBO. If a trade price is outside the corresponding SIP NBBO, the trade will not be executed unless the trade resulted from AIOI messaging. As described in Part III, Item 9, BIDS Trader provides messaging capabilities that allow for bi-lateral negotiation and executions resulting from AIOI messaging, and any resulting trades may execute at, within, or outside the NBBO as agreed to by both parties to the trade. Executions outside the NBBO would initiate an ISO. (See Part III, Items 9 and 23.) The BIDS ATS system monitors and compares the synthetic NBBO and the SIP NBBO on a continuous basis and if (i) there is data loss or (ii) the two NBBOs are out of sync for a prolonged period, then the BIDS ATS may deem the NBBOs invalid for trading for as long as the problem persists. During any period when the synthetic NBBO is not available for any reason, the BIDS ATS will use the SIP NBBO for trade and invitation price determination.

pricing_methodology

The BIDS ATS receives the national best bid and offer ("NBBO") from the following sources: 1. Direct feeds through Redline Trading Solutions, Inc., a third-party vendor ("Vendor"), that: a. uses proprietary feeds from all national securities exchanges other than NYSE's National and Chicago exchanges--for which it uses the SIP feed--to produce the NBBO ("synthetic NBBO") b. will switch to extracting equivalent data from the SIP where 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 Vendor will continue to use direct feeds from the unaffected markets to determine the NBBO. 2. SIP (Security Information Processor) ("SIP NBBO") The BIDS ATS uses the synthetic NBBO to calculate the prices used for executions and invitations (see Part III, Item 11). The BIDS ATS checks all trade prices using the synthetic NBBO against the SIP NBBO. If a trade price is outside the corresponding SIP NBBO, the trade will not be executed unless the trade resulted from AIOI messaging. As described in Part III, Item 9, BIDS Trader provides messaging capabilities that allow for bi-lateral negotiation and executions resulting from AIOI messaging, and any resulting trades may execute at, within, or outside the NBBO as agreed to by both parties to the trade. Executions outside the NBBO would initiate an ISO. (See Part III, Items 9 and 23.) The BIDS ATS system monitors and compares the synthetic NBBO and the SIP NBBO on a continuous basis and if (i) there is data loss or (ii) the two NBBOs are out of sync for a prolonged period, then the BIDS ATS may deem the NBBOs invalid for trading for as long as the problem persists. During any period when the synthetic NBBO is not available for any reason, the BIDS ATS will use the SIP NBBO for trade and invitation price determination.

pricing_methodology

The BIDS ATS receives the national best bid and offer ("NBBO") from the following sources: 1. Direct feeds through Redline Trading Solutions, Inc., a third-party vendor ("Vendor"), that: a. uses proprietary feeds from all national securities exchanges other than NYSE's National and Chicago exchanges--for which it uses the SIP feed--to produce the NBBO ("synthetic NBBO") b. will switch to extracting equivalent data from the SIP where 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 Vendor will continue to use direct feeds from the unaffected markets to determine the NBBO. 2. SIP (Security Information Processor) ("SIP NBBO") The BIDS ATS uses the synthetic NBBO to calculate the prices used for executions and invitations (see Part III, Item 11). The BIDS ATS checks all trade prices using the synthetic NBBO against the SIP NBBO. If a trade price is outside the corresponding SIP NBBO, the trade will not be executed unless the trade resulted from AIOI messaging. As described in Part III, Item 9, BIDS Trader provides messaging capabilities that allow for bi-lateral negotiation and executions resulting from AIOI messaging, and any resulting trades may execute at, within, or outside the NBBO as agreed to by both parties to the trade. Executions outside the NBBO would initiate an ISO. (See Part III, Items 9 and 23.) The BIDS ATS system monitors and compares the synthetic NBBO and the SIP NBBO on a continuous basis and if (i) there is data loss or (ii) the two NBBOs are out of sync for a prolonged period, then the BIDS ATS may deem the NBBOs invalid for trading for as long as the problem persists. During any period when the synthetic NBBO is not available for any reason, the BIDS ATS will use the SIP NBBO for trade and invitation price determination.

pricing_methodology

The BIDS ATS receives the national best bid and offer ("NBBO") from the following sources: 1. Direct feeds through Redline Trading Solutions, Inc., a third-party vendor ("Vendor"), that: a. uses proprietary feeds from all national securities exchanges other than NYSE's National and Chicago exchanges--for which it uses the SIP feed--to produce the NBBO ("synthetic NBBO") b. will switch to extracting equivalent data from the SIP where 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 Vendor will continue to use direct feeds from the unaffected markets to determine the NBBO. 2. SIP (Security Information Processor) ("SIP NBBO") The BIDS ATS uses the synthetic NBBO to calculate the prices used for executions and invitations (see Part III, Item 11). The BIDS ATS checks all trade prices using the synthetic NBBO against the SIP NBBO. If a trade price is outside the corresponding SIP NBBO, the trade will not be executed unless the trade resulted from AIOI messaging. As described in Part III, Item 9, BIDS Trader provides messaging capabilities that allow for bi-lateral negotiation and executions resulting from AIOI messaging, and any resulting trades may execute at, within, or outside the NBBO as agreed to by both parties to the trade. Executions outside the NBBO would initiate an ISO. (See Part III, Items 9 and 23.) The BIDS ATS system monitors and compares the synthetic NBBO and the SIP NBBO on a continuous basis and if (i) there is data loss or (ii) the two NBBOs are out of sync for a prolonged period, then the BIDS ATS may deem the NBBOs invalid for trading for as long as the problem persists. During any period when the synthetic NBBO is not available for any reason, the BIDS ATS will use the SIP NBBO for trade and invitation price determination.

pricing_methodology

The BIDS ATS receives the national best bid and offer ("NBBO") from the following sources: 1. Direct feeds through Redline Trading Solutions, Inc., a third-party vendor ("Vendor"), that: a. uses proprietary feeds from all national securities exchanges other than NYSE's National and Chicago exchanges-for which it uses the SIP feed-to produce the NBBO ("synthetic NBBO") b. will switch to extracting equivalent data from the SIP where 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 Vendor will continue to use direct feeds from the unaffected markets to determine the NBBO. 2. SIP (Security Information Processor) ("SIP NBBO") The BIDS ATS uses the synthetic NBBO to calculate the prices used for executions and invitations (see Part III, Item 11). The BIDS ATS checks all trade prices using the synthetic NBBO against the SIP NBBO. If a trade price is outside the corresponding SIP NBBO, the trade will not be executed unless the trade resulted from AIOI messaging. As described in Part III, Item 9, BIDS Trader provides messaging capabilities that allow for bi-lateral negotiation and executions resulting from AIOI messaging, and any resulting trades may execute at, within, or outside the NBBO as agreed to by both parties to the trade. Executions outside the NBBO would initiate an ISO. (See Part III, Items 9 and 23.) The BIDS ATS system monitors and compares the synthetic NBBO and the SIP NBBO on a continuous basis and if (i) there is data loss or (ii) the two NBBOs are out of sync for a prolonged period, then the BIDS ATS may deem the NBBOs invalid for trading for as long as the problem persists. During any period when the synthetic NBBO is not available for any reason, the BIDS ATS will use the SIP NBBO for trade and invitation price determination.

counterparty_selection

Participants and Traders in the BIDS ATS have certain tools that provide the ability to manage the counter-parties with which they interact on the BIDS ATS. To the extent these tools are used, trading interest will only interact with counter-parties that meet the specified criteria. a. BIDS Filters As discussed in Part III, Items 7 and 9, the BIDS ATS permits a Trader to restrict its Firm orders or Conditionals from sending invitations to counter-parties based on the counter-party's BIDS Scorecard level as determined by BIDS. b. Capacity Sponsored Firms may choose not to interact with principal capacity Firm orders or Conditionals either in general, or on an order-by-order basis. Sponsored Firms may choose not to interact with principal capacity Firm orders or Conditionals under a minimum volume in general, or on an order-by-order basis. c. Invite mode As discussed in Part III, Item 9, the BIDS ATS permits Traders to use Invite Mode to limit its interaction with certain types of contra-party Conditionals. (Invite mode options: on, off, auto-only) d. Same Counterparty The BIDS ATS restricts Participants from interacting with themselves in the following situations: a. A principal capacity Firm order or Conditional from a Subscriber will not interact with a principal Firm order or Conditional from that Subscriber. b. A Firm order or Conditional from a Sponsored Firm will not interact with Firm orders or Conditionals from the same Sponsored Firm. e. Hosted Pool At the request of one or more Subscribers, BIDS will establish a "Hosted Pool" that is totally segregated from the other Firm orders and Conditionals in the BIDS ATS and in other Hosted Pools. Firm orders and Conditionals from Participants in a Hosted Pool can be designated to belong to the Hosted Pool and only interact with Firm orders and Conditionals in the same Hosted Pool. The matching and trading rules and logic in a Hosted Pool are the same as in the BIDS ATS. Within the Hosted Pool, Participants and Traders can denote Firm orders and Conditionals to belong to a sub-grouping within the Hosted Pool and the Firm order or Conditional can be set not to trade against other Firm orders or Conditionals within the same sub-group. BIDS does not put limitations on which Subscribers may set up a Hosted Pool. f. AIOIs As discussed in Part III, Item 9, Sponsors may send AIOIs to their Sponsored Firms who use BIDS Trader. An AIOI will interact only with those Sponsored Firms of that Sponsor who use BIDS Trader and have elected to receive AIOIs from that Sponsor. Sponsors can create lists of counterparties and if those counterparties agree to receive AIOIs from that Sponsor, the relationship is created which allows for AIOI messages to be transmitted and replied to. The Sponsor can determine which counterparties on its list will receive AIOIs on a symbol by symbol basis and may offer different terms to different Sponsored Firms, even within the same symbol. The Sponsor may also set prioritization for the order in which their AIOIs are distributed.

counterparty_selection

Participants and Traders in the BIDS ATS have certain tools that provide the ability to manage the counter-parties with which they interact on the BIDS ATS. To the extent these tools are used, trading interest will only interact with counter-parties that meet the specified criteria. a. BIDS Filters As discussed in Part III, Items 7 and 9, the BIDS ATS permits a Trader to restrict its Firm orders or Conditionals from sending invitations to counter-parties based on the counter-party's BIDS Scorecard level as determined by BIDS. b. Capacity Sponsored Firms may choose not to interact with principal capacity Firm orders or Conditionals either in general, or on an order-by-order basis. Sponsored Firms may choose not to interact with principal capacity Firm orders or Conditionals under a minimum volume in general, or on an order-by-order basis. c. Invite mode As discussed in Part III, Item 9, the BIDS ATS permits Traders to use Invite Mode to limit its interaction with certain types of contra-party Conditionals. (Invite mode options: on, off, auto-only) d. Same Counterparty The BIDS ATS restricts Participants from interacting with themselves in the following situations: a. A principal capacity Firm order or Conditional from a Subscriber will not interact with a principal Firm order or Conditional from that Subscriber. b. A Firm order or Conditional from a Sponsored Firm will not interact with Firm orders or Conditionals from the same Sponsored Firm. e. Hosted Pool At the request of one or more Subscribers, BIDS will establish a "Hosted Pool" that is totally segregated from the other Firm orders and Conditionals in the BIDS ATS and in other Hosted Pools. Firm orders and Conditionals from Participants in a Hosted Pool can be designated to belong to the Hosted Pool and only interact with Firm orders and Conditionals in the same Hosted Pool. The matching and trading rules and logic in a Hosted Pool are the same as in the BIDS ATS. Within the Hosted Pool, Participants and Traders can denote Firm orders and Conditionals to belong to a sub-grouping within the Hosted Pool and the Firm order or Conditional can be set not to trade against other Firm orders or Conditionals within the same sub-group. BIDS does not put limitations on which Subscribers may set up a Hosted Pool. f. AIOIs As discussed in Part III, Item 9, Sponsors may send AIOIs to their Sponsored Firms who use BIDS Trader. An AIOI will interact only with those Sponsored Firms of that Sponsor who use BIDS Trader and have elected to receive AIOIs from that Sponsor. Sponsors can create lists of counterparties and if those counterparties agree to receive AIOIs from that Sponsor, the relationship is created which allows for AIOI messages to be transmitted and replied to. The Sponsor can determine which counterparties on its list will receive AIOIs on a symbol by symbol basis and may offer different terms to different Sponsored Firms, even within the same symbol. The Sponsor may also set prioritization for the order in which their AIOIs are distributed.

counterparty_selection

Participants and Traders in the BIDS ATS have certain tools that provide the ability to manage the counter-parties with which they interact on the BIDS ATS. To the extent these tools are used, trading interest will only interact with counter-parties that meet the specified criteria. a. BIDS Filters As discussed in Part III, Items 7 and 9, the BIDS ATS permits a Trader to restrict its Firm orders or Conditionals from sending invitations to counter-parties based on the counter-party's BIDS Scorecard level as determined by BIDS. b. Capacity Sponsored Firms may choose not to interact with principal capacity Firm orders or Conditionals either in general, or on an order-by-order basis. Sponsored Firms may choose not to interact with principal capacity Firm orders or Conditionals under a minimum volume in general, or on an order-by-order basis. c. Invite mode As discussed in Part III, Item 9, the BIDS ATS permits Traders to use Invite Mode to limit its interaction with certain types of contra-party Conditionals. (Invite mode options: on, off, auto-only) d. Same Counterparty The BIDS ATS restricts Participants from interacting with themselves in the following situations: a. A principal capacity Firm order or Conditional from a Subscriber will not interact with a principal Firm order or Conditional from that Subscriber. b. A Firm order or Conditional from a Sponsored Firm will not interact with Firm orders or Conditionals from the same Sponsored Firm. e. Hosted Pool At the request of one or more Subscribers, BIDS will establish a "Hosted Pool" that is totally segregated from the other Firm orders and Conditionals in the BIDS ATS and in other Hosted Pools. Firm orders and Conditionals from Participants in a Hosted Pool can be designated to belong to the Hosted Pool and only interact with Firm orders and Conditionals in the same Hosted Pool. The matching and trading rules and logic in a Hosted Pool are the same as in the BIDS ATS. Within the Hosted Pool, Participants and Traders can denote Firm orders and Conditionals to belong to a sub-grouping within the Hosted Pool and the Firm order or Conditional can be set not to trade against other Firm orders or Conditionals within the same sub-group. BIDS does not put limitations on which Subscribers may set up a Hosted Pool. f. AIOIs As discussed in Part III, Item 9, Sponsors may send AIOIs to their Sponsored Firms who use BIDS Trader. An AIOI will interact only with those Sponsored Firms of that Sponsor who use BIDS Trader and have elected to receive AIOIs from that Sponsor. Sponsors can create lists of counterparties and if those counterparties agree to receive AIOIs from that Sponsor, the relationship is created which allows for AIOI messages to be transmitted and replied to. The Sponsor can determine which counterparties on its list will receive AIOIs on a symbol by symbol basis and may offer different terms to different Sponsored Firms, even within the same symbol. The Sponsor may also set prioritization for the order in which their AIOIs are distributed.

counterparty_selection

Participants and Traders in the BIDS ATS have certain tools that provide the ability to manage the counter-parties with which they interact on the BIDS ATS. To the extent these tools are used, trading interest will only interact with counter-parties that meet the specified criteria. a. BIDS Filters As discussed in Part III, Items 7 and 9, the BIDS ATS permits a Trader to restrict its Firm orders or Conditionals from sending invitations to counter-parties based on the counter-party's BIDS Scorecard level as determined by BIDS. b. Capacity Sponsored Firms may choose not to interact with principal capacity Firm orders or Conditionals either in general, or on an order-by-order basis. Sponsored Firms may choose not to interact with principal capacity Firm orders or Conditionals under a minimum volume in general, or on an order-by-order basis. c. Invite mode As discussed in Part III, Item 9, the BIDS ATS permits Traders to use Invite Mode to limit its interaction with certain types of contra-party Conditionals. (Invite mode options: on, off, auto-only) d. Same Counterparty The BIDS ATS restricts Participants from interacting with themselves in the following situations: a. A principal capacity Firm order or Conditional from a Subscriber will not interact with a principal Firm order or Conditional from that Subscriber. b. A Firm order or Conditional from a Sponsored Firm will not interact with Firm orders or Conditionals from the same Sponsored Firm. e. Hosted Pool At the request of one or more Subscribers, BIDS will establish a "Hosted Pool" that is totally segregated from the other Firm orders and Conditionals in the BIDS ATS and in other Hosted Pools. Firm orders and Conditionals from Participants in a Hosted Pool can be designated to belong to the Hosted Pool and only interact with Firm orders and Conditionals in the same Hosted Pool. The matching and trading rules and logic in a Hosted Pool are the same as in the BIDS ATS. Within the Hosted Pool, Participants and Traders can denote Firm orders and Conditionals to belong to a sub-grouping within the Hosted Pool and the Firm order or Conditional can be set not to trade against other Firm orders or Conditionals within the same sub-group. BIDS does not put limitations on which Subscribers may set up a Hosted Pool.

counterparty_selection

Participants and Traders in the BIDS ATS have certain tools that provide the ability to manage the counter-parties with which they interact on the BIDS ATS. To the extent these tools are used, trading interest will only interact with counter-parties that meet the specified criteria. a. BIDS Filters As discussed in Part III, Items 7 and 9, the BIDS ATS permits a Trader to restrict its Firm orders or Conditionals from sending invitations to counter-parties based on the counter-party's BIDS Scorecard level as determined by BIDS. b. Capacity Sponsored Firms may choose not to interact with principal capacity Firm orders or Conditionals either in general, or on an order-by-order basis. Sponsored Firms may choose not to interact with principal capacity Firm orders or Conditionals under a minimum volume in general, or on an order-by-order basis. c. Invite mode As discussed in Part III, Item 9, the BIDS ATS permits Traders to use Invite Mode to limit its interaction with certain types of contra-party Conditionals. (Invite mode options: on, off, auto-only) d. Same Counterparty The BIDS ATS restricts Participants from interacting with themselves in the following situations: a. A principal capacity Firm order or Conditional from a Subscriber will not interact with a principal Firm order or Conditional from that Subscriber. b. A Firm order or Conditional from a Sponsored Firm will not interact with Firm orders or Conditionals from the same Sponsored Firm. e. Hosted Pool At the request of one or more Subscribers, BIDS will establish a "Hosted Pool" that is totally segregated from the other Firm orders and Conditionals in the BIDS ATS and in other Hosted Pools. Firm orders and Conditionals from Participants in a Hosted Pool can be designated to belong to the Hosted Pool and only interact with Firm orders and Conditionals in the same Hosted Pool. The matching and trading rules and logic in a Hosted Pool are the same as in the BIDS ATS. Within the Hosted Pool, Participants and Traders can denote Firm orders and Conditionals to belong to a sub-grouping within the Hosted Pool and the Firm order or Conditional can be set not to trade against other Firm orders or Conditionals within the same sub-group. BIDS does not put limitations on which Subscribers may set up a Hosted Pool. f. AIOIs As discussed in Part III, Item 9, Sponsors may send AIOIs to their Sponsored Firms who use BIDS Trader. An AIOI will interact only with those Sponsored Firms of that Sponsor who use BIDS Trader and have elected to receive AIOIs from that Sponsor. Sponsors can create lists of counterparties and if those counterparties agree to receive AIOIs from that Sponsor, the relationship is created which allows for AIOI messages to be transmitted and replied to. The Sponsor can determine which counterparties on its list will receive AIOIs on a symbol by symbol basis and may offer different terms to different Sponsored Firms, even within the same symbol. The Sponsor may also set prioritization for the order in which their AIOIs are distributed.

counterparty_selection

Participants and Traders in the BIDS ATS have certain tools that provide the ability to manage the counter-parties with which they interact on the BIDS ATS. To the extent these tools are used, trading interest will only interact with counter-parties that meet the specified criteria. a. BIDS Filters As discussed in Part III, Items 7 and 9, the BIDS ATS permits a Trader to restrict its Firm orders or Conditionals from sending invitations to counter-parties based on the counter-party's BIDS Scorecard level as determined by BIDS. b. Capacity Sponsored Firms may choose not to interact with principal capacity Firm orders or Conditionals either in general, or on an order-by-order basis. Sponsored Firms may choose not to interact with principal capacity Firm orders or Conditionals under a minimum volume in general, or on an order-by-order basis. c. Invite mode As discussed in Part III, Item 9, the BIDS ATS permits Traders to use Invite Mode to limit its interaction with certain types of contra-party Conditionals. (Invite mode options: on, off, auto-only) d. Same Counterparty The BIDS ATS restricts Participants from interacting with themselves in the following situations: a. A principal capacity Firm order or Conditional from a Subscriber will not interact with a principal Firm order or Conditional from that Subscriber. b. A Firm order or Conditional from a Sponsored Firm will not interact with Firm orders or Conditionals from the same Sponsored Firm. e. Hosted Pool At the request of one or more Subscribers, BIDS will establish a "Hosted Pool" that is totally segregated from the other Firm orders and Conditionals in the BIDS ATS and in other Hosted Pools. Firm orders and Conditionals from Participants in a Hosted Pool can be designated to belong to the Hosted Pool and only interact with Firm orders and Conditionals in the same Hosted Pool. The matching and trading rules and logic in a Hosted Pool are the same as in the BIDS ATS. Within the Hosted Pool, Participants and Traders can denote Firm orders and Conditionals to belong to a sub-grouping within the Hosted Pool and the Firm order or Conditional can be set not to trade against other Firm orders or Conditionals within the same sub-group. BIDS does not put limitations on which Subscribers may set up a Hosted Pool. f. AIOIs As discussed in Part III, Item 9, Sponsors may send AIOIs to their Sponsored Firms who use BIDS Trader. An AIOI will interact only with those Sponsored Firms of that Sponsor who use BIDS Trader and have elected to receive AIOIs from that Sponsor. Sponsors can create lists of counterparties and if those counterparties agree to receive AIOIs from that Sponsor, the relationship is created which allows for AIOI messages to be transmitted and replied to. The Sponsor can determine which counterparties on its list will receive AIOIs on a symbol by symbol basis and may offer different terms to different Sponsored Firms, even within the same symbol. The Sponsor may also set prioritization for the order in which their AIOIs are distributed.

counterparty_selection

Participants and Traders in the BIDS ATS have certain tools that provide the ability to manage the counter-parties with which they interact on the BIDS ATS. To the extent these tools are used, trading interest will only interact with counter-parties that meet the specified criteria. a. BIDS Filters As discussed in Part III, Items 7 and 9, the BIDS ATS permits a Trader to restrict its Firm orders or Conditionals from sending invitations to counter-parties based on the counter-party's BIDS Scorecard level as determined by BIDS. b. Capacity Sponsored Firms may choose not to interact with principal capacity Firm orders or Conditionals either in general, or on an order-by-order basis. Sponsored Firms may choose not to interact with principal capacity Firm orders or Conditionals under a minimum volume in general, or on an order-by-order basis. c. Invite mode As discussed in Part III, Item 9, the BIDS ATS permits Traders to use Invite Mode to limit its interaction with certain types of contra-party Conditionals. (Invite mode options: on, off, auto-only) d. Same Counterparty The BIDS ATS restricts Participants from interacting with themselves in the following situations: a. A principal capacity Firm order or Conditional from a Subscriber will not interact with a principal Firm order or Conditional from that Subscriber. b. A Firm order or Conditional from a Sponsored Firm will not interact with Firm orders or Conditionals from the same Sponsored Firm. e. Hosted Pool At the request of one or more Subscribers, BIDS will establish a "Hosted Pool" that is totally segregated from the other Firm orders and Conditionals in the BIDS ATS and in other Hosted Pools. Firm orders and Conditionals from Participants in a Hosted Pool can be designated to belong to the Hosted Pool and only interact with Firm orders and Conditionals in the same Hosted Pool. The matching and trading rules and logic in a Hosted Pool are the same as in the BIDS ATS. Within the Hosted Pool, Participants and Traders can denote Firm orders and Conditionals to belong to a sub-grouping within the Hosted Pool and the Firm order or Conditional can be set not to trade against other Firm orders or Conditionals within the same sub-group. BIDS does not put limitations on which Subscribers may set up a Hosted Pool. f. AIOIs As discussed in Part III, Item 9, Sponsors may send AIOIs to their Sponsored Firms who use BIDS Trader. An AIOI will interact only with those Sponsored Firms of that Sponsor who use BIDS Trader and have elected to receive AIOIs from that Sponsor. Sponsors can create lists of counterparties and if those counterparties agree to receive AIOIs from that Sponsor, the relationship is created which allows for AIOI messages to be transmitted and replied to. The Sponsor can determine which counterparties on its list will receive AIOIs on a symbol by symbol basis and may offer different terms to different Sponsored Firms, even within the same symbol. The Sponsor may also set prioritization for the order in which their AIOIs are distributed.

counterparty_selection

Participants and Traders in the BIDS ATS have certain tools that provide the ability to manage the counter-parties with which they interact on the BIDS ATS. To the extent these tools are used, trading interest will only interact with counter-parties that meet the specified criteria. a. BIDS Filters As discussed in Part III, Items 7 and 9, the BIDS ATS permits a Trader to restrict its Firm orders or Conditionals from sending invitations to counter-parties based on the counter-party's BIDS Scorecard level as determined by BIDS. b. Capacity Sponsored Firms may choose not to interact with principal capacity Firm orders or Conditionals either in general, or on an order-by-order basis. Sponsored Firms may choose not to interact with principal capacity Firm orders or Conditionals under a minimum volume in general, or on an order-by-order basis. c. Invite mode As discussed in Part III, Item 9, the BIDS ATS permits Traders to use Invite Mode to limit its interaction with certain types of contra-party Conditionals. (Invite mode options: on, off, auto-only) d. Same Counterparty The BIDS ATS restricts Participants from interacting with themselves in the following situations: a. A principal capacity Firm order or Conditional from a Subscriber will not interact with a principal Firm order or Conditional from that Subscriber. b. A Firm order or Conditional from a Sponsored Firm will not interact with Firm orders or Conditionals from the same Sponsored Firm. e. Hosted Pool At the request of one or more Subscribers, BIDS will establish a "Hosted Pool" that is totally segregated from the other Firm orders and Conditionals in the BIDS ATS and in other Hosted Pools. Firm orders and Conditionals from Participants in a Hosted Pool can be designated to belong to the Hosted Pool and only interact with Firm orders and Conditionals in the same Hosted Pool. The matching and trading rules and logic in a Hosted Pool are the same as in the BIDS ATS. Within the Hosted Pool, Participants and Traders can denote Firm orders and Conditionals to belong to a sub-grouping within the Hosted Pool and the Firm order or Conditional can be set not to trade against other Firm orders or Conditionals within the same sub-group. BIDS does not put limitations on which Subscribers may set up a Hosted Pool. f. AIOIs As discussed in Part III, Item 9, Sponsors may send AIOIs to their Sponsored Firms who use BIDS Trader. An AIOI will interact only with those Sponsored Firms of that Sponsor who use BIDS Trader and have elected to receive AIOIs from that Sponsor. Sponsors can create lists of counterparties and if those counterparties agree to receive AIOIs from that Sponsor, the relationship is created which allows for AIOI messages to be transmitted and replied to. The Sponsor can determine which counterparties on its list will receive AIOIs on a symbol by symbol basis and may offer different terms to different Sponsored Firms, even within the same symbol. The Sponsor may also set prioritization for the order in which their AIOIs are distributed.

financial_condition_summary

BIDS offers Subscribers a structured transaction-based fee model that sets forth the fee for each share executed on the BIDS ATS. BIDS charges fees to Subscribers only (including when acting as a Sponsor); fees are not directly billed to Sponsored Firms. The specific fees for a particular Subscriber are determined based on disclosed, objective criteria: (i) means of access; (ii) the type of order; and (iii) the total volume of executions during the calendar month. Within this fee structure, BIDS distinguishes fees between direct access by a Subscriber and sponsored access provided by a Subscriber on behalf of a customer (Sponsored Firm). BIDS applies its access fee model to all Subscribers and charges the same rate to all similarly situated Subscribers. As a result, any Subscriber that meets the criteria for a specified fee rate will be charged the same fee as another Subscriber that also meets the same criteria. BIDS makes its rates and corresponding qualifications for the rates available to all Subscribers. Any changes to these rates are provided to Subscribers in advance of the effective date of the change. BIDS' application of its fee rates is governed by its Subscriber Agreement, the terms of which are materially the same for every Subscriber. The fees for the BIDS ATS range from $0.0003 to $0.005 per share executed on the BIDS ATS or filled from odd-lots or routed Firm orders. BIDS does not charge a fee on self-crossed trades that are not preferenced. BIDS does not offer rebates or other forms of credit against the applicable fees. Executions resulting from AIOIs are charged to the Sponsor at regular Subscriber rates unless the AIOI message has a "principal" capacity, in which case the Sponsor leg of the execution is not charged a fee. BIDS passes through clearing fees for Subscribers' preferenced self-crossed trades, certain regulatory fees (including FINRA's Section 3 fee and Trading Activity Fee ("TAF") for Subscribers who are not FINRA members), and connectivity fees, including applicable tax billed to BIDS for Subscribers connecting through third party providers.

financial_condition_summary

BIDS offers Subscribers a structured transaction-based fee model that sets forth the fee for each share executed on the BIDS ATS. BIDS charges fees to Subscribers only (including when acting as a Sponsor); fees are not directly billed to Sponsored Firms. The specific fees for a particular Subscriber are determined based on disclosed, objective criteria: (i) means of access; (ii) the type of order; and (iii) the total volume of executions during the calendar month. Within this fee structure, BIDS distinguishes fees between direct access by a Subscriber and sponsored access provided by a Subscriber on behalf of a customer (Sponsored Firm). BIDS applies its access fee model to all Subscribers and charges the same rate to all similarly situated Subscribers. As a result, any Subscriber that meets the criteria for a specified fee rate will be charged the same fee as another Subscriber that also meets the same criteria. BIDS makes its rates and corresponding qualifications for the rates available to all Subscribers. Any changes to these rates are provided to Subscribers in advance of the effective date of the change. BIDS' application of its fee rates is governed by its Subscriber Agreement, the terms of which are materially the same for every Subscriber. The fees for the BIDS ATS range from $0.0003 to $0.005 per share executed on the BIDS ATS or filled from odd-lots or routed Firm orders. BIDS charges Subscribers a monthly fee for order entry ports of $100 per port, subject to a monthly cap of $1,000 per Subscriber. BIDS does not offer rebates or other forms of credit against the applicable fees. Executions resulting from AIOIs are charged to the Sponsor at regular Subscriber rates unless the AIOI message has a "principal" capacity, in which case the Sponsor leg of the execution is not charged a fee. BIDS does not charge fees for executions on orders that the Subscriber has categorized as originating from retail flow. BIDS passes through certain regulatory fees and connectivity fees, including applicable tax billed to BIDS for Subscribers connecting through third party providers. The fee structures for the BIDS ATS and the Cboe U.S. Securities Exchanges are independently determined. Fees, charges, rebates, or discounts for the BIDS ATS are not based on participation in the Cboe U.S. Securities Exchanges, and vice versa.

financial_condition_summary

BIDS offers Subscribers a structured transaction-based fee model that sets forth the fee for each share executed on the BIDS ATS. BIDS charges fees to Subscribers only (including when acting as a Sponsor); fees are not directly billed to Sponsored Firms. The specific fees for a particular Subscriber are determined based on disclosed, objective criteria: (i) means of access; (ii) the type of order; and (iii) the total volume of executions during the calendar month. Within this fee structure, BIDS distinguishes fees between direct access by a Subscriber and sponsored access provided by a Subscriber on behalf of a customer (Sponsored Firm). BIDS applies its access fee model to all Subscribers and charges the same rate to all similarly situated Subscribers. As a result, any Subscriber that meets the criteria for a specified fee rate will be charged the same fee as another Subscriber that also meets the same criteria. BIDS makes its rates and corresponding qualifications for the rates available to all Subscribers. Any changes to these rates are provided to Subscribers in advance of the effective date of the change. BIDS' application of its fee rates is governed by its Subscriber Agreement, the terms of which are materially the same for every Subscriber. The fees for the BIDS ATS range from $0.0003 to $0.005 per share executed on the BIDS ATS or filled from odd-lots or routed Firm orders. BIDS charges Subscribers a monthly fee for order entry ports of $100 per port, subject to a monthly cap of $1,000 per Subscriber. BIDS does not offer rebates or other forms of credit against the applicable fees. Executions resulting from AIOIs are charged to the Sponsor at regular Subscriber rates unless the AIOI message has a "principal" capacity, in which case the Sponsor leg of the execution is not charged a fee. BIDS passes through certain regulatory fees (including FINRA's Section 3 fee and Trading Activity Fee ("TAF") for Subscribers who are not FINRA members), and connectivity fees, including applicable tax billed to BIDS for Subscribers connecting through third party providers.

financial_condition_summary

BIDS offers Subscribers a structured transaction-based fee model that sets forth the fee for each share executed on the BIDS ATS. BIDS charges fees to Subscribers only (including when acting as a Sponsor); fees are not directly billed to Sponsored Firms. The specific fees for a particular Subscriber are determined based on disclosed, objective criteria: (i) means of access; (ii) the type of order; and (iii) the total volume of executions during the calendar month. Within this fee structure, BIDS distinguishes fees between direct access by a Subscriber and sponsored access provided by a Subscriber on behalf of a customer (Sponsored Firm). BIDS applies its access fee model to all Subscribers and charges the same rate to all similarly situated Subscribers. As a result, any Subscriber that meets the criteria for a specified fee rate will be charged the same fee as another Subscriber that also meets the same criteria. BIDS makes its rates and corresponding qualifications for the rates available to all Subscribers. Any changes to these rates are provided to Subscribers in advance of the effective date of the change. BIDS' application of its fee rates is governed by its Subscriber Agreement, the terms of which are materially the same for every Subscriber. The fees for the BIDS ATS range from $0.0003 to $0.005 per share executed on the BIDS ATS or filled from odd-lots or routed Firm orders. BIDS charges Subscribers a monthly fee for order entry ports of $100 per port, subject to a monthly cap of $1,000 per Subscriber. BIDS does not offer rebates or other forms of credit against the applicable fees. Executions resulting from AIOIs are charged to the Sponsor at regular Subscriber rates unless the AIOI message has a "principal" capacity, in which case the Sponsor leg of the execution is not charged a fee. BIDS passes through certain regulatory fees and connectivity fees, including applicable tax billed to BIDS for Subscribers connecting through third party providers. For trades executed on the BIDS ATS, BIDS and the selling Subscriber are the CAT Executing Brokers and are charged CAT fees accordingly. For non odd lot trades on the ATS, BIDS passes its CAT fee through to the buying Subscriber. BIDS does not pass CAT fees through to Subscribers on odd lot trades executed on the BIDS ATS.

financial_condition_summary

BIDS offers Subscribers a structured transaction-based fee model that sets forth the fee for each share executed on the BIDS ATS. BIDS charges fees to Subscribers only (including when acting as a Sponsor); fees are not directly billed to Sponsored Firms. The specific fees for a particular Subscriber are determined based on disclosed, objective criteria: (i) means of access; (ii) the type of order; and (iii) the total volume of executions during the calendar month. Within this fee structure, BIDS distinguishes fees between direct access by a Subscriber and sponsored access provided by a Subscriber on behalf of a customer (Sponsored Firm). BIDS applies its access fee model to all Subscribers and charges the same rate to all similarly situated Subscribers. As a result, any Subscriber that meets the criteria for a specified fee rate will be charged the same fee as another Subscriber that also meets the same criteria. BIDS makes its rates and corresponding qualifications for the rates available to all Subscribers. Any changes to these rates are provided to Subscribers in advance of the effective date of the change. BIDS' application of its fee rates is governed by its Subscriber Agreement, the terms of which are materially the same for every Subscriber. The fees for the BIDS ATS range from $0.0003 to $0.005 per share executed on the BIDS ATS or filled from odd-lots or routed Firm orders. BIDS does not offer rebates or other forms of credit against the applicable fees. BIDS passes through clearing fees for Subscribers' preferenced self-crossed trades, certain regulatory fees (including FINRA's Section 3 fee and Trading Activity Fee ("TAF") for Subscribers who are not FINRA members), and connectivity fees, including applicable tax billed to BIDS for Subscribers connecting through third party providers.

financial_condition_summary

BIDS offers Subscribers a structured transaction-based fee model that sets forth the fee for each share executed on the BIDS ATS. BIDS charges fees to Subscribers only (including when acting as a Sponsor); fees are not directly billed to Sponsored Firms. The specific fees for a particular Subscriber are determined based on disclosed, objective criteria: (i) means of access; (ii) the type of order; and (iii) the total volume of executions during the calendar month. Within this fee structure, BIDS distinguishes fees between direct access by a Subscriber and sponsored access provided by a Subscriber on behalf of a customer (Sponsored Firm). BIDS applies its access fee model to all Subscribers and charges the same rate to all similarly situated Subscribers. As a result, any Subscriber that meets the criteria for a specified fee rate will be charged the same fee as another Subscriber that also meets the same criteria. BIDS makes its rates and corresponding qualifications for the rates available to all Subscribers. Any changes to these rates are provided to Subscribers in advance of the effective date of the change. BIDS' application of its fee rates is governed by its Subscriber Agreement, the terms of which are materially the same for every Subscriber. The fees for the BIDS ATS range from $0.0003 to $0.005 per share executed on the BIDS ATS or filled from odd-lots or routed Firm orders. BIDS charges Subscribers a monthly fee for order entry ports of $100 per port, subject to a monthly cap of $1,000 per Subscriber. BIDS does not offer rebates or other forms of credit against the applicable fees. Executions resulting from AIOIs are charged to the Sponsor at regular Subscriber rates unless the AIOI message has a "principal" capacity, in which case the Sponsor leg of the execution is not charged a fee. BIDS passes through certain regulatory fees and connectivity fees, including applicable tax billed to BIDS for Subscribers connecting through third party providers.

financial_condition_summary

BIDS offers Subscribers a structured transaction-based fee model that sets forth the fee for each share executed on the BIDS ATS. BIDS charges fees to Subscribers only (including when acting as a Sponsor); fees are not directly billed to Sponsored Firms. The specific fees for a particular Subscriber are determined based on disclosed, objective criteria: (i) means of access; (ii) the type of order; and (iii) the total volume of executions during the calendar month. Within this fee structure, BIDS distinguishes fees between direct access by a Subscriber and sponsored access provided by a Subscriber on behalf of a customer (Sponsored Firm). BIDS applies its access fee model to all Subscribers and charges the same rate to all similarly situated Subscribers. As a result, any Subscriber that meets the criteria for a specified fee rate will be charged the same fee as another Subscriber that also meets the same criteria. BIDS makes its rates and corresponding qualifications for the rates available to all Subscribers. Any changes to these rates are provided to Subscribers in advance of the effective date of the change. BIDS' application of its fee rates is governed by its Subscriber Agreement, the terms of which are materially the same for every Subscriber. The fees for the BIDS ATS range from $0.0003 to $0.005 per share executed on the BIDS ATS or filled from odd-lots or routed Firm orders. BIDS does not charge a fee on self-crossed trades that are not preferenced. BIDS does not offer rebates or other forms of credit against the applicable fees. BIDS passes through clearing fees for Subscribers' preferenced self-crossed trades, certain regulatory fees (including FINRA's Section 3 fee and Trading Activity Fee ("TAF") for Subscribers who are not FINRA members), and connectivity fees, including applicable tax billed to BIDS for Subscribers connecting through third party providers.

financial_condition_summary

BIDS offers Subscribers a structured transaction-based fee model that sets forth the fee for each share executed on the BIDS ATS. BIDS charges fees to Subscribers only (including when acting as a Sponsor); fees are not directly billed to Sponsored Firms. The specific fees for a particular Subscriber are determined based on disclosed, objective criteria: (i) means of access; (ii) the type of order; and (iii) the total volume of executions during the calendar month. Within this fee structure, BIDS distinguishes fees between direct access by a Subscriber and sponsored access provided by a Subscriber on behalf of a customer (Sponsored Firm). BIDS applies its access fee model to all Subscribers and charges the same rate to all similarly situated Subscribers. As a result, any Subscriber that meets the criteria for a specified fee rate will be charged the same fee as another Subscriber that also meets the same criteria. BIDS makes its rates and corresponding qualifications for the rates available to all Subscribers. Any changes to these rates are provided to Subscribers in advance of the effective date of the change. BIDS' application of its fee rates is governed by its Subscriber Agreement, the terms of which are materially the same for every Subscriber. The fees for the BIDS ATS range from $0.0003 to $0.005 per share executed on the BIDS ATS or filled from odd-lots or routed Firm orders. BIDS does not charge a fee on self-crossed trades that are not preferenced. BIDS does not offer rebates or other forms of credit against the applicable fees. Executions resulting from AIOIs are charged to the Sponsor at regular Subscriber rates unless the AIOI message has a "principal" capacity, in which case the Sponsor leg of the execution is not charged a fee. BIDS passes through clearing fees for Subscribers' preferenced self-crossed trades, certain regulatory fees (including FINRA's Section 3 fee and Trading Activity Fee ("TAF") for Subscribers who are not FINRA members), and connectivity fees, including applicable tax billed to BIDS for Subscribers connecting through third party providers.

financial_condition_summary

BIDS offers Subscribers a structured transaction-based fee model that sets forth the fee for each share executed on the BIDS ATS. BIDS charges fees to Subscribers only (including when acting as a Sponsor); fees are not directly billed to Sponsored Firms. The specific fees for a particular Subscriber are determined based on disclosed, objective criteria: (i) means of access; (ii) the type of order; and (iii) the total volume of executions during the calendar month. Within this fee structure, BIDS distinguishes fees between direct access by a Subscriber and sponsored access provided by a Subscriber on behalf of a customer (Sponsored Firm). BIDS applies its access fee model to all Subscribers and charges the same rate to all similarly situated Subscribers. As a result, any Subscriber that meets the criteria for a specified fee rate will be charged the same fee as another Subscriber that also meets the same criteria. BIDS makes its rates and corresponding qualifications for the rates available to all Subscribers. Any changes to these rates are provided to Subscribers in advance of the effective date of the change. BIDS' application of its fee rates is governed by its Subscriber Agreement, the terms of which are materially the same for every Subscriber. The fees for the BIDS ATS range from $0.0003 to $0.005 per share executed on the BIDS ATS or filled from odd-lots or routed Firm orders. BIDS charges Subscribers a monthly fee for order entry ports of $100 per port, subject to a monthly cap of $1,000 per Subscriber. BIDS does not offer rebates or other forms of credit against the applicable fees. Executions resulting from AIOIs are charged to the Sponsor at regular Subscriber rates unless the AIOI message has a "principal" capacity, in which case the Sponsor leg of the execution is not charged a fee. BIDS passes through certain regulatory fees (including FINRA's Section 3 fee and Trading Activity Fee ("TAF") for Subscribers who are not FINRA members), and connectivity fees, including applicable tax billed to BIDS for Subscribers connecting through third party providers.

financial_condition_summary

BIDS offers Subscribers a structured transaction-based fee model that sets forth the fee for each share executed on the BIDS ATS. BIDS charges fees to Subscribers only (including when acting as a Sponsor); fees are not directly billed to Sponsored Firms. The specific fees for a particular Subscriber are determined based on disclosed, objective criteria: (i) means of access; (ii) the type of order; and (iii) the total volume of executions during the calendar month. Within this fee structure, BIDS distinguishes fees between direct access by a Subscriber and sponsored access provided by a Subscriber on behalf of a customer (Sponsored Firm). BIDS applies its access fee model to all Subscribers and charges the same rate to all similarly situated Subscribers. As a result, any Subscriber that meets the criteria for a specified fee rate will be charged the same fee as another Subscriber that also meets the same criteria. BIDS makes its rates and corresponding qualifications for the rates available to all Subscribers. Any changes to these rates are provided to Subscribers in advance of the effective date of the change. BIDS' application of its fee rates is governed by its Subscriber Agreement, the terms of which are materially the same for every Subscriber. The fees for the BIDS ATS range from $0.0003 to $0.005 per share executed on the BIDS ATS or filled from odd-lots or routed Firm orders. BIDS charges Subscribers a monthly fee for order entry ports of $100 per port, subject to a monthly cap of $1,000 per Subscriber. BIDS does not offer rebates or other forms of credit against the applicable fees. Executions resulting from AIOIs are charged to the Sponsor at regular Subscriber rates unless the AIOI message has a "principal" capacity, in which case the Sponsor leg of the execution is not charged a fee. BIDS does not charge fees for executions on orders that the Subscriber has categorized as originating from retail flow. BIDS passes through certain regulatory fees and connectivity fees, including applicable tax billed to BIDS for Subscribers connecting through third party providers.

compliance_officer

The BIDS ATS is a wholly-owned subsidiary of Cboe Global Markets, Inc. ("Cboe"), which operates national securities exchanges in the U.S. BIDS ATS personnel and Cboe personnel are subject to policies and procedures that are designed to preserve the independent governance and operation of the U.S. equities business of the BIDS ATS ("Cboe Polices and Procedures"). The Cboe Policies and Procedures include information barriers between the equities businesses of the BIDS ATS and Cboe's U.S. national securities exchanges. The information barriers prohibit access to or receipt of any nonpublic information concerning the BIDS ATS equities business, including Confidential Data (as defined below), by any Cboe personnel that provide services to or on behalf of Cboe's U.S. national securities exchanges ("Cboe Exchanges"). The ATS Oversight Committee, an independent committee of the Cboe Board of Directors, is responsible for overseeing those businesses of BIDS, such as the U.S. equities business, that involve assets also traded on a U.S. national securities exchange subsidiary of Cboe. One of the responsibilities of the ATS Oversight Committee is to oversee, review, approve and make determinations with respect to the adequacy and effectiveness of the information barriers in the Cboe Policies and Procedures. Cboe monitors and enforces the information barriers through a series of controls and surveillance processes and further supports them through both technological separations and physical separations. For example, BIDS personnel are required to work in a separate office building, or in a separate workspace in the same office building, from Cboe personnel with controls that are sufficient to prevent BIDS personnel from accessing areas designated for the exclusive use of Cboe personnel, and vice versa (e.g., via requiring badge access, locating the workspaces on separate floors, walls and locked doors), subject to limited exceptions (e.g., for personnel who perform corporate support functions). In addition, the Cboe Policies and Procedures require that the BIDS ATS operate on separate technology and servers from the Cboe Exchanges, and that the data center space housing the BIDS ATS servers must be separate from that housing the servers of the Cboe Exchanges (e.g., separate cages). The Cboe Policies and Procedures expressly state that, in addition to the information barriers certain information concerning BIDS (in particular, client information) is subject to confidentiality obligations set forth in BIDS's client contracts, BIDS's Form ATS-N and/or other legal or regulatory requirements (collectively, "Other Confidentiality Obligations"). Pursuant to the Cboe Policies and Procedures, the information barriers are in addition to the Other BIDS Confidentiality Obligations, and nothing in the Cboe Policies and Procedures creates any exception to, or otherwise limits, the Other BIDS Confidentiality Obligations. The BIDS ATS operates as a dark venue and does not disclose confidential information to third parties, other than as needed to complete transactions or comply with securities laws and regulations as discussed in this Part II, Item 7 or elsewhere in this Form ATS-N. Confidential Data is defined as: Gateway Logs: Transaction logs for protocol gateways connecting from order management systems ("OMS")/execution management systems ("EMS") to the BIDS ATS Firm Order Information: Information regarding all Firm orders. Conditional Information: Information regarding Conditionals and invitations in the BIDS ATS. AIOI Information: Information regarding all AIOIs in the BIDS ATS. Trade Information: Trades in the BIDS ATS during the live trading session. Sponsor Settings: Administrative settings and risk limits of Sponsored Firms managed by Sponsors. Scorecards and Filter Settings: BIDS Scorecard values for Traders and Filter settings set by Traders (discussed in Part III, Items 7 and 9). Trader Configuration: Preferences set by Traders for Firm order and Conditional interaction on the BIDS ATS. Database Information: Transaction and configuration data stored in the BIDS ATS databases. Server Logs: Log files generated by the BIDS ATS applications. Given the sponsored access model made available by BIDS (discussed in Part III, Item 2), BIDS provides each Sponsor with information related to any Firm order, Conditional, or trade on which that Sponsor has been designated by a Sponsored Firm. BIDS does not engage in any trading activities other than activity in connection with the operation of the BIDS ATS as described in this Form ATS-N and, as a result, does not engage in activities that may be deemed in conflict with the BIDS ATS. As part of operating the BIDS ATS, BIDS maintains written policies, procedures and controls ("Confidentiality Safeguards") designed to safeguard the confidentiality, integrity and availability of the BIDS ATS by preventing unauthorized access to or use of Participants' Confidential Data. The Confidentiality Safeguards include: a. Guidance with Respect to Handling Information: Confidentiality and Privacy Policy b. Cybersecurity Policy c. Compliance Manual d. Supervisory Procedures The Confidentiality Safeguards are reviewed, tested and updated regularly as described below. Key aspects of the Employee Access Safeguards and the System Safeguards prescribed by the Confidentiality Safeguards are summarized below. As part of the Confidentiality Safeguards, BIDS requires that all employees and independent contractors of BIDS and BTT, (collectively referred to as "employees") acknowledge receipt and review of applicable BIDS' written policies at the time of hiring, and at least annually thereafter. In addition, all employees must complete security awareness training as part of the onboarding process and complete periodic confidentiality training during employment. BIDS also operates a continuous, organization-wide security awareness program that includes regular testing related to phishing and social engineering. EMPLOYEE ACCESS SAFEGUARDS A. Employee Access Safeguards BIDS strictly limits the employees that may access the live BIDS ATS production networks, databases, servers, and ATS applications (collectively, the "BIDS Systems") and data to those employees that must have such access to perform their jobs. BIDS enforces these protections by implementing access controls around the BIDS Systems. Permitted employees can only access these BIDS Systems through a secure authentication process. 1. Access Controls: a. Access to BIDS Systems and data is restricted to authorized employees based on job responsibility and approved in advance by management. BIDS management regularly reviews access rights to BIDS Systems. b. Data in the BIDS ATS is partitioned by Participant and Trader. BIDS management regularly reviews and tests access control rules in the BIDS ATS. 2. Authentication: a. Individual employee access must be authenticated and is reviewed by BIDS management. b. Credentials for and access by administrative users are securely maintained and reviewed regularly by BIDS management. c. BIDS network services (e.g., BIDS ATS, BIDS Windows Active Directory) automatically enforce password complexity and password aging rules for access. d. BIDS requires multi-factor authentication for remote access by employees through secure VPN tunnels. 3. Logging: a. Firm orders, Conditionals, trades and application configuration changes in the BIDS Systems are time-stamped and recorded in logs. b. Clocks on BIDS Systems devices are synchronized using Precision Time Protocol ("PTP") to ensure that timestamps are accurate and consistent. PTP is an industry standard protocol used to synchronize computer clocks with a high degree of accuracy. c. Ad hoc queries and ad hoc changes made to the BIDS ATS database are logged and reviewed on a regular basis by BIDS management. B. Trading by Employees Other than operating the BIDS ATS as described in this Form ATS-N, BIDS does not engage in trading and, as a result, does not have employees responsible for trading activities. BIDS does, however, permit employees to maintain personal investment accounts with third party brokers. Employees are required to disclose to BIDS all personal trading accounts controlled by the employee (and other related accounts as set forth in BIDS' policies, collectively "outside accounts") and provide BIDS with access to trading confirmations and account statements for these outside accounts. With access to this information, the firm's compliance department reviews and monitors trading by all employees. Employees must request and receive prior compliance approval for all transactions in covered securities (i.e., securities eligible to be traded on the BIDS ATS) for themselves or in their outside accounts. Employee accounts also include accounts of the employee's spouse, partner, minor children and other members of the employee's household and any account in which the employee has an interest or has the power, directly or indirectly, to make or influence investment decisions (any person who is supported, directly or indirectly, to a material extent by the employee). As part of the employee trading review, the compliance department compares the requested transactions to activity on the BIDS ATS at the time of the request to verify that recent transactions on the BIDS ATS and confidential information available to the BIDS ATS does not appear in conflict with the employee trade request. Any appearance of potential conflict would cause denial of the trade request and an investigation of whether any conflict exists. In addition to prior approval, employees must hold positions in covered securities for a minimum of 30 days, with certain limited exceptions. SYSTEM SAFEGUARDS In addition to internal controls, BIDS has established rigorous safeguards designed to protect the BIDS Systems and the Confidential Data processed by the systems from external threats, as set forth below. A. Physical Security The BIDS Systems are hosted in Equinix data centers and subject to high security standards, including video surveillance, 24x7 armed security, and multi-factor physical access. The physical and operational security controls at these data centers are assessed by independent third parties annually. The facilities maintain multiple backup power systems to help ensure continuous operation in the event of electrical power failure. B. Network Security Participants access the BIDS ATS through point-to-point network cross connects, managed private networks, or over secure Internet connections. Data in transit over the Internet is encrypted. In addition, BIDS employs firewalls to isolate the BIDS Systems from the Internet. C. Network Monitoring BIDS forwards BIDS Systems, network, and application logs to a secure, write-once log aggregation system for analysis and alerting for BIDS engineering, IT and operations staff. BIDS monitors and protects its networks using a security intrusion detection system (IDS) and intrusion prevention system (IPS) on a 24x7x365 basis. D. Web Access and Email BIDS has in place an enterprise Data Loss/Threat Prevention (DLP/DTP) solution and web proxies to monitor and filter outbound email and web traffic from inside BIDS networks. BIDS uses an email gateway service to filter all inbound email. Participants can request encrypted emails through bi-directional enforced transport layer security (TLS) connections. E. Vulnerability Management BIDS scans all BIDS networks on a regular basis for vulnerabilities. The results of scanning are reviewed by BIDS engineering, IT and BIDS management. If issues are identified, remediation activities are scheduled and undertaken. Firewall patches are applied on a regular basis, based on vulnerability severity and operational risk considerations. F. Risk Management BIDS maintains an organization-wide operational risk management program that includes ongoing assessments of strategic, environmental, financial, compliance, security and operational risks. This risk management program is subject to ongoing review and update by BIDS management, including a review of any operational and security incidents, vulnerability management programs, penetration tests and other assessments, and the status of control programs. G. Third-Party Supplier Management BIDS performs risk-based reviews (by legal, compliance and management) of third-party supplier relationships at the time of engagement and on an annual basis. The initial review includes consideration of the service levels to be performed, potential strategic risk, and the security and confidentiality controls of the supplier. In addition, BIDS may require a non-disclosure agreement or similar provisions as part of a third-party supplier relationship. On an annual basis, BIDS operations and compliance reviews third-party suppliers. As part of this annual review, BIDS operations and compliance identify critical suppliers and review their security and confidentiality controls. The results of this annual review are recorded and approved by BIDS management. H. Incident Response BIDS maintains a cyber security incident response program which involves BIDS ATS operations, engineering, IT, compliance and legal staff, and BIDS management. A Computer Security Incident Response Plan ("CSIRP") lays out clear procedures and responsibilities for handling of security incidents including the loss or theft of Confidential Data, and violations of security protocols. BIDS management reviews and tests the CSIRP at least annually. I. Security Assessments and Audits Existing security controls (including those described in this Part II, Item 7) are reviewed and tested by BIDS management on a regular basis, including scheduled vulnerability scanning and penetration testing, operational and security checks, quarterly and annual BIDS management reviews, and ad hoc checks. The results of these reviews are retained for internal control and audit purposes. In addition to BIDS management and BIDS compliance reviews, BIDS contracts with third party providers to conduct security tests, audits, and assessments, including the following: 1. Network penetration/vulnerability testing (at least annually) 2. Application penetration testing (at least annually) 3. Annual IT control audit 4. Annual SOC 2 Type II assessment of BIDS ATS security and confidentiality controls The results of these tests, audits, and assessments are reviewed with BIDS management.

compliance_officer

The BIDS ATS is a wholly-owned subsidiary of Cboe Global Markets, Inc. ("Cboe"), which operates national securities exchanges in the U.S. BIDS ATS personnel and Cboe personnel are subject to policies and procedures that are designed to preserve the independent governance and operation of the U.S. equities business of the BIDS ATS ("Cboe Polices and Procedures"). The Cboe Policies and Procedures include information barriers between the equities businesses of the BIDS ATS and Cboe's U.S. national securities exchanges. The information barriers prohibit access to or receipt of any nonpublic information concerning the BIDS ATS equities business, including Confidential Data (as defined below), by any Cboe personnel that provide services to or on behalf of Cboe's U.S. national securities exchanges ("Cboe Exchanges"). The ATS Oversight Committee, an independent committee of the Cboe Board of Directors, is responsible for overseeing those businesses of BIDS, such as the U.S. equities business, that involve assets also traded on a U.S. national securities exchange subsidiary of Cboe. One of the responsibilities of the ATS Oversight Committee is to oversee, review, approve and make determinations with respect to the adequacy and effectiveness of the information barriers in the Cboe Policies and Procedures. Cboe monitors and enforces the information barriers through a series of controls and surveillance processes and further supports them through both technological separations and physical separations. For example, BIDS personnel are required to work in a separate office building, or in a separate workspace in the same office building, from Cboe personnel with controls that are sufficient to prevent BIDS personnel from accessing areas designated for the exclusive use of Cboe personnel, and vice versa (e.g., via requiring badge access, locating the workspaces on separate floors, walls and locked doors), subject to limited exceptions (e.g., for personnel who perform corporate support functions). In addition, the Cboe Policies and Procedures require that the BIDS ATS operate on separate technology and servers from the Cboe Exchanges, and that the data center space housing the BIDS ATS servers must be separate from that housing the servers of the Cboe Exchanges (e.g., separate cages). The Cboe Policies and Procedures expressly state that, in addition to the information barriers certain information concerning BIDS (in particular, client information) is subject to confidentiality obligations set forth in BIDS's client contracts, BIDS's Form ATS-N and/or other legal or regulatory requirements (collectively, "Other Confidentiality Obligations"). Pursuant to the Cboe Policies and Procedures, the information barriers are in addition to the Other BIDS Confidentiality Obligations, and nothing in the Cboe Policies and Procedures creates any exception to, or otherwise limits, the Other BIDS Confidentiality Obligations. The BIDS ATS operates as a dark venue and does not disclose confidential information to third parties, other than as needed to complete transactions or comply with securities laws and regulations as discussed in this Part II, Item 7 or elsewhere in this Form ATS-N. Confidential Data is defined as: Gateway Logs: Transaction logs for protocol gateways connecting from order management systems ("OMS")/execution management systems ("EMS") to the BIDS ATS Firm Order Information: Information regarding all Firm orders. Conditional Information: Information regarding Conditionals and invitations in the BIDS ATS. AIOI Information: Information regarding all AIOIs in the BIDS ATS. Trade Information: Trades in the BIDS ATS during the live trading session. Sponsor Settings: Administrative settings and risk limits of Sponsored Firms managed by Sponsors. Scorecards and Filter Settings: BIDS Scorecard values for Traders and Filter settings set by Traders (discussed in Part III, Items 7 and 9). Trader Configuration: Preferences set by Traders for Firm order and Conditional interaction on the BIDS ATS. Database Information: Transaction and configuration data stored in the BIDS ATS databases. Server Logs: Log files generated by the BIDS ATS applications. Given the sponsored access model made available by BIDS (discussed in Part III, Item 2), BIDS provides each Sponsor with information related to any Firm order, Conditional, or trade on which that Sponsor has been designated by a Sponsored Firm. BIDS does not engage in any trading activities other than activity in connection with the operation of the BIDS ATS as described in this Form ATS-N and, as a result, does not engage in activities that may be deemed in conflict with the BIDS ATS. As part of operating the BIDS ATS, BIDS maintains written policies, procedures and controls ("Confidentiality Safeguards") designed to safeguard the confidentiality, integrity and availability of the BIDS ATS by preventing unauthorized access to or use of Participants' Confidential Data. The Confidentiality Safeguards include: a. Guidance with Respect to Handling Information: Confidentiality and Privacy Policy b. Cybersecurity Policy c. Compliance Manual d. Supervisory Procedures The Confidentiality Safeguards are reviewed, tested and updated regularly as described below. Key aspects of the Employee Access Safeguards and the System Safeguards prescribed by the Confidentiality Safeguards are summarized below. As part of the Confidentiality Safeguards, BIDS requires that all employees and independent contractors of BIDS and BTT, (collectively referred to as "employees") acknowledge receipt and review of applicable BIDS' written policies at the time of hiring, and at least annually thereafter. In addition, all employees must complete security awareness training as part of the onboarding process and complete periodic confidentiality training during employment. BIDS also operates a continuous, organization-wide security awareness program that includes regular testing related to phishing and social engineering. EMPLOYEE ACCESS SAFEGUARDS A. Employee Access Safeguards BIDS strictly limits the employees that may access the live BIDS ATS production networks, databases, servers, and ATS applications (collectively, the "BIDS Systems") and data to those employees that must have such access to perform their jobs. BIDS enforces these protections by implementing access controls around the BIDS Systems. Permitted employees can only access these BIDS Systems through a secure authentication process. 1. Access Controls: a. Access to BIDS Systems and data is restricted to authorized employees based on job responsibility and approved in advance by management. BIDS management regularly reviews access rights to BIDS Systems. b. Data in the BIDS ATS is partitioned by Participant and Trader. BIDS management regularly reviews and tests access control rules in the BIDS ATS. 2. Authentication: a. Individual employee access must be authenticated and is reviewed by BIDS management. b. Credentials for and access by administrative users are securely maintained and reviewed regularly by BIDS management. c. BIDS network services (e.g., BIDS ATS, BIDS Windows Active Directory) automatically enforce password complexity and password aging rules for access. d. BIDS requires multi-factor authentication for remote access by employees through secure VPN tunnels. 3. Logging: a. Firm orders, Conditionals, trades and application configuration changes in the BIDS Systems are time-stamped and recorded in logs. b. Clocks on BIDS Systems devices are synchronized using Precision Time Protocol ("PTP") to ensure that timestamps are accurate and consistent. PTP is an industry standard protocol used to synchronize computer clocks with a high degree of accuracy. c. Ad hoc queries and ad hoc changes made to the BIDS ATS database are logged and reviewed on a regular basis by BIDS management. B. Trading by Employees Other than operating the BIDS ATS as described in this Form ATS-N, BIDS does not engage in trading and, as a result, does not have employees responsible for trading activities. BIDS does, however, permit employees to maintain personal investment accounts with third party brokers. Employees are required to disclose to BIDS all personal trading accounts controlled by the employee (and other related accounts as set forth in BIDS' policies1, collectively "outside accounts") and provide BIDS with access to trading confirmations and account statements for these outside accounts. With access to this information, the firm's compliance department reviews and monitors trading by all employees. Employees must request and receive prior compliance approval for all transactions in covered securities (i.e., securities eligible to be traded on the BIDS ATS) for themselves or in their outside accounts. As part of the employee trading review, the compliance department compares the requested transactions to activity on the BIDS ATS at the time of the request to verify that recent transactions on the BIDS ATS and confidential information available to the BIDS ATS does not appear in conflict with the employee trade request. Any appearance of potential conflict would cause denial of the trade request and an investigation of whether any conflict exists. In addition to prior approval, employees must hold positions in covered securities for a minimum of 30 days, with certain limited exceptions. SYSTEM SAFEGUARDS In addition to internal controls, BIDS has established rigorous safeguards designed to protect the BIDS Systems and the Confidential Data processed by the systems from external threats, as set forth below. A. Physical Security The BIDS Systems are hosted in Equinix data centers and subject to high security standards, including video surveillance, 24x7 armed security, and multi-factor physical access. The physical and operational security controls at these data centers are assessed by independent third parties annually. The facilities maintain multiple backup power systems to help ensure 1 Employee accounts also include accounts of the employee's spouse, partner, minor children and other members of the employee's household and any account in which the employee has an interest or has the power, directly or indirectly, to make or influence investment decisions (any person who is supported, directly or indirectly, to a material extent by the employee). continuous operation in the event of electrical power failure. B. Network Security Participants access the BIDS ATS through point-to-point network cross connects, managed private networks, or over secure Internet connections. Data in transit over the Internet is encrypted. In addition, BIDS employs firewalls to isolate the BIDS Systems from the Internet. C. Network Monitoring BIDS forwards BIDS Systems, network, and application logs to a secure, write-once log aggregation system for analysis and alerting for BIDS engineering, IT and operations staff. BIDS monitors and protects its networks using a security intrusion detection system (IDS) and intrusion prevention system (IPS) on a 24x7x365 basis. D. Web Access and Email BIDS has in place an enterprise Data Loss/Threat Prevention (DLP/DTP) solution and web proxies to monitor and filter outbound email and web traffic from inside BIDS networks. BIDS uses an email gateway service to filter all inbound email. Participants can request encrypted emails through bi-directional enforced transport layer security (TLS) connections. E. Vulnerability Management BIDS scans all BIDS networks on a regular basis for vulnerabilities. The results of scanning are reviewed by BIDS engineering, IT and BIDS management. If issues are identified, remediation activities are scheduled and undertaken. Firewall patches are applied on a regular basis, based on vulnerability severity and operational risk considerations. F. Risk Management BIDS maintains an organization-wide operational risk management program that includes ongoing assessments of strategic, environmental, financial, compliance, security and operational risks. This risk management program is subject to ongoing review and update by BIDS management, including a review of any operational and security incidents, vulnerability management programs, penetration tests and other assessments, and the status of control programs. G. Third-Party Supplier Management BIDS performs risk-based reviews (by legal, compliance and management) of third-party supplier relationships at the time of engagement and on an annual basis. The initial review includes consideration of the service levels to be performed, potential strategic risk, and the security and confidentiality controls of the supplier. In addition, BIDS may require a non-disclosure agreement or similar provisions as part of a third-party supplier relationship On an annual basis, BIDS operations and compliance reviews third-party suppliers. As part of this annual review, BIDS operations and compliance identify critical suppliers and review their security and confidentiality controls. The results of this annual review are recorded and approved by BIDS management. H. Incident Response BIDS maintains a cyber security incident response program which involves BIDS ATS operations, engineering, IT, compliance and legal staff, and BIDS management. A Computer Security Incident Response Plan ("CSIRP") lays out clear procedures and responsibilities for handling of security incidents including the loss or theft of Confidential Data, and violations of security protocols. BIDS management reviews and tests the CSIRP at least annually. I. Security Assessments and Audits Existing security controls (including those described in this Part II, Item 7) are reviewed and tested by BIDS management on a regular basis, including scheduled vulnerability scanning and penetration testing, operational and security checks, quarterly and annual BIDS management reviews, and ad hoc checks. The results of these reviews are retained for internal control and audit purposes. In addition to BIDS management and BIDS compliance reviews, BIDS contracts with third party providers to conduct security tests, audits, and assessments, including the following: 1. Network penetration/vulnerability testing (at least annually) 2. Application penetration testing (at least annually) 3. Annual IT control audit 4. Annual SOC 2 Type II assessment of BIDS ATS security and confidentiality controls The results of these tests, audits, and assessments are reviewed with BIDS management.

compliance_officer

BIDS Trading, L.P., the Broker-Dealer Operator of the BIDS ATS, is a wholly-owned subsidiary of Cboe Global Markets, Inc. ("Cboe"), which also owns national securities exchanges in the U.S. The BIDS ATS is not a national securities exchange or a facility thereof. BIDS Trading, L.P. is not a member of any U.S. national securities exchange owned by Cboe (each, a "Cboe U.S. Securities Exchange"). The BIDS ATS trading systems, including the matching engine, operate on separate technology and servers, and with separate order entry connectivity (e.g., ports) from the Cboe U.S. Securities Exchanges. BIDS Trading, L.P. is a separate legal entity from the Cboe U.S. Securities Exchanges. Different individuals are responsible for managing the day-to-day business of the BIDS ATS, on the one hand, and the Cboe U.S. Securities Exchanges, on the other hand. The different individuals responsible for managing the day-to-day businesses of the BIDS ATS and the Cboe U.S. Securities Exchanges do not report to one another, but they may both report to the same individual within Cboe. The BIDS ATS operates as a dark venue and does not disclose Confidential Data (as defined below) to affiliates (including the Cboe U.S. Securities Exchanges) or third parties, other than as needed to complete transactions or comply with securities laws and regulations as discussed in this Part II, Item 7 or elsewhere in this Form ATS-N. In addition to the Confidentiality Safeguards (as defined below) that the BIDS ATS maintains, Cboe maintains policies and procedures that prohibit access to or receipt of Confidential Data by any personnel other than those providing services to the BIDS ATS as specified in Part II, Item 7(d) below. Confidential Data is defined as: Gateway Logs: Transaction logs for protocol gateways connecting from order management systems ("OMS")/execution management systems ("EMS") to the BIDS ATS Firm Order Information: Information regarding all Firm orders. Conditional Information: Information regarding Conditionals and invitations in the BIDS ATS. AIOI Information: Information regarding all AIOIs in the BIDS ATS. Trade Information: Trades in the BIDS ATS during the live trading session. Sponsor Settings: Administrative settings and risk limits of Sponsored Firms managed by Sponsors. Scorecards and Filter Settings: BIDS Scorecard values for Traders and Filter settings set by Traders (discussed in Part III, Items 7 and 9). Trader Configuration: Preferences set by Traders for Firm order and Conditional interaction on the BIDS ATS. Database Information: Transaction and configuration data stored in the BIDS ATS databases. Server Logs: Log files generated by the BIDS ATS applications. Given the sponsored access model made available by BIDS (discussed in Part III, Item 2), BIDS provides each Sponsor with information related to any Firm order, Conditional, or trade on which that Sponsor has been designated by a Sponsored Firm. BIDS does not engage in any trading activities other than activity in connection with the operation of the BIDS ATS as described in this Form ATS-N and, as a result, does not engage in activities that may be deemed in conflict with the BIDS ATS. As part of operating the BIDS ATS, BIDS maintains written policies, procedures and controls ("Confidentiality Safeguards") designed to safeguard the confidentiality, integrity and availability of the BIDS ATS by preventing unauthorized access to or use of Participants' Confidential Data. The Confidentiality Safeguards include: a. Guidance with Respect to Handling Information: Confidentiality and Privacy Policy b. Cybersecurity Policy c. Compliance Manual d. Supervisory Procedures The Confidentiality Safeguards are reviewed, tested and updated regularly as described below. Key aspects of the Employee Access Safeguards and the System Safeguards prescribed by the Confidentiality Safeguards are summarized below. As part of the Confidentiality Safeguards, BIDS requires that all employees and independent contractors of BIDS and BTT, (collectively referred to as "employees") acknowledge receipt and review of applicable BIDS' written policies at the time of hiring, and at least annually thereafter. In addition, all employees must complete security awareness training as part of the onboarding process and complete periodic confidentiality training during employment. BIDS also operates a continuous, organization-wide security awareness program that includes regular testing related to phishing and social engineering. EMPLOYEE ACCESS SAFEGUARDS A. Employee Access Safeguards BIDS strictly limits the employees that may access the live BIDS ATS production networks, databases, servers, and ATS applications (collectively, the "BIDS Systems") and data to those employees that must have such access to perform their jobs. BIDS enforces these protections by implementing access controls around the BIDS Systems. Permitted employees can only access these BIDS Systems through a secure authentication process. 1. Access Controls: a. Access to BIDS Systems and data is restricted to authorized employees based on job responsibility and approved in advance by management. BIDS management regularly reviews access rights to BIDS Systems. b. Data in the BIDS ATS is partitioned by Participant and Trader. BIDS management regularly reviews and tests access control rules in the BIDS ATS. 2. Authentication: a. Individual employee access must be authenticated and is reviewed by BIDS management. b. Credentials for and access by administrative users are securely maintained and reviewed regularly by BIDS management. c. BIDS network services (e.g., BIDS ATS, BIDS Windows Active Directory) automatically enforce password complexity and password aging rules for access. d. BIDS requires multi-factor authentication for remote access by employees through secure VPN tunnels. 3. Logging: a. Firm orders, Conditionals, trades and application configuration changes in the BIDS Systems are time-stamped and recorded in logs. b. Clocks on BIDS Systems devices are synchronized using Precision Time Protocol ("PTP") to ensure that timestamps are accurate and consistent. PTP is an industry standard protocol used to synchronize computer clocks with a high degree of accuracy. c. Ad hoc queries and ad hoc changes made to the BIDS ATS database are logged and reviewed on a regular basis by BIDS management. B. Trading by Employees Other than operating the BIDS ATS as described in this Form ATS-N, BIDS does not engage in trading and, as a result, does not have employees responsible for trading activities. BIDS does, however, permit employees to maintain personal investment accounts with third party brokers. Employees are required to disclose to BIDS all personal trading accounts controlled by the employee (and other related accounts as set forth in BIDS' policies , collectively "outside accounts") and provide BIDS with access to trading confirmations and account statements for these outside accounts. With access to this information, the firm's compliance department reviews and monitors trading by all employees. Employees must request and receive prior compliance approval for all transactions in covered securities (i.e., securities eligible to be traded on the BIDS ATS) for themselves or in their outside accounts. Employee accounts also include accounts of the employee's spouse, partner, minor children and other members of the employee's household and any account in which the employee has an interest or has the power, directly or indirectly, to make or influence investment decisions (any person who is supported, directly or indirectly, to a material extent by the employee). As part of the employee trading review, the compliance department compares the requested transactions to activity on the BIDS ATS at the time of the request to verify that recent transactions on the BIDS ATS and confidential information available to the BIDS ATS does not appear in conflict with the employee trade request. Any appearance of potential conflict would cause denial of the trade request and an investigation of whether any conflict exists. In addition to prior approval, employees must hold positions in covered securities for a minimum of 30 days, with certain limited exceptions. SYSTEM SAFEGUARDS In addition to internal controls, BIDS has established rigorous safeguards designed to protect the BIDS Systems and the Confidential Data processed by the systems from external threats, as set forth below. A. Physical Security The BIDS Systems are hosted in Equinix data centers and subject to high security standards, including video surveillance, 24x7 armed security, and multi-factor physical access. The physical and operational security controls at these data centers are assessed by independent third parties annually. The facilities maintain multiple backup power systems to help ensure continuous operation in the event of electrical power failure. B. Network Security Participants access the BIDS ATS through point-to-point network cross connects, managed private networks, or over secure Internet connections. Data in transit over the Internet is encrypted. In addition, BIDS employs firewalls to isolate the BIDS Systems from the Internet. C. Network Monitoring BIDS forwards BIDS Systems, network, and application logs to a secure, write-once log aggregation system for analysis and alerting for BIDS engineering, IT and operations staff. BIDS monitors and protects its networks using a security intrusion detection system (IDS) and intrusion prevention system (IPS) on a 24x7x365 basis. D. Web Access and Email BIDS has in place an enterprise Data Loss/Threat Prevention (DLP/DTP) solution and web proxies to monitor and filter outbound email and web traffic from inside BIDS networks. BIDS uses an email gateway service to filter all inbound email. Participants can request encrypted emails through bi-directional enforced transport layer security (TLS) connections. E. Vulnerability Management BIDS scans all BIDS networks on a regular basis for vulnerabilities. The results of scanning are reviewed by BIDS engineering, IT and BIDS management. If issues are identified, remediation activities are scheduled and undertaken. Firewall patches are applied on a regular basis, based on vulnerability severity and operational risk considerations. F. Risk Management BIDS maintains an organization-wide operational risk management program that includes ongoing assessments of strategic, environmental, financial, compliance, security and operational risks. This risk management program is subject to ongoing review and update by BIDS management, including a review of any operational and security incidents, vulnerability management programs, penetration tests and other assessments, and the status of control programs. G. Third-Party Supplier Management BIDS performs risk-based reviews (by legal, compliance and management) of third-party supplier relationships at the time of engagement and on an annual basis. The initial review includes consideration of the service levels to be performed, potential strategic risk, and the security and confidentiality controls of the supplier. In addition, BIDS may require a non-disclosure agreement or similar provisions as part of a third-party supplier relationship. On an annual basis, BIDS operations and compliance reviews third-party suppliers. As part of this annual review, BIDS operations and compliance identify critical suppliers and review their security and confidentiality controls. The results of this annual review are recorded and approved by BIDS management. H. Incident Response BIDS maintains a cyber security incident response program which involves BIDS ATS operations, engineering, IT, compliance and legal staff, and BIDS management. A Computer Security Incident Response Plan ("CSIRP") lays out clear procedures and responsibilities for handling of security incidents including the loss or theft of Confidential Data, and violations of security protocols. BIDS management reviews and tests the CSIRP at least annually. I. Security Assessments and Audits Existing security controls (including those described in this Part II, Item 7) are reviewed and tested by BIDS management on a regular basis, including scheduled vulnerability scanning and penetration testing, operational and security checks, quarterly and annual BIDS management reviews, and ad hoc checks. The results of these reviews are retained for internal control and audit purposes. In addition to BIDS management and BIDS compliance reviews, BIDS contracts with third party providers to conduct security tests, audits, and assessments, including the following: 1. Network penetration/vulnerability testing (at least annually) 2. Application penetration testing (at least annually) 3. Annual IT control audit 4. Annual SOC 2 Type II assessment of BIDS ATS security and confidentiality controls The results of these tests, audits, and assessments are reviewed with BIDS management.

compliance_officer

The BIDS ATS is a wholly-owned subsidiary of Cboe Global Markets, Inc. ("Cboe"), which operates national securities exchanges in the U.S. BIDS ATS personnel and Cboe personnel are subject to policies and procedures that are designed to preserve the independent governance and operation of the U.S. equities business of the BIDS ATS ("Cboe Polices and Procedures"). The Cboe Policies and Procedures include information barriers between the equities businesses of the BIDS ATS and Cboe's U.S. national securities exchanges. The information barriers prohibit access to or receipt of any nonpublic information concerning the BIDS ATS equities business, including Confidential Data (as defined below), by any Cboe personnel that provide services to or on behalf of Cboe's U.S. national securities exchanges ("Cboe Exchanges"). The ATS Oversight Committee, an independent committee of the Cboe Board of Directors, is responsible for overseeing those businesses of BIDS, such as the U.S. equities business, that involve assets also traded on a U.S. national securities exchange subsidiary of Cboe. One of the responsibilities of the ATS Oversight Committee is to oversee, review, approve and make determinations with respect to the adequacy and effectiveness of the information barriers in the Cboe Policies and Procedures. Cboe monitors and enforces the information barriers through a series of controls and surveillance processes and further supports them through both technological separations and physical separations. For example, BIDS personnel are required to work in a separate office building, or in a separate workspace in the same office building, from Cboe personnel with controls that are sufficient to prevent BIDS personnel from accessing areas designated for the exclusive use of Cboe personnel, and vice versa (e.g., via requiring badge access, locating the workspaces on separate floors, walls and locked doors), subject to limited exceptions (e.g., for personnel who perform corporate support functions). In addition, the Cboe Policies and Procedures require that the BIDS ATS operate on separate technology and servers from the Cboe Exchanges, and that the data center space housing the BIDS ATS servers must be separate from that housing the servers of the Cboe Exchanges (e.g., separate cages). The Cboe Policies and Procedures expressly state that, in addition to the information barriers certain information concerning BIDS (in particular, client information) is subject to confidentiality obligations set forth in BIDS's client contracts, BIDS's Form ATS-N and/or other legal or regulatory requirements (collectively, "Other Confidentiality Obligations"). Pursuant to the Cboe Policies and Procedures, the information barriers are in addition to the Other BIDS Confidentiality Obligations, and nothing in the Cboe Policies and Procedures creates any exception to, or otherwise limits, the Other BIDS Confidentiality Obligations. The BIDS ATS operates as a dark venue and does not disclose confidential information to third parties, other than as needed to complete transactions or comply with securities laws and regulations as discussed in this Part II, Item 7 or elsewhere in this Form ATS-N. Confidential Data is defined as: Gateway Logs: Transaction logs for protocol gateways connecting from order management systems ("OMS")/execution management systems ("EMS") to the BIDS ATS Firm Order Information: Information regarding all Firm orders. Conditional Information: Information regarding Conditionals and invitations in the BIDS ATS. AIOI Information: Information regarding all AIOIs in the BIDS ATS. Trade Information: Trades in the BIDS ATS during the live trading session. Sponsor Settings: Administrative settings and risk limits of Sponsored Firms managed by Sponsors. Scorecards and Filter Settings: BIDS Scorecard values for Traders and Filter settings set by Traders (discussed in Part III, Items 7 and 9). Trader Configuration: Preferences set by Traders for Firm order and Conditional interaction on the BIDS ATS. Database Information: Transaction and configuration data stored in the BIDS ATS databases. Server Logs: Log files generated by the BIDS ATS applications. Given the sponsored access model made available by BIDS (discussed in Part III, Item 2), BIDS provides each Sponsor with information related to any Firm order, Conditional, or trade on which that Sponsor has been designated by a Sponsored Firm. BIDS does not engage in any trading activities other than activity in connection with the operation of the BIDS ATS as described in this Form ATS-N and, as a result, does not engage in activities that may be deemed in conflict with the BIDS ATS. As part of operating the BIDS ATS, BIDS maintains written policies, procedures and controls ("Confidentiality Safeguards") designed to safeguard the confidentiality, integrity and availability of the BIDS ATS by preventing unauthorized access to or use of Participants' Confidential Data. The Confidentiality Safeguards include: a. Guidance with Respect to Handling Information: Confidentiality and Privacy Policy b. Cybersecurity Policy c. Compliance Manual d. Supervisory Procedures The Confidentiality Safeguards are reviewed, tested and updated regularly as described below. Key aspects of the Employee Access Safeguards and the System Safeguards prescribed by the Confidentiality Safeguards are summarized below. As part of the Confidentiality Safeguards, BIDS requires that all employees and independent contractors of BIDS and BTT, (collectively referred to as "employees") acknowledge receipt and review of applicable BIDS' written policies at the time of hiring, and at least annually thereafter. In addition, all employees must complete security awareness training as part of the onboarding process and complete periodic confidentiality training during employment. BIDS also operates a continuous, organization-wide security awareness program that includes regular testing related to phishing and social engineering. EMPLOYEE ACCESS SAFEGUARDS A. Employee Access Safeguards BIDS strictly limits the employees that may access the live BIDS ATS production networks, databases, servers, and ATS applications (collectively, the "BIDS Systems") and data to those employees that must have such access to perform their jobs. BIDS enforces these protections by implementing access controls around the BIDS Systems. Permitted employees can only access these BIDS Systems through a secure authentication process. 1. Access Controls: a. Access to BIDS Systems and data is restricted to authorized employees based on job responsibility and approved in advance by management. BIDS management regularly reviews access rights to BIDS Systems. b. Data in the BIDS ATS is partitioned by Participant and Trader. BIDS management regularly reviews and tests access control rules in the BIDS ATS. 2. Authentication: a. Individual employee access must be authenticated and is reviewed by BIDS management. b. Credentials for and access by administrative users are securely maintained and reviewed regularly by BIDS management. c. BIDS network services (e.g., BIDS ATS, BIDS Windows Active Directory) automatically enforce password complexity and password aging rules for access. d. BIDS requires multi-factor authentication for remote access by employees through secure VPN tunnels. 3. Logging: a. Firm orders, Conditionals, trades and application configuration changes in the BIDS Systems are time-stamped and recorded in logs. b. Clocks on BIDS Systems devices are synchronized using Precision Time Protocol ("PTP") to ensure that timestamps are accurate and consistent. PTP is an industry standard protocol used to synchronize computer clocks with a high degree of accuracy. c. Ad hoc queries and ad hoc changes made to the BIDS ATS database are logged and reviewed on a regular basis by BIDS management. B. Trading by Employees Other than operating the BIDS ATS as described in this Form ATS-N, BIDS does not engage in trading and, as a result, does not have employees responsible for trading activities. BIDS does, however, permit employees to maintain personal investment accounts with third party brokers. Employees are required to disclose to BIDS all personal trading accounts controlled by the employee (and other related accounts as set forth in BIDS' policies , collectively "outside accounts") and provide BIDS with access to trading confirmations and account statements for these outside accounts. With access to this information, the firm's compliance department reviews and monitors trading by all employees. Employees must request and receive prior compliance approval for all transactions in covered securities (i.e., securities eligible to be traded on the BIDS ATS) for themselves or in their outside accounts. Employee accounts also include accounts of the employee's spouse, partner, minor children and other members of the employee's household and any account in which the employee has an interest or has the power, directly or indirectly, to make or influence investment decisions (any person who is supported, directly or indirectly, to a material extent by the employee). As part of the employee trading review, the compliance department compares the requested transactions to activity on the BIDS ATS at the time of the request to verify that recent transactions on the BIDS ATS and confidential information available to the BIDS ATS does not appear in conflict with the employee trade request. Any appearance of potential conflict would cause denial of the trade request and an investigation of whether any conflict exists. In addition to prior approval, employees must hold positions in covered securities for a minimum of 30 days, with certain limited exceptions. SYSTEM SAFEGUARDS In addition to internal controls, BIDS has established rigorous safeguards designed to protect the BIDS Systems and the Confidential Data processed by the systems from external threats, as set forth below. A. Physical Security The BIDS Systems are hosted in Equinix data centers and subject to high security standards, including video surveillance, 24x7 armed security, and multi-factor physical access. The physical and operational security controls at these data centers are assessed by independent third parties annually. The facilities maintain multiple backup power systems to help ensure continuous operation in the event of electrical power failure. B. Network Security Participants access the BIDS ATS through point-to-point network cross connects, managed private networks, or over secure Internet connections. Data in transit over the Internet is encrypted. In addition, BIDS employs firewalls to isolate the BIDS Systems from the Internet. C. Network Monitoring BIDS forwards BIDS Systems, network, and application logs to a secure, write-once log aggregation system for analysis and alerting for BIDS engineering, IT and operations staff. BIDS monitors and protects its networks using a security intrusion detection system (IDS) and intrusion prevention system (IPS) on a 24x7x365 basis. D. Web Access and Email BIDS has in place an enterprise Data Loss/Threat Prevention (DLP/DTP) solution and web proxies to monitor and filter outbound email and web traffic from inside BIDS networks. BIDS uses an email gateway service to filter all inbound email. Participants can request encrypted emails through bi-directional enforced transport layer security (TLS) connections. E. Vulnerability Management BIDS scans all BIDS networks on a regular basis for vulnerabilities. The results of scanning are reviewed by BIDS engineering, IT and BIDS management. If issues are identified, remediation activities are scheduled and undertaken. Firewall patches are applied on a regular basis, based on vulnerability severity and operational risk considerations. F. Risk Management BIDS maintains an organization-wide operational risk management program that includes ongoing assessments of strategic, environmental, financial, compliance, security and operational risks. This risk management program is subject to ongoing review and update by BIDS management, including a review of any operational and security incidents, vulnerability management programs, penetration tests and other assessments, and the status of control programs. G. Third-Party Supplier Management BIDS performs risk-based reviews (by legal, compliance and management) of third-party supplier relationships at the time of engagement and on an annual basis. The initial review includes consideration of the service levels to be performed, potential strategic risk, and the security and confidentiality controls of the supplier. In addition, BIDS may require a non-disclosure agreement or similar provisions as part of a third-party supplier relationship. On an annual basis, BIDS operations and compliance reviews third-party suppliers. As part of this annual review, BIDS operations and compliance identify critical suppliers and review their security and confidentiality controls. The results of this annual review are recorded and approved by BIDS management. H. Incident Response BIDS maintains a cyber security incident response program which involves BIDS ATS operations, engineering, IT, compliance and legal staff, and BIDS management. A Computer Security Incident Response Plan ("CSIRP") lays out clear procedures and responsibilities for handling of security incidents including the loss or theft of Confidential Data, and violations of security protocols. BIDS management reviews and tests the CSIRP at least annually. I. Security Assessments and Audits Existing security controls (including those described in this Part II, Item 7) are reviewed and tested by BIDS management on a regular basis, including scheduled vulnerability scanning and penetration testing, operational and security checks, quarterly and annual BIDS management reviews, and ad hoc checks. The results of these reviews are retained for internal control and audit purposes. In addition to BIDS management and BIDS compliance reviews, BIDS contracts with third party providers to conduct security tests, audits, and assessments, including the following: 1. Network penetration/vulnerability testing (at least annually) 2. Application penetration testing (at least annually) 3. Annual IT control audit 4. Annual SOC 2 Type II assessment of BIDS ATS security and confidentiality controls The results of these tests, audits, and assessments are reviewed with BIDS management.

compliance_officer

The BIDS ATS is a wholly-owned subsidiary of Cboe Global Markets, Inc. ("Cboe"), which operates national securities exchanges in the U.S. BIDS ATS personnel and Cboe personnel are subject to policies and procedures that are designed to preserve the independent governance and operation of the U.S. equities business of the BIDS ATS ("Cboe Polices and Procedures"). The Cboe Policies and Procedures include information barriers between the equities businesses of the BIDS ATS and Cboe's U.S. national securities exchanges. The information barriers prohibit access to or receipt of any nonpublic information concerning the BIDS ATS equities business, including Confidential Data (as defined below), by any Cboe personnel that provide services to or on behalf of Cboe's U.S. national securities exchanges ("Cboe Exchanges"). The ATS Oversight Committee, an independent committee of the Cboe Board of Directors, is responsible for overseeing those businesses of BIDS, such as the U.S. equities business, that involve assets also traded on a U.S. national securities exchange subsidiary of Cboe. One of the responsibilities of the ATS Oversight Committee is to oversee, review, approve and make determinations with respect to the adequacy and effectiveness of the information barriers in the Cboe Policies and Procedures. Cboe monitors and enforces the information barriers through a series of controls and surveillance processes and further supports them through both technological separations and physical separations. For example, BIDS personnel are required to work in a separate office building, or in a separate workspace in the same office building, from Cboe personnel with controls that are sufficient to prevent BIDS personnel from accessing areas designated for the exclusive use of Cboe personnel, and vice versa (e.g., via requiring badge access, locating the workspaces on separate floors, walls and locked doors), subject to limited exceptions (e.g., for personnel who perform corporate support functions). In addition, the Cboe Policies and Procedures require that the BIDS ATS operate on separate technology and servers from the Cboe Exchanges, and that the data center space housing the BIDS ATS servers must be separate from that housing the servers of the Cboe Exchanges (e.g., separate cages). The Cboe Policies and Procedures expressly state that, in addition to the information barriers certain information concerning BIDS (in particular, client information) is subject to confidentiality obligations set forth in BIDS's client contracts, BIDS's Form ATS-N and/or other legal or regulatory requirements (collectively, "Other Confidentiality Obligations"). Pursuant to the Cboe Policies and Procedures, the information barriers are in addition to the Other BIDS Confidentiality Obligations, and nothing in the Cboe Policies and Procedures creates any exception to, or otherwise limits, the Other BIDS Confidentiality Obligations. The BIDS ATS operates as a dark venue and does not disclose confidential information to third parties, other than as needed to complete transactions or comply with securities laws and regulations as discussed in this Part II, Item 7 or elsewhere in this Form ATS-N. Confidential Data is defined as: Gateway Logs: Transaction logs for protocol gateways connecting from order management systems ("OMS")/execution management systems ("EMS") to the BIDS ATS Firm Order Information: Information regarding all Firm orders. Conditional Information: Information regarding Conditionals and invitations in the BIDS ATS. AIOI Information: Information regarding all AIOIs in the BIDS ATS. Trade Information: Trades in the BIDS ATS during the live trading session. Sponsor Settings: Administrative settings and risk limits of Sponsored Firms managed by Sponsors. Scorecards and Filter Settings: BIDS Scorecard values for Traders and Filter settings set by Traders (discussed in Part III, Items 7 and 9). Trader Configuration: Preferences set by Traders for Firm order and Conditional interaction on the BIDS ATS. Database Information: Transaction and configuration data stored in the BIDS ATS databases. Server Logs: Log files generated by the BIDS ATS applications. Given the sponsored access model made available by BIDS (discussed in Part III, Item 2), BIDS provides each Sponsor with information related to any Firm order, Conditional, or trade on which that Sponsor has been designated by a Sponsored Firm. BIDS does not engage in any trading activities other than activity in connection with the operation of the BIDS ATS as described in this Form ATS-N and, as a result, does not engage in activities that may be deemed in conflict with the BIDS ATS. As part of operating the BIDS ATS, BIDS maintains written policies, procedures and controls ("Confidentiality Safeguards") designed to safeguard the confidentiality, integrity and availability of the BIDS ATS by preventing unauthorized access to or use of Participants' Confidential Data. The Confidentiality Safeguards include: a. Guidance with Respect to Handling Information: Confidentiality and Privacy Policy b. Cybersecurity Policy c. Compliance Manual d. Supervisory Procedures The Confidentiality Safeguards are reviewed, tested and updated regularly as described below. Key aspects of the Employee Access Safeguards and the System Safeguards prescribed by the Confidentiality Safeguards are summarized below. As part of the Confidentiality Safeguards, BIDS requires that all employees and independent contractors of BIDS and BTT, (collectively referred to as "employees") acknowledge receipt and review of applicable BIDS' written policies at the time of hiring, and at least annually thereafter. In addition, all employees must complete security awareness training as part of the onboarding process and complete periodic confidentiality training during employment. BIDS also operates a continuous, organization-wide security awareness program that includes regular testing related to phishing and social engineering. EMPLOYEE ACCESS SAFEGUARDS A. Employee Access Safeguards BIDS strictly limits the employees that may access the live BIDS ATS production networks, databases, servers, and ATS applications (collectively, the "BIDS Systems") and data to those employees that must have such access to perform their jobs. BIDS enforces these protections by implementing access controls around the BIDS Systems. Permitted employees can only access these BIDS Systems through a secure authentication process. 1. Access Controls: a. Access to BIDS Systems and data is restricted to authorized employees based on job responsibility and approved in advance by management. BIDS management regularly reviews access rights to BIDS Systems. b. Data in the BIDS ATS is partitioned by Participant and Trader. BIDS management regularly reviews and tests access control rules in the BIDS ATS. 2. Authentication: a. Individual employee access must be authenticated and is reviewed by BIDS management. b. Credentials for and access by administrative users are securely maintained and reviewed regularly by BIDS management. c. BIDS network services (e.g., BIDS ATS, BIDS Windows Active Directory) automatically enforce password complexity and password aging rules for access. d. BIDS requires multi-factor authentication for remote access by employees through secure VPN tunnels. 3. Logging: a. Firm orders, Conditionals, trades and application configuration changes in the BIDS Systems are time-stamped and recorded in logs. b. Clocks on BIDS Systems devices are synchronized using Precision Time Protocol ("PTP") to ensure that timestamps are accurate and consistent. PTP is an industry standard protocol used to synchronize computer clocks with a high degree of accuracy. c. Ad hoc queries and ad hoc changes made to the BIDS ATS database are logged and reviewed on a regular basis by BIDS management. B. Trading by Employees Other than operating the BIDS ATS as described in this Form ATS-N, BIDS does not engage in trading and, as a result, does not have employees responsible for trading activities. BIDS does, however, permit employees to maintain personal investment accounts with third party brokers. Employees are required to disclose to BIDS all personal trading accounts controlled by the employee (and other related accounts as set forth in BIDS' policies , collectively "outside accounts") and provide BIDS with access to trading confirmations and account statements for these outside accounts. With access to this information, the firm's compliance department reviews and monitors trading by all employees. Employees must request and receive prior compliance approval for all transactions in covered securities (i.e., securities eligible to be traded on the BIDS ATS) for themselves or in their outside accounts. Employee accounts also include accounts of the employee's spouse, partner, minor children and other members of the employee's household and any account in which the employee has an interest or has the power, directly or indirectly, to make or influence investment decisions (any person who is supported, directly or indirectly, to a material extent by the employee). As part of the employee trading review, the compliance department compares the requested transactions to activity on the BIDS ATS at the time of the request to verify that recent transactions on the BIDS ATS and confidential information available to the BIDS ATS does not appear in conflict with the employee trade request. Any appearance of potential conflict would cause denial of the trade request and an investigation of whether any conflict exists. In addition to prior approval, employees must hold positions in covered securities for a minimum of 30 days, with certain limited exceptions. SYSTEM SAFEGUARDS In addition to internal controls, BIDS has established rigorous safeguards designed to protect the BIDS Systems and the Confidential Data processed by the systems from external threats, as set forth below. A. Physical Security The BIDS Systems are hosted in Equinix data centers and subject to high security standards, including video surveillance, 24x7 armed security, and multi-factor physical access. The physical and operational security controls at these data centers are assessed by independent third parties annually. The facilities maintain multiple backup power systems to help ensure continuous operation in the event of electrical power failure. B. Network Security Participants access the BIDS ATS through point-to-point network cross connects, managed private networks, or over secure Internet connections. Data in transit over the Internet is encrypted. In addition, BIDS employs firewalls to isolate the BIDS Systems from the Internet. C. Network Monitoring BIDS forwards BIDS Systems, network, and application logs to a secure, write-once log aggregation system for analysis and alerting for BIDS engineering, IT and operations staff. BIDS monitors and protects its networks using a security intrusion detection system (IDS) and intrusion prevention system (IPS) on a 24x7x365 basis. D. Web Access and Email BIDS has in place an enterprise Data Loss/Threat Prevention (DLP/DTP) solution and web proxies to monitor and filter outbound email and web traffic from inside BIDS networks. BIDS uses an email gateway service to filter all inbound email. Participants can request encrypted emails through bi-directional enforced transport layer security (TLS) connections. E. Vulnerability Management BIDS scans all BIDS networks on a regular basis for vulnerabilities. The results of scanning are reviewed by BIDS engineering, IT and BIDS management. If issues are identified, remediation activities are scheduled and undertaken. Firewall patches are applied on a regular basis, based on vulnerability severity and operational risk considerations. F. Risk Management BIDS maintains an organization-wide operational risk management program that includes ongoing assessments of strategic, environmental, financial, compliance, security and operational risks. This risk management program is subject to ongoing review and update by BIDS management, including a review of any operational and security incidents, vulnerability management programs, penetration tests and other assessments, and the status of control programs. G. Third-Party Supplier Management BIDS performs risk-based reviews (by legal, compliance and management) of third-party supplier relationships at the time of engagement and on an annual basis. The initial review includes consideration of the service levels to be performed, potential strategic risk, and the security and confidentiality controls of the supplier. In addition, BIDS may require a non-disclosure agreement or similar provisions as part of a third-party supplier relationship. On an annual basis, BIDS operations and compliance reviews third-party suppliers. As part of this annual review, BIDS operations and compliance identify critical suppliers and review their security and confidentiality controls. The results of this annual review are recorded and approved by BIDS management. H. Incident Response BIDS maintains a cyber security incident response program which involves BIDS ATS operations, engineering, IT, compliance and legal staff, and BIDS management. A Computer Security Incident Response Plan ("CSIRP") lays out clear procedures and responsibilities for handling of security incidents including the loss or theft of Confidential Data, and violations of security protocols. BIDS management reviews and tests the CSIRP at least annually. I. Security Assessments and Audits Existing security controls (including those described in this Part II, Item 7) are reviewed and tested by BIDS management on a regular basis, including scheduled vulnerability scanning and penetration testing, operational and security checks, quarterly and annual BIDS management reviews, and ad hoc checks. The results of these reviews are retained for internal control and audit purposes. In addition to BIDS management and BIDS compliance reviews, BIDS contracts with third party providers to conduct security tests, audits, and assessments, including the following: 1. Network penetration/vulnerability testing (at least annually) 2. Application penetration testing (at least annually) 3. Annual IT control audit 4. Annual SOC 2 Type II assessment of BIDS ATS security and confidentiality controls The results of these tests, audits, and assessments are reviewed with BIDS management.

compliance_officer

The BIDS ATS is a wholly-owned subsidiary of Cboe Global Markets, Inc. ("Cboe"), which operates national securities exchanges in the U.S. BIDS ATS personnel and Cboe personnel are subject to policies and procedures that include information barriers between the equities businesses of the BIDS ATS and Cboe's U.S. national securities exchanges. The information barriers prohibit access to or receipt of any nonpublic information concerning the BIDS ATS equities business, including Confidential Data (as defined below), by any Cboe personnel that provide services to or on behalf of Cboe U.S. national securities exchanges. The BIDS ATS operates as a dark venue and does not disclose confidential information to third parties, other than as needed to complete transactions or comply with securities laws and regulations as discussed in this Part II, Item 7 or elsewhere in this Form ATS-N. Confidential Data is defined as: Gateway Logs: Transaction logs for protocol gateways connecting from order management systems ("OMS")/execution management systems ("EMS") to the BIDS ATS Firm Order Information: Information regarding all Firm orders. Conditional Information: Information regarding Conditionals and invitations in the BIDS ATS. AIOI Information: Information regarding all AIOIs in the BIDS ATS. Trade Information: Trades in the BIDS ATS during the live trading session. Sponsor Settings: Administrative settings and risk limits of Sponsored Firms managed by Sponsors. Scorecards and Filter Settings: BIDS Scorecard values for Traders and Filter settings set by Traders (discussed in Part III, Items 7 and 9). Trader Configuration: Preferences set by Traders for Firm order and Conditional interaction on the BIDS ATS. Database Information: Transaction and configuration data stored in the BIDS ATS databases. Server Logs: Log files generated by the BIDS ATS applications. Given the sponsored access model made available by BIDS (discussed in Part III, Item 2), BIDS provides each Sponsor with information related to any Firm order, Conditional, or trade on which that Sponsor has been designated by a Sponsored Firm. BIDS does not engage in any trading activities other than activity in connection with the operation of the BIDS ATS as described in this Form ATS-N and, as a result, does not engage in activities that may be deemed in conflict with the BIDS ATS. As part of operating the BIDS ATS, BIDS maintains written policies, procedures and controls ("Confidentiality Safeguards") designed to safeguard the confidentiality, integrity and availability of the BIDS ATS by preventing unauthorized access to or use of Participants' Confidential Data. The Confidentiality Safeguards include: a. Guidance with Respect to Handling Information: Confidentiality and Privacy Policy b. Cybersecurity Policy c. Compliance Manual d. Supervisory Procedures The Confidentiality Safeguards are reviewed, tested and updated regularly as described below. Key aspects of the Employee Access Safeguards and the System Safeguards prescribed by the Confidentiality Safeguards are summarized below. As part of the Confidentiality Safeguards, BIDS requires that all employees and independent contractors of BIDS and BTT, (collectively referred to as "employees") acknowledge receipt and review of applicable BIDS' written policies at the time of hiring, and at least annually thereafter. In addition, all employees must complete security awareness training as part of the onboarding process and complete periodic confidentiality training during employment. BIDS also operates a continuous, organization-wide security awareness program that includes regular testing related to phishing and social engineering. EMPLOYEE ACCESS SAFEGUARDS A. Employee Access Safeguards BIDS strictly limits the employees that may access the live BIDS ATS production networks, databases, servers, and ATS applications (collectively, the "BIDS Systems") and data to those employees that must have such access to perform their jobs. BIDS enforces these protections by implementing access controls around the BIDS Systems. Permitted employees can only access these BIDS Systems through a secure authentication process. 1. Access Controls: a. Access to BIDS Systems and data is restricted to authorized employees based on job responsibility and approved in advance by management. BIDS management regularly reviews access rights to BIDS Systems. b. Data in the BIDS ATS is partitioned by Participant and Trader. BIDS management regularly reviews and tests access control rules in the BIDS ATS. 2. Authentication: a. Individual employee access must be authenticated and is reviewed by BIDS management. b. Credentials for and access by administrative users are securely maintained and reviewed regularly by BIDS management. c. BIDS network services (e.g., BIDS ATS, BIDS Windows Active Directory) automatically enforce password complexity and password aging rules for access. d. BIDS requires multi-factor authentication for remote access by employees through secure VPN tunnels. 3. Logging: a. Firm orders, Conditionals, trades and application configuration changes in the BIDS Systems are time-stamped and recorded in logs. b. Clocks on BIDS Systems devices are synchronized using Precision Time Protocol ("PTP") to ensure that timestamps are accurate and consistent. PTP is an industry standard protocol used to synchronize computer clocks with a high degree of accuracy. c. Ad hoc queries and ad hoc changes made to the BIDS ATS database are logged and reviewed on a regular basis by BIDS management. B. Trading by Employees Other than operating the BIDS ATS as described in this Form ATS-N, BIDS does not engage in trading and, as a result, does not have employees responsible for trading activities. BIDS does, however, permit employees to maintain personal investment accounts with third party brokers. Employees are required to disclose to BIDS all personal trading accounts controlled by the employee (and other related accounts as set forth in BIDS' policies , collectively "outside accounts") and provide BIDS with access to trading confirmations and account statements for these outside accounts. With access to this information, the firm's compliance department reviews and monitors trading by all employees. Employees must request and receive prior compliance approval for all transactions in covered securities (i.e., securities eligible to be traded on the BIDS ATS) for themselves or in their outside accounts. As part of the employee trading review, the compliance department compares the requested transactions to activity on the BIDS ATS at the time of the request to verify that recent transactions on the BIDS ATS and confidential information available to the BIDS ATS does not appear in conflict with the employee trade request. Any appearance of potential conflict would cause denial of the trade request and an investigation of whether any conflict exists. In addition to prior approval, employees must hold positions in covered securities for a minimum of 30 days, with certain limited exceptions. SYSTEM SAFEGUARDS In addition to internal controls, BIDS has established rigorous safeguards designed to protect the BIDS Systems and the Confidential Data processed by the systems from external threats, as set forth below. A. Physical Security The BIDS Systems are hosted in Equinix data centers and subject to high security standards, including video surveillance, 24x7 armed security, and multi-factor physical access. The physical and operational security controls at these data centers are assessed by independent third parties annually. The facilities maintain multiple backup power systems to help ensure continuous operation in the event of electrical power failure. B. Network Security Participants access the BIDS ATS through point-to-point network cross connects, managed private networks, or over secure Internet connections. Data in transit over the Internet is encrypted. In addition, BIDS employs firewalls to isolate the BIDS Systems from the Internet. C. Network Monitoring BIDS forwards BIDS Systems, network, and application logs to a secure, write-once log aggregation system for analysis and alerting for BIDS engineering, IT and operations staff. BIDS monitors and protects its networks using a security intrusion detection system (IDS) and intrusion prevention system (IPS) on a 24x7x365 basis. D. Web Access and Email BIDS has in place an enterprise Data Loss/Threat Prevention (DLP/DTP) solution and web proxies to monitor and filter outbound email and web traffic from inside BIDS networks. BIDS uses an email gateway service to filter all inbound email. Participants can request encrypted emails through bi-directional enforced transport layer security (TLS) connections. E. Vulnerability Management BIDS scans all BIDS networks on a regular basis for vulnerabilities. The results of scanning are reviewed by BIDS engineering, IT and BIDS management. If issues are identified, remediation activities are scheduled and undertaken. Firewall patches are applied on a regular basis, based on vulnerability severity and operational risk considerations. F. Risk Management BIDS maintains an organization-wide operational risk management program that includes ongoing assessments of strategic, environmental, financial, compliance, security and operational risks. This risk management program is subject to ongoing review and update by BIDS management, including a review of any operational and security incidents, vulnerability management programs, penetration tests and other assessments, and the status of control programs. G. Third-Party Supplier Management BIDS performs risk-based reviews (by legal, compliance and management) of third-party supplier relationships at the time of engagement and on an annual basis. The initial review includes consideration of the service levels to be performed, potential strategic risk, and the security and confidentiality controls of the supplier. In addition, BIDS may require a non-disclosure agreement or similar provisions as part of a third-party supplier relationship. On an annual basis, BIDS operations and compliance reviews third-party suppliers. As part of this annual review, BIDS operations and compliance identify critical suppliers and review their security and confidentiality controls. The results of this annual review are recorded and approved by BIDS management. H. Incident Response BIDS maintains a cyber security incident response program which involves BIDS ATS operations, engineering, IT, compliance and legal staff, and BIDS management. A Computer Security Incident Response Plan ("CSIRP") lays out clear procedures and responsibilities for handling of security incidents including the loss or theft of Confidential Data, and violations of security protocols. BIDS management reviews and tests the CSIRP at least annually. I. Security Assessments and Audits Existing security controls (including those described in this Part II, Item 7) are reviewed and tested by BIDS management on a regular basis, including scheduled vulnerability scanning and penetration testing, operational and security checks, quarterly and annual BIDS management reviews, and ad hoc checks. The results of these reviews are retained for internal control and audit purposes. In addition to BIDS management and BIDS compliance reviews, BIDS contracts with third party providers to conduct security tests, audits, and assessments, including the following: 1. Network penetration/vulnerability testing (at least annually) 2. Application penetration testing (at least annually) 3. Annual IT control audit 4. Annual SOC 2 Type II assessment of BIDS ATS security and confidentiality controls The results of these tests, audits, and assessments are reviewed with BIDS management. 1 Employee accounts also include accounts of the employee's spouse, partner, minor children and other members of the employee's household and any account in which the employee has an interest or has the power, directly or indirectly, to make or influence investment decisions (any person who is supported, directly or indirectly, to a material extent by the employee).

compliance_officer

The BIDS ATS is a wholly-owned subsidiary of Cboe Global Markets, Inc. ("Cboe"), which operates national securities exchanges in the U.S. BIDS ATS personnel and Cboe personnel are subject to policies and procedures that are designed to preserve the independent governance and operation of the U.S. equities business of the BIDS ATS ("Cboe Polices and Procedures"). The Cboe Policies and Procedures include information barriers between the equities businesses of the BIDS ATS and Cboe's U.S. national securities exchanges. The information barriers prohibit access to or receipt of any nonpublic information concerning the BIDS ATS equities business, including Confidential Data (as defined below), by any Cboe personnel that provide services to or on behalf of Cboe's U.S. national securities exchanges ("Cboe Exchanges"). The ATS Oversight Committee, an independent committee of the Cboe Board of Directors, is responsible for overseeing those businesses of BIDS, such as the U.S. equities business, that involve assets also traded on a U.S. national securities exchange subsidiary of Cboe. One of the responsibilities of the ATS Oversight Committee is to oversee, review, approve and make determinations with respect to the adequacy and effectiveness of the information barriers in the Cboe Policies and Procedures. Cboe monitors and enforces the information barriers through a series of controls and surveillance processes and further supports them through both technological separations and physical separations. For example, BIDS personnel are required to work in a separate office building, or in a separate workspace in the same office building, from Cboe personnel with controls that are sufficient to prevent BIDS personnel from accessing areas designated for the exclusive use of Cboe personnel, and vice versa (e.g., via requiring badge access, locating the workspaces on separate floors, walls and locked doors), subject to limited exceptions (e.g., for personnel who perform corporate support functions). In addition, the Cboe Policies and Procedures require that the BIDS ATS operate on separate technology and servers from the Cboe Exchanges, and that the data center space housing the BIDS ATS servers must be separate from that housing the servers of the Cboe Exchanges (e.g., separate cages). The Cboe Policies and Procedures expressly state that, in addition to the information barriers certain information concerning BIDS (in particular, client information) is subject to confidentiality obligations set forth in BIDS's client contracts, BIDS's Form ATS-N and/or other legal or regulatory requirements (collectively, "Other Confidentiality Obligations"). Pursuant to the Cboe Policies and Procedures, the information barriers are in addition to the Other BIDS Confidentiality Obligations, and nothing in the Cboe Policies and Procedures creates any exception to, or otherwise limits, the Other BIDS Confidentiality Obligations. The BIDS ATS operates as a dark venue and does not disclose confidential information to third parties, other than as needed to complete transactions or comply with securities laws and regulations as discussed in this Part II, Item 7 or elsewhere in this Form ATS-N. Confidential Data is defined as: Gateway Logs: Transaction logs for protocol gateways connecting from order management systems ("OMS")/execution management systems ("EMS") to the BIDS ATS Firm Order Information: Information regarding all Firm orders. Conditional Information: Information regarding Conditionals and invitations in the BIDS ATS. AIOI Information: Information regarding all AIOIs in the BIDS ATS. Trade Information: Trades in the BIDS ATS during the live trading session. Sponsor Settings: Administrative settings and risk limits of Sponsored Firms managed by Sponsors. Scorecards and Filter Settings: BIDS Scorecard values for Traders and Filter settings set by Traders (discussed in Part III, Items 7 and 9). Trader Configuration: Preferences set by Traders for Firm order and Conditional interaction on the BIDS ATS. Database Information: Transaction and configuration data stored in the BIDS ATS databases. Server Logs: Log files generated by the BIDS ATS applications. Given the sponsored access model made available by BIDS (discussed in Part III, Item 2), BIDS provides each Sponsor with information related to any Firm order, Conditional, or trade on which that Sponsor has been designated by a Sponsored Firm. BIDS does not engage in any trading activities other than activity in connection with the operation of the BIDS ATS as described in this Form ATS-N and, as a result, does not engage in activities that may be deemed in conflict with the BIDS ATS. As part of operating the BIDS ATS, BIDS maintains written policies, procedures and controls ("Confidentiality Safeguards") designed to safeguard the confidentiality, integrity and availability of the BIDS ATS by preventing unauthorized access to or use of Participants' Confidential Data. The Confidentiality Safeguards include: a. Guidance with Respect to Handling Information: Confidentiality and Privacy Policy b. Cybersecurity Policy c. Compliance Manual d. Supervisory Procedures The Confidentiality Safeguards are reviewed, tested and updated regularly as described below. Key aspects of the Employee Access Safeguards and the System Safeguards prescribed by the Confidentiality Safeguards are summarized below. As part of the Confidentiality Safeguards, BIDS requires that all employees and independent contractors of BIDS and BTT, (collectively referred to as "employees") acknowledge receipt and review of applicable BIDS' written policies at the time of hiring, and at least annually thereafter. In addition, all employees must complete security awareness training as part of the onboarding process and complete periodic confidentiality training during employment. BIDS also operates a continuous, organization-wide security awareness program that includes regular testing related to phishing and social engineering. EMPLOYEE ACCESS SAFEGUARDS A. Employee Access Safeguards BIDS strictly limits the employees that may access the live BIDS ATS production networks, databases, servers, and ATS applications (collectively, the "BIDS Systems") and data to those employees that must have such access to perform their jobs. BIDS enforces these protections by implementing access controls around the BIDS Systems. Permitted employees can only access these BIDS Systems through a secure authentication process. 1. Access Controls: a. Access to BIDS Systems and data is restricted to authorized employees based on job responsibility and approved in advance by management. BIDS management regularly reviews access rights to BIDS Systems. b. Data in the BIDS ATS is partitioned by Participant and Trader. BIDS management regularly reviews and tests access control rules in the BIDS ATS. 2. Authentication: a. Individual employee access must be authenticated and is reviewed by BIDS management. b. Credentials for and access by administrative users are securely maintained and reviewed regularly by BIDS management. c. BIDS network services (e.g., BIDS ATS, BIDS Windows Active Directory) automatically enforce password complexity and password aging rules for access. d. BIDS requires multi-factor authentication for remote access by employees through secure VPN tunnels. 3. Logging: a. Firm orders, Conditionals, trades and application configuration changes in the BIDS Systems are time-stamped and recorded in logs. b. Clocks on BIDS Systems devices are synchronized using Precision Time Protocol ("PTP") to ensure that timestamps are accurate and consistent. PTP is an industry standard protocol used to synchronize computer clocks with a high degree of accuracy. c. Ad hoc queries and ad hoc changes made to the BIDS ATS database are logged and reviewed on a regular basis by BIDS management. B. Trading by Employees Other than operating the BIDS ATS as described in this Form ATS-N, BIDS does not engage in trading and, as a result, does not have employees responsible for trading activities. BIDS does, however, permit employees to maintain personal investment accounts with third party brokers. Employees are required to disclose to BIDS all personal trading accounts controlled by the employee (and other related accounts as set forth in BIDS' policies , collectively "outside accounts") and provide BIDS with access to trading confirmations and account statements for these outside accounts. With access to this information, the firm's compliance department reviews and monitors trading by all employees. Employees must request and receive prior compliance approval for all transactions in covered securities (i.e., securities eligible to be traded on the BIDS ATS) for themselves or in their outside accounts. As part of the employee trading review, the compliance department compares the requested transactions to activity on the BIDS ATS at the time of the request to verify that recent transactions on the BIDS ATS and confidential information available to the BIDS ATS does not appear in conflict with the employee trade request. Any appearance of potential conflict would cause denial of the trade request and an investigation of whether any conflict exists. In addition to prior approval, employees must hold positions in covered securities for a minimum of 30 days, with certain limited exceptions. SYSTEM SAFEGUARDS In addition to internal controls, BIDS has established rigorous safeguards designed to protect the BIDS Systems and the Confidential Data processed by the systems from external threats, as set forth below. A. Physical Security The BIDS Systems are hosted in Equinix data centers and subject to high security standards, including video surveillance, 24x7 armed security, and multi-factor physical access. The physical and operational security controls at these data centers are assessed by independent third parties annually. The facilities maintain multiple backup power systems to help ensure continuous operation in the event of electrical power failure. B. Network Security Participants access the BIDS ATS through point-to-point network cross connects, managed private networks, or over secure Internet connections. Data in transit over the Internet is encrypted. In addition, BIDS employs firewalls to isolate the BIDS Systems from the Internet. C. Network Monitoring BIDS forwards BIDS Systems, network, and application logs to a secure, write-once log aggregation system for analysis and alerting for BIDS engineering, IT and operations staff. BIDS monitors and protects its networks using a security intrusion detection system (IDS) and intrusion prevention system (IPS) on a 24x7x365 basis. D. Web Access and Email BIDS has in place an enterprise Data Loss/Threat Prevention (DLP/DTP) solution and web proxies to monitor and filter outbound email and web traffic from inside BIDS networks. BIDS uses an email gateway service to filter all inbound email. Participants can request encrypted emails through bi-directional enforced transport layer security (TLS) connections. E. Vulnerability Management BIDS scans all BIDS networks on a regular basis for vulnerabilities. The results of scanning are reviewed by BIDS engineering, IT and BIDS management. If issues are identified, remediation activities are scheduled and undertaken. Firewall patches are applied on a regular basis, based on vulnerability severity and operational risk considerations. F. Risk Management BIDS maintains an organization-wide operational risk management program that includes ongoing assessments of strategic, environmental, financial, compliance, security and operational risks. This risk management program is subject to ongoing review and update by BIDS management, including a review of any operational and security incidents, vulnerability management programs, penetration tests and other assessments, and the status of control programs. G. Third-Party Supplier Management BIDS performs risk-based reviews (by legal, compliance and management) of third-party supplier relationships at the time of engagement and on an annual basis. The initial review includes consideration of the service levels to be performed, potential strategic risk, and the security and confidentiality controls of the supplier. In addition, BIDS may require a non-disclosure agreement or similar provisions as part of a third-party supplier relationship. On an annual basis, BIDS operations and compliance reviews third-party suppliers. As part of this annual review, BIDS operations and compliance identify critical suppliers and review their security and confidentiality controls. The results of this annual review are recorded and approved by BIDS management. H. Incident Response BIDS maintains a cyber security incident response program which involves BIDS ATS operations, engineering, IT, compliance and legal staff, and BIDS management. A Computer Security Incident Response Plan ("CSIRP") lays out clear procedures and responsibilities for handling of security incidents including the loss or theft of Confidential Data, and violations of security protocols. BIDS management reviews and tests the CSIRP at least annually. I. Security Assessments and Audits Existing security controls (including those described in this Part II, Item 7) are reviewed and tested by BIDS management on a regular basis, including scheduled vulnerability scanning and penetration testing, operational and security checks, quarterly and annual BIDS management reviews, and ad hoc checks. The results of these reviews are retained for internal control and audit purposes. In addition to BIDS management and BIDS compliance reviews, BIDS contracts with third party providers to conduct security tests, audits, and assessments, including the following: 1. Network penetration/vulnerability testing (at least annually) 2. Application penetration testing (at least annually) 3. Annual IT control audit 4. Annual SOC 2 Type II assessment of BIDS ATS security and confidentiality controls The results of these tests, audits, and assessments are reviewed with BIDS management. 1 Employee accounts also include accounts of the employee's spouse, partner, minor children and other members of the employee's household and any account in which the employee has an interest or has the power, directly or indirectly, to make or influence investment decisions (any person who is supported, directly or indirectly, to a material extent by the employee).

compliance_officer

The BIDS ATS is a wholly-owned subsidiary of Cboe Global Markets, Inc. ("Cboe"), which operates national securities exchanges in the U.S. BIDS ATS personnel and Cboe personnel are subject to policies and procedures that are designed to preserve the independent governance and operation of the U.S. equities business of the BIDS ATS ("Cboe Policies and Procedures"). The Cboe Policies and Procedures include information barriers between the equities businesses of the BIDS ATS and Cboe's U.S. national securities exchanges. The information barriers prohibit access to or receipt of any nonpublic information concerning the BIDS ATS equities business, including Confidential Data (as defined below), by any Cboe personnel that provide services to or on behalf of Cboe's U.S. national securities exchanges ("Cboe Exchanges"). Cboe monitors and enforces the information barriers through a series of controls and surveillance processes and further supports them through both technological separations and physical separations. For example, BIDS personnel are required to work in a separate office building, or in a separate workspace in the same office building, from Cboe personnel with controls that are sufficient to prevent BIDS personnel from accessing areas designated for the exclusive use of Cboe personnel, and vice versa (e.g., via requiring badge access, locating the workspaces on separate floors, walls and locked doors), subject to limited exceptions (e.g., for personnel who perform corporate support functions). In addition, the Cboe Policies and Procedures require that the BIDS ATS operate on separate technology and servers from the Cboe Exchanges, and that the data center space housing the BIDS ATS servers must be separate from that housing the servers of the Cboe Exchanges (e.g., separate cages). The Cboe Policies and Procedures expressly state that, in addition to the information barriers certain information concerning BIDS (in particular, client information) is subject to confidentiality obligations set forth in BIDS's client contracts, BIDS's Form ATS-N and/or other legal or regulatory requirements (collectively, "Other Confidentiality Obligations"). Pursuant to the Cboe Policies and Procedures, the information barriers are in addition to the Other BIDS Confidentiality Obligations, and nothing in the Cboe Policies and Procedures creates any exception to, or otherwise limits, the Other BIDS Confidentiality Obligations. The BIDS ATS operates as a dark venue and does not disclose confidential information to third parties, other than as needed to complete transactions or comply with securities laws and regulations as discussed in this Part II, Item 7 or elsewhere in this Form ATS-N. Confidential Data is defined as: Gateway Logs: Transaction logs for protocol gateways connecting from order management systems ("OMS")/execution management systems ("EMS") to the BIDS ATS Firm Order Information: Information regarding all Firm orders. Conditional Information: Information regarding Conditionals and invitations in the BIDS ATS. AIOI Information: Information regarding all AIOIs in the BIDS ATS. Trade Information: Trades in the BIDS ATS during the live trading session. Sponsor Settings: Administrative settings and risk limits of Sponsored Firms managed by Sponsors. Scorecards and Filter Settings: BIDS Scorecard values for Traders and Filter settings set by Traders (discussed in Part III, Items 7 and 9). Trader Configuration: Preferences set by Traders for Firm order and Conditional interaction on the BIDS ATS. Database Information: Transaction and configuration data stored in the BIDS ATS databases. Server Logs: Log files generated by the BIDS ATS applications. Given the sponsored access model made available by BIDS (discussed in Part III, Item 2), BIDS provides each Sponsor with information related to any Firm order, Conditional, or trade on which that Sponsor has been designated by a Sponsored Firm. BIDS does not engage in any trading activities other than activity in connection with the operation of the BIDS ATS as described in this Form ATS-N and, as a result, does not engage in activities that may be deemed in conflict with the BIDS ATS. As part of operating the BIDS ATS, BIDS maintains written policies, procedures and controls ("Confidentiality Safeguards") designed to safeguard the confidentiality, integrity and availability of the BIDS ATS by preventing unauthorized access to or use of Participants' Confidential Data. The Confidentiality Safeguards include: a. Guidance with Respect to Handling Information: Confidentiality and Privacy Policy b. Cybersecurity Policy c. Compliance Manual d. Supervisory Procedures The Confidentiality Safeguards are reviewed, tested and updated regularly as described below. Key aspects of the Employee Access Safeguards and the System Safeguards prescribed by the Confidentiality Safeguards are summarized below. As part of the Confidentiality Safeguards, BIDS requires that all employees and independent contractors of BIDS and BTT, (collectively referred to as "employees") acknowledge receipt and review of applicable BIDS' written policies at the time of hiring, and at least annually thereafter. In addition, all employees must complete security awareness training as part of the onboarding process and complete periodic confidentiality training during employment. BIDS also operates a continuous, organization-wide security awareness program that includes regular testing related to phishing and social engineering. EMPLOYEE ACCESS SAFEGUARDS A. Employee Access Safeguards BIDS strictly limits the employees that may access the live BIDS ATS production networks, databases, servers, and ATS applications (collectively, the "BIDS Systems") and data to those employees that must have such access to perform their jobs. BIDS enforces these protections by implementing access controls around the BIDS Systems. Permitted employees can only access these BIDS Systems through a secure authentication process. 1. Access Controls: a. Access to BIDS Systems and data is restricted to authorized employees based on job responsibility and approved in advance by management. BIDS management regularly reviews access rights to BIDS Systems. b. Data in the BIDS ATS is partitioned by Participant and Trader. BIDS management regularly reviews and tests access control rules in the BIDS ATS. 2. Authentication: a. Individual employee access must be authenticated and is reviewed by BIDS management. b. Credentials for and access by administrative users are securely maintained and reviewed regularly by BIDS management. c. BIDS network services (e.g., BIDS ATS, BIDS Windows Active Directory) automatically enforce password complexity and password aging rules for access. d. BIDS requires multi-factor authentication for remote access by employees through secure VPN tunnels. 3. Logging: a. Firm orders, Conditionals, trades and application configuration changes in the BIDS Systems are time-stamped and recorded in logs. b. Clocks on BIDS Systems devices are synchronized using Precision Time Protocol ("PTP") to ensure that timestamps are accurate and consistent. PTP is an industry standard protocol used to synchronize computer clocks with a high degree of accuracy. c. Ad hoc queries and ad hoc changes made to the BIDS ATS database are logged and reviewed on a regular basis by BIDS management. B. Trading by Employees Other than operating the BIDS ATS as described in this Form ATS-N, BIDS does not engage in trading and, as a result, does not have employees responsible for trading activities. BIDS does, however, permit employees to maintain personal investment accounts with third party brokers. Employees are required to disclose to BIDS all personal trading accounts controlled by the employee (and other related accounts as set forth in BIDS' policies , collectively "outside accounts") and provide BIDS with access to trading confirmations and account statements for these outside accounts. With access to this information, the firm's compliance department reviews and monitors trading by all employees. Employees must request and receive prior compliance approval for all transactions in covered securities (i.e., securities eligible to be traded on the BIDS ATS) for themselves or in their outside accounts. As part of the employee trading review, the compliance department compares the requested transactions to activity on the BIDS ATS at the time of the request to verify that recent transactions on the BIDS ATS and confidential information available to the BIDS ATS does not appear in conflict with the employee trade request. Any appearance of potential conflict would cause denial of the trade request and an investigation of whether any conflict exists. In addition to prior approval, employees must hold positions in covered securities for a minimum of 30 days, with certain limited exceptions. SYSTEM SAFEGUARDS In addition to internal controls, BIDS has established rigorous safeguards designed to protect the BIDS Systems and the Confidential Data processed by the systems from external threats, as set forth below. A. Physical Security The BIDS Systems are hosted in Equinix data centers and subject to high security standards, including video surveillance, 24x7 armed security, and multi-factor physical access. The physical and operational security controls at these data centers are assessed by independent third parties annually. The facilities maintain multiple backup power systems to help ensure continuous operation in the event of electrical power failure. B. Network Security Participants access the BIDS ATS through point-to-point network cross connects, managed private networks, or over secure Internet connections. Data in transit over the Internet is encrypted. In addition, BIDS employs firewalls to isolate the BIDS Systems from the Internet. C. Network Monitoring BIDS forwards BIDS Systems, network, and application logs to a secure, write-once log aggregation system for analysis and alerting for BIDS engineering, IT and operations staff. BIDS monitors and protects its networks using a security intrusion detection system (IDS) and intrusion prevention system (IPS) on a 24x7x365 basis. D. Web Access and Email BIDS has in place an enterprise Data Loss/Threat Prevention (DLP/DTP) solution and web proxies to monitor and filter outbound email and web traffic from inside BIDS networks. BIDS uses an email gateway service to filter all inbound email. Participants can request encrypted emails through bi-directional enforced transport layer security (TLS) connections. E. Vulnerability Management BIDS scans all BIDS networks on a regular basis for vulnerabilities. The results of scanning are reviewed by BIDS engineering, IT and BIDS management. If issues are identified, remediation activities are scheduled and undertaken. Firewall patches are applied on a regular basis, based on vulnerability severity and operational risk considerations. F. Risk Management BIDS maintains an organization-wide operational risk management program that includes ongoing assessments of strategic, environmental, financial, compliance, security and operational risks. This risk management program is subject to ongoing review and update by BIDS management, including a review of any operational and security incidents, vulnerability management programs, penetration tests and other assessments, and the status of control programs. G. Third-Party Supplier Management BIDS performs risk-based reviews (by legal, compliance and management) of third-party supplier relationships at the time of engagement and on an annual basis. The initial review includes consideration of the service levels to be performed, potential strategic risk, and the security and confidentiality controls of the supplier. In addition, BIDS may require a non-disclosure agreement or similar provisions as part of a third-party supplier relationship. On an annual basis, BIDS operations and compliance reviews third-party suppliers. As part of this annual review, BIDS operations and compliance identify critical suppliers and review their security and confidentiality controls. The results of this annual review are recorded and approved by BIDS management. H. Incident Response BIDS maintains a cyber security incident response program which involves BIDS ATS operations, engineering, IT, compliance and legal staff, and BIDS management. A Computer Security Incident Response Plan ("CSIRP") lays out clear procedures and responsibilities for handling of security incidents including the loss or theft of Confidential Data, and violations of security protocols. BIDS management reviews and tests the CSIRP at least annually. I. Security Assessments and Audits Existing security controls (including those described in this Part II, Item 7) are reviewed and tested by BIDS management on a regular basis, including scheduled vulnerability scanning and penetration testing, operational and security checks, quarterly and annual BIDS management reviews, and ad hoc checks. The results of these reviews are retained for internal control and audit purposes. In addition to BIDS management and BIDS compliance reviews, BIDS contracts with third party providers to conduct security tests, audits, and assessments, including the following: 1. Network penetration/vulnerability testing (at least annually) 2. Application penetration testing (at least annually) 3. Annual IT control audit 4. Annual SOC 2 Type II assessment of BIDS ATS security and confidentiality controls The results of these tests, audits, and assessments are reviewed with BIDS management. 1 Employee accounts also include accounts of the employee's spouse, partner, minor children and other members of the employee's household and any account in which the employee has an interest or has the power, directly or indirectly, to make or influence investment decisions (any person who is supported, directly or indirectly, to a material extent by the employee).

compliance_officer

The BIDS ATS is a wholly-owned subsidiary of Cboe Global Markets, Inc. ("Cboe"), which operates national securities exchanges in the U.S. BIDS ATS personnel and Cboe personnel are subject to policies and procedures that are designed to preserve the independent governance and operation of the U.S. equities business of the BIDS ATS ("Cboe Polices and Procedures"). The Cboe Policies and Procedures include information barriers between the equities businesses of the BIDS ATS and Cboe's U.S. national securities exchanges. The information barriers prohibit access to or receipt of any nonpublic information concerning the BIDS ATS equities business, including Confidential Data (as defined below), by any Cboe personnel that provide services to or on behalf of Cboe's U.S. national securities exchanges ("Cboe Exchanges"). The ATS Oversight Committee, an independent committee of the Cboe Board of Directors, is responsible for overseeing those businesses of BIDS, such as the U.S. equities business, that involve assets also traded on a U.S. national securities exchange subsidiary of Cboe. One of the responsibilities of the ATS Oversight Committee is to oversee, review, approve and make determinations with respect to the adequacy and effectiveness of the information barriers in the Cboe Policies and Procedures. Cboe monitors and enforces the information barriers through a series of controls and surveillance processes and further supports them through both technological separations and physical separations. For example, BIDS personnel are required to work in a separate office building, or in a separate workspace in the same office building, from Cboe personnel with controls that are sufficient to prevent BIDS personnel from accessing areas designated for the exclusive use of Cboe personnel, and vice versa (e.g., via requiring badge access, locating the workspaces on separate floors, walls and locked doors), subject to limited exceptions (e.g., for personnel who perform corporate support functions). In addition, the Cboe Policies and Procedures require that the BIDS ATS operate on separate technology and servers from the Cboe Exchanges, and that the data center space housing the BIDS ATS servers must be separate from that housing the servers of the Cboe Exchanges (e.g., separate cages). The Cboe Policies and Procedures expressly state that, in addition to the information barriers certain information concerning BIDS (in particular, client information) is subject to confidentiality obligations set forth in BIDS's client contracts, BIDS's Form ATS-N and/or other legal or regulatory requirements (collectively, "Other Confidentiality Obligations"). Pursuant to the Cboe Policies and Procedures, the information barriers are in addition to the Other BIDS Confidentiality Obligations, and nothing in the Cboe Policies and Procedures creates any exception to, or otherwise limits, the Other BIDS Confidentiality Obligations. The BIDS ATS operates as a dark venue and does not disclose confidential information to third parties, other than as needed to complete transactions or comply with securities laws and regulations as discussed in this Part II, Item 7 or elsewhere in this Form ATS-N. Confidential Data is defined as: Gateway Logs: Transaction logs for protocol gateways connecting from order management systems ("OMS")/execution management systems ("EMS") to the BIDS ATS Firm Order Information: Information regarding all Firm orders. Conditional Information: Information regarding Conditionals and invitations in the BIDS ATS. AIOI Information: Information regarding all AIOIs in the BIDS ATS. Trade Information: Trades in the BIDS ATS during the live trading session. Sponsor Settings: Administrative settings and risk limits of Sponsored Firms managed by Sponsors. Scorecards and Filter Settings: BIDS Scorecard values for Traders and Filter settings set by Traders (discussed in Part III, Items 7 and 9). Trader Configuration: Preferences set by Traders for Firm order and Conditional interaction on the BIDS ATS. Database Information: Transaction and configuration data stored in the BIDS ATS databases. Server Logs: Log files generated by the BIDS ATS applications. Given the sponsored access model made available by BIDS (discussed in Part III, Item 2), BIDS provides each Sponsor with information related to any Firm order, Conditional, or trade on which that Sponsor has been designated by a Sponsored Firm. BIDS does not engage in any trading activities other than activity in connection with the operation of the BIDS ATS as described in this Form ATS-N and, as a result, does not engage in activities that may be deemed in conflict with the BIDS ATS. As part of operating the BIDS ATS, BIDS maintains written policies, procedures and controls ("Confidentiality Safeguards") designed to safeguard the confidentiality, integrity and availability of the BIDS ATS by preventing unauthorized access to or use of Participants' Confidential Data. The Confidentiality Safeguards include: a. Guidance with Respect to Handling Information: Confidentiality and Privacy Policy b. Cybersecurity Policy c. Compliance Manual d. Supervisory Procedures The Confidentiality Safeguards are reviewed, tested and updated regularly as described below. Key aspects of the Employee Access Safeguards and the System Safeguards prescribed by the Confidentiality Safeguards are summarized below. As part of the Confidentiality Safeguards, BIDS requires that all employees and independent contractors of BIDS and BTT, (collectively referred to as "employees") acknowledge receipt and review of applicable BIDS' written policies at the time of hiring, and at least annually thereafter. In addition, all employees must complete security awareness training as part of the onboarding process and complete periodic confidentiality training during employment. BIDS also operates a continuous, organization-wide security awareness program that includes regular testing related to phishing and social engineering. EMPLOYEE ACCESS SAFEGUARDS A. Employee Access Safeguards BIDS strictly limits the employees that may access the live BIDS ATS production networks, databases, servers, and ATS applications (collectively, the "BIDS Systems") and data to those employees that must have such access to perform their jobs. BIDS enforces these protections by implementing access controls around the BIDS Systems. Permitted employees can only access these BIDS Systems through a secure authentication process. 1. Access Controls: a. Access to BIDS Systems and data is restricted to authorized employees based on job responsibility and approved in advance by management. BIDS management regularly reviews access rights to BIDS Systems. b. Data in the BIDS ATS is partitioned by Participant and Trader. BIDS management regularly reviews and tests access control rules in the BIDS ATS. 2. Authentication: a. Individual employee access must be authenticated and is reviewed by BIDS management. b. Credentials for and access by administrative users are securely maintained and reviewed regularly by BIDS management. c. BIDS network services (e.g., BIDS ATS, BIDS Windows Active Directory) automatically enforce password complexity and password aging rules for access. d. BIDS requires multi-factor authentication for remote access by employees through secure VPN tunnels. 3. Logging: a. Firm orders, Conditionals, trades and application configuration changes in the BIDS Systems are time-stamped and recorded in logs. b. Clocks on BIDS Systems devices are synchronized using Precision Time Protocol ("PTP") to ensure that timestamps are accurate and consistent. PTP is an industry standard protocol used to synchronize computer clocks with a high degree of accuracy. c. Ad hoc queries and ad hoc changes made to the BIDS ATS database are logged and reviewed on a regular basis by BIDS management. B. Trading by Employees Other than operating the BIDS ATS as described in this Form ATS-N, BIDS does not engage in trading and, as a result, does not have employees responsible for trading activities. BIDS does, however, permit employees to maintain personal investment accounts with third party brokers. Employees are required to disclose to BIDS all personal trading accounts controlled by the employee (and other related accounts as set forth in BIDS' policies , collectively "outside accounts") and provide BIDS with access to trading confirmations and account statements for these outside accounts. With access to this information, the firm's compliance department reviews and monitors trading by all employees. Employees must request and receive prior compliance approval for all transactions in covered securities (i.e., securities eligible to be traded on the BIDS ATS) for themselves or in their outside accounts. Employee accounts also include accounts of the employee's spouse, partner, minor children and other members of the employee's household and any account in which the employee has an interest or has the power, directly or indirectly, to make or influence investment decisions (any person who is supported, directly or indirectly, to a material extent by the employee). As part of the employee trading review, the compliance department compares the requested transactions to activity on the BIDS ATS at the time of the request to verify that recent transactions on the BIDS ATS and confidential information available to the BIDS ATS does not appear in conflict with the employee trade request. Any appearance of potential conflict would cause denial of the trade request and an investigation of whether any conflict exists. In addition to prior approval, employees must hold positions in covered securities for a minimum of 30 days, with certain limited exceptions. SYSTEM SAFEGUARDS In addition to internal controls, BIDS has established rigorous safeguards designed to protect the BIDS Systems and the Confidential Data processed by the systems from external threats, as set forth below. A. Physical Security The BIDS Systems are hosted in Equinix data centers and subject to high security standards, including video surveillance, 24x7 armed security, and multi-factor physical access. The physical and operational security controls at these data centers are assessed by independent third parties annually. The facilities maintain multiple backup power systems to help ensure continuous operation in the event of electrical power failure. B. Network Security Participants access the BIDS ATS through point-to-point network cross connects, managed private networks, or over secure Internet connections. Data in transit over the Internet is encrypted. In addition, BIDS employs firewalls to isolate the BIDS Systems from the Internet. C. Network Monitoring BIDS forwards BIDS Systems, network, and application logs to a secure, write-once log aggregation system for analysis and alerting for BIDS engineering, IT and operations staff. BIDS monitors and protects its networks using a security intrusion detection system (IDS) and intrusion prevention system (IPS) on a 24x7x365 basis. D. Web Access and Email BIDS has in place an enterprise Data Loss/Threat Prevention (DLP/DTP) solution and web proxies to monitor and filter outbound email and web traffic from inside BIDS networks. BIDS uses an email gateway service to filter all inbound email. Participants can request encrypted emails through bi-directional enforced transport layer security (TLS) connections. E. Vulnerability Management BIDS scans all BIDS networks on a regular basis for vulnerabilities. The results of scanning are reviewed by BIDS engineering, IT and BIDS management. If issues are identified, remediation activities are scheduled and undertaken. Firewall patches are applied on a regular basis, based on vulnerability severity and operational risk considerations. F. Risk Management BIDS maintains an organization-wide operational risk management program that includes ongoing assessments of strategic, environmental, financial, compliance, security and operational risks. This risk management program is subject to ongoing review and update by BIDS management, including a review of any operational and security incidents, vulnerability management programs, penetration tests and other assessments, and the status of control programs. G. Third-Party Supplier Management BIDS performs risk-based reviews (by legal, compliance and management) of third-party supplier relationships at the time of engagement and on an annual basis. The initial review includes consideration of the service levels to be performed, potential strategic risk, and the security and confidentiality controls of the supplier. In addition, BIDS may require a non-disclosure agreement or similar provisions as part of a third-party supplier relationship. On an annual basis, BIDS operations and compliance reviews third-party suppliers. As part of this annual review, BIDS operations and compliance identify critical suppliers and review their security and confidentiality controls. The results of this annual review are recorded and approved by BIDS management. H. Incident Response BIDS maintains a cyber security incident response program which involves BIDS ATS operations, engineering, IT, compliance and legal staff, and BIDS management. A Computer Security Incident Response Plan ("CSIRP") lays out clear procedures and responsibilities for handling of security incidents including the loss or theft of Confidential Data, and violations of security protocols. BIDS management reviews and tests the CSIRP at least annually. I. Security Assessments and Audits Existing security controls (including those described in this Part II, Item 7) are reviewed and tested by BIDS management on a regular basis, including scheduled vulnerability scanning and penetration testing, operational and security checks, quarterly and annual BIDS management reviews, and ad hoc checks. The results of these reviews are retained for internal control and audit purposes. In addition to BIDS management and BIDS compliance reviews, BIDS contracts with third party providers to conduct security tests, audits, and assessments, including the following: 1. Network penetration/vulnerability testing (at least annually) 2. Application penetration testing (at least annually) 3. Annual IT control audit 4. Annual SOC 2 Type II assessment of BIDS ATS security and confidentiality controls The results of these tests, audits, and assessments are reviewed with BIDS management.

compliance_officer

The BIDS ATS operates as a dark venue and does not disclose confidential information to third parties, other than as needed to complete transactions or comply with securities laws and regulations as discussed in this Part II, Item 7 or elsewhere in this Form ATS-N. Confidential Data is defined as: Gateway Logs: Transaction logs for protocol gateways connecting from order management systems ("OMS")/execution management systems ("EMS") to the BIDS ATS Firm Order Information: Information regarding all Firm orders. Conditional Information: Information regarding Conditionals and invitations in the BIDS ATS. AIOI Information: Information regarding all AIOIs in the BIDS ATS. Trade Information: Trades in the BIDS ATS during the live trading session. Sponsor Settings: Administrative settings and risk limits of Sponsored Firms managed by Sponsors. Scorecards and Filter Settings: BIDS Scorecard values for Traders and Filter settings set by Traders (discussed in Part III, Items 7 and 9). Trader Configuration: Preferences set by Traders for Firm order and Conditional interaction on the BIDS ATS. Database Information: Transaction and configuration data stored in the BIDS ATS databases. Server Logs: Log files generated by the BIDS ATS applications. Given the sponsored access model made available by BIDS (discussed in Part III, Item 2), BIDS provides each Sponsor with information related to any Firm order, Conditional, or trade on which that Sponsor has been designated by a Sponsored Firm. BIDS does not engage in any trading activities other than activity in connection with the operation of the BIDS ATS as described in this Form ATS-N and, as a result, does not engage in activities that may be deemed in conflict with the BIDS ATS. As part of operating the BIDS ATS, BIDS maintains written policies, procedures and controls ("Confidentiality Safeguards") designed to safeguard the confidentiality, integrity and availability of the BIDS ATS by preventing unauthorized access to or use of Participants' Confidential Data. The Confidentiality Safeguards include: a. Guidance with Respect to Handling Information: Confidentiality and Privacy Policy b. Cybersecurity Policy c. Compliance Manual d. Supervisory Procedures The Confidentiality Safeguards are reviewed, tested and updated regularly as described below. Key aspects of the Employee Access Safeguards and the System Safeguards prescribed by the Confidentiality Safeguards are summarized below. As part of the Confidentiality Safeguards, BIDS requires that all employees and independent contractors of BIDS and its affiliates, including BTT, (collectively referred to as "employees") acknowledge receipt and review of applicable BIDS' written policies at the time of hiring, and at least annually thereafter. In addition, all employees must complete security awareness training as part of the onboarding process and complete periodic confidentiality training during employment. BIDS also operates a continuous, organization-wide security awareness program that includes regular testing related to phishing and social engineering. EMPLOYEE ACCESS SAFEGUARDS A. Employee Access Safeguards BIDS strictly limits the employees that may access the live BIDS ATS production networks, databases, servers, and ATS applications (collectively, the "BIDS Systems") and data to those employees that must have such access to perform their jobs. BIDS enforces these protections by implementing access controls around the BIDS Systems. Permitted employees can only access these BIDS Systems through a secure authentication process. 1. Access Controls: a. Access to BIDS Systems and data is restricted to authorized employees based on job responsibility and approved in advance by management. BIDS management regularly reviews access rights to BIDS Systems. b. Data in the BIDS ATS is partitioned by Participant and Trader. BIDS management regularly reviews and tests access control rules in the BIDS ATS. 2. Authentication: a. Individual employee access must be authenticated and is reviewed by BIDS management. b. Credentials for and access by administrative users are securely maintained and reviewed regularly by BIDS management. c. BIDS network services (e.g., BIDS ATS, BIDS Windows Active Directory) automatically enforce password complexity and password aging rules for access. d. BIDS requires multi-factor authentication for remote access by employees through secure VPN tunnels. 3. Logging: a. Firm orders, Conditionals, trades and application configuration changes in the BIDS Systems are time-stamped and recorded in logs. b. Clocks on BIDS Systems devices are synchronized using Precision Time Protocol ("PTP") to ensure that timestamps are accurate and consistent. PTP is an industry standard protocol used to synchronize computer clocks with a high degree of accuracy. c. Ad hoc queries and ad hoc changes made to the BIDS ATS database are logged and reviewed on a regular basis by BIDS management. B. Trading by Employees Other than operating the BIDS ATS as described in this Form ATS-N, BIDS does not engage in trading and, as a result, does not have employees responsible for trading activities. BIDS does, however, permit employees to maintain personal investment accounts with third party brokers. Employees are required to disclose to BIDS all personal trading accounts controlled by the employee (and other related accounts as set forth in BIDS' policies , collectively "outside accounts") and provide BIDS with access to trading confirmations and account statements for these outside accounts. With access to this information, the firm's compliance department reviews and monitors trading by all employees. Employees must request and receive prior compliance approval for all transactions in covered securities (i.e., securities eligible to be traded on the BIDS ATS) for themselves or in their outside accounts. As part of the employee trading review, the compliance department compares the requested transactions to activity on the BIDS ATS at the time of the request to verify that recent transactions on the BIDS ATS and confidential information available to the BIDS ATS does not appear in conflict with the employee trade request. Any appearance of potential conflict would cause denial of the trade request and an investigation of whether any conflict exists. In addition to prior approval, employees must hold positions in covered securities for a minimum of 30 days, with certain limited exceptions. SYSTEM SAFEGUARDS In addition to internal controls, BIDS has established rigorous safeguards designed to protect the BIDS Systems and the Confidential Data processed by the systems from external threats, as set forth below. A. Physical Security The BIDS Systems are hosted in Equinix data centers and subject to high security standards, including video surveillance, 24x7 armed security, and multi-factor physical access. The physical and operational security controls at these data centers are assessed by independent third parties annually. The facilities maintain multiple backup power systems to help ensure continuous operation in the event of electrical power failure. B. Network Security Participants access the BIDS ATS through point-to-point network cross connects, managed private networks, or over secure Internet connections. Data in transit over the Internet is encrypted. In addition, BIDS employs firewalls to isolate the BIDS Systems from the Internet. C. Network Monitoring BIDS forwards BIDS Systems, network, and application logs to a secure, write-once log aggregation system for analysis and alerting for BIDS engineering, IT and operations staff. BIDS monitors and protects its networks using a security intrusion detection system (IDS) and intrusion prevention system (IPS) on a 24x7x365 basis. D. Web Access and Email BIDS has in place an enterprise Data Loss/Threat Prevention (DLP/DTP) solution and web proxies to monitor and filter outbound email and web traffic from inside BIDS networks. BIDS uses an email gateway service to filter all inbound email. Participants can request encrypted emails through bi-directional enforced transport layer security (TLS) connections. E. Vulnerability Management BIDS scans all BIDS networks on a regular basis for vulnerabilities. The results of scanning are reviewed by BIDS engineering, IT and BIDS management. If issues are identified, remediation activities are scheduled and undertaken. Firewall patches are applied on a regular basis, based on vulnerability severity and operational risk considerations. F. Risk Management BIDS maintains an organization-wide operational risk management program that includes ongoing assessments of strategic, environmental, financial, compliance, security and operational risks. This risk management program is subject to ongoing review and update by BIDS management, including a review of any operational and security incidents, vulnerability management programs, penetration tests and other assessments, and the status of control programs. G. Third-Party Supplier Management BIDS performs risk-based reviews (by legal, compliance and management) of third-party supplier relationships at the time of engagement and on an annual basis. The initial review includes consideration of the service levels to be performed, potential strategic risk, and the security and confidentiality controls of the supplier. In addition, BIDS may require a non-disclosure agreement or similar provisions as part of a third-party supplier relationship. On an annual basis, BIDS operations and compliance reviews third-party suppliers. As part of this annual review, BIDS operations and compliance identify critical suppliers and review their security and confidentiality controls. The results of this annual review are recorded and approved by BIDS management. H. Incident Response BIDS maintains a cyber security incident response program which involves BIDS ATS operations, engineering, IT, compliance and legal staff, and BIDS management. A Computer Security Incident Response Plan ("CSIRP") lays out clear procedures and responsibilities for handling of security incidents including the loss or theft of Confidential Data, and violations of security protocols. BIDS management reviews and tests the CSIRP at least annually. I. Security Assessments and Audits Existing security controls (including those described in this Part II, Item 7) are reviewed and tested by BIDS management on a regular basis, including scheduled vulnerability scanning and penetration testing, operational and security checks, quarterly and annual BIDS management reviews, and ad hoc checks. The results of these reviews are retained for internal control and audit purposes. In addition to BIDS management and BIDS compliance reviews, BIDS contracts with third party providers to conduct security tests, audits, and assessments, including the following: 1. Network penetration/vulnerability testing (at least annually) 2. Application penetration testing (at least annually) 3. Annual IT control audit 4. Annual SOC 2 Type II assessment of BIDS ATS security and confidentiality controls The results of these tests, audits, and assessments are reviewed with BIDS management. 1 Employee accounts also include accounts of the employee's spouse, partner, minor children and other members of the employee's household and any account in which the employee has an interest or has the power, directly or indirectly, to make or influence investment decisions (any person who is supported, directly or indirectly, to a material extent by the employee).

compliance_officer

The BIDS ATS is a wholly-owned subsidiary of Cboe Global Markets, Inc. ("Cboe"), which operates national securities exchanges in the U.S. BIDS ATS personnel and Cboe personnel are subject to policies and procedures that are designed to preserve the independent governance and operation of the U.S. equities business of the BIDS ATS ("Cboe Polices and Procedures"). The Cboe Policies and Procedures include information barriers between the equities businesses of the BIDS ATS and Cboe's U.S. national securities exchanges. The information barriers prohibit access to or receipt of any nonpublic information concerning the BIDS ATS equities business, including Confidential Data (as defined below), by any Cboe personnel that provide services to or on behalf of Cboe's U.S. national securities exchanges ("Cboe Exchanges"). The ATS Oversight Committee, an independent committee of the Cboe Board of Directors, is responsible for overseeing those businesses of BIDS, such as the U.S. equities business, that involve assets also traded on a U.S. national securities exchange subsidiary of Cboe. One of the responsibilities of the ATS Oversight Committee is to oversee, review, approve and make determinations with respect to the adequacy and effectiveness of the information barriers in the Cboe Policies and Procedures. Cboe monitors and enforces the information barriers through a series of controls and surveillance processes and further supports them through both technological separations and physical separations. For example, BIDS personnel are required to work in a separate office building, or in a separate workspace in the same office building, from Cboe personnel with controls that are sufficient to prevent BIDS personnel from accessing areas designated for the exclusive use of Cboe personnel, and vice versa (e.g., via requiring badge access, locating the workspaces on separate floors, walls and locked doors), subject to limited exceptions (e.g., for personnel who perform corporate support functions). In addition, the Cboe Policies and Procedures require that the BIDS ATS operate on separate technology and servers from the Cboe Exchanges, and that the data center space housing the BIDS ATS servers must be separate from that housing the servers of the Cboe Exchanges (e.g., separate cages). The Cboe Policies and Procedures expressly state that, in addition to the information barriers certain information concerning BIDS (in particular, client information) is subject to confidentiality obligations set forth in BIDS's client contracts, BIDS's Form ATS-N and/or other legal or regulatory requirements (collectively, "Other Confidentiality Obligations"). Pursuant to the Cboe Policies and Procedures, the information barriers are in addition to the Other BIDS Confidentiality Obligations, and nothing in the Cboe Policies and Procedures creates any exception to, or otherwise limits, the Other BIDS Confidentiality Obligations. The BIDS ATS operates as a dark venue and does not disclose confidential information to third parties, other than as needed to complete transactions or comply with securities laws and regulations as discussed in this Part II, Item 7 or elsewhere in this Form ATS-N. Confidential Data is defined as: Gateway Logs: Transaction logs for protocol gateways connecting from order management systems ("OMS")/execution management systems ("EMS") to the BIDS ATS Firm Order Information: Information regarding all Firm orders. Conditional Information: Information regarding Conditionals and invitations in the BIDS ATS. AIOI Information: Information regarding all AIOIs in the BIDS ATS. Trade Information: Trades in the BIDS ATS during the live trading session. Sponsor Settings: Administrative settings and risk limits of Sponsored Firms managed by Sponsors. Scorecards and Filter Settings: BIDS Scorecard values for Traders and Filter settings set by Traders (discussed in Part III, Items 7 and 9). Trader Configuration: Preferences set by Traders for Firm order and Conditional interaction on the BIDS ATS. Database Information: Transaction and configuration data stored in the BIDS ATS databases. Server Logs: Log files generated by the BIDS ATS applications. Given the sponsored access model made available by BIDS (discussed in Part III, Item 2), BIDS provides each Sponsor with information related to any Firm order, Conditional, or trade on which that Sponsor has been designated by a Sponsored Firm. BIDS does not engage in any trading activities other than activity in connection with the operation of the BIDS ATS as described in this Form ATS-N and, as a result, does not engage in activities that may be deemed in conflict with the BIDS ATS. As part of operating the BIDS ATS, BIDS maintains written policies, procedures and controls ("Confidentiality Safeguards") designed to safeguard the confidentiality, integrity and availability of the BIDS ATS by preventing unauthorized access to or use of Participants' Confidential Data. The Confidentiality Safeguards include: a. Guidance with Respect to Handling Information: Confidentiality and Privacy Policy b. Cybersecurity Policy c. Compliance Manual d. Supervisory Procedures The Confidentiality Safeguards are reviewed, tested and updated regularly as described below. Key aspects of the Employee Access Safeguards and the System Safeguards prescribed by the Confidentiality Safeguards are summarized below. As part of the Confidentiality Safeguards, BIDS requires that all employees and independent contractors of BIDS and BTT, (collectively referred to as "employees") acknowledge receipt and review of applicable BIDS' written policies at the time of hiring, and at least annually thereafter. In addition, all employees must complete security awareness training as part of the onboarding process and complete periodic confidentiality training during employment. BIDS also operates a continuous, organization-wide security awareness program that includes regular testing related to phishing and social engineering. EMPLOYEE ACCESS SAFEGUARDS A. Employee Access Safeguards BIDS strictly limits the employees that may access the live BIDS ATS production networks, databases, servers, and ATS applications (collectively, the "BIDS Systems") and data to those employees that must have such access to perform their jobs. BIDS enforces these protections by implementing access controls around the BIDS Systems. Permitted employees can only access these BIDS Systems through a secure authentication process. 1. Access Controls: a. Access to BIDS Systems and data is restricted to authorized employees based on job responsibility and approved in advance by management. BIDS management regularly reviews access rights to BIDS Systems. b. Data in the BIDS ATS is partitioned by Participant and Trader. BIDS management regularly reviews and tests access control rules in the BIDS ATS. 2. Authentication: a. Individual employee access must be authenticated and is reviewed by BIDS management. b. Credentials for and access by administrative users are securely maintained and reviewed regularly by BIDS management. c. BIDS network services (e.g., BIDS ATS, BIDS Windows Active Directory) automatically enforce password complexity and password aging rules for access. d. BIDS requires multi-factor authentication for remote access by employees through secure VPN tunnels. 3. Logging: a. Firm orders, Conditionals, trades and application configuration changes in the BIDS Systems are time-stamped and recorded in logs. b. Clocks on BIDS Systems devices are synchronized using Precision Time Protocol ("PTP") to ensure that timestamps are accurate and consistent. PTP is an industry standard protocol used to synchronize computer clocks with a high degree of accuracy. c. Ad hoc queries and ad hoc changes made to the BIDS ATS database are logged and reviewed on a regular basis by BIDS management. B. Trading by Employees Other than operating the BIDS ATS as described in this Form ATS-N, BIDS does not engage in trading and, as a result, does not have employees responsible for trading activities. BIDS does, however, permit employees to maintain personal investment accounts with third party brokers. Employees are required to disclose to BIDS all personal trading accounts controlled by the employee (and other related accounts as set forth in BIDS' policies, collectively "outside accounts") and provide BIDS with access to trading confirmations and account statements for these outside accounts. With access to this information, the firm's compliance department reviews and monitors trading by all employees. Employees must request and receive prior compliance approval for all transactions in covered securities (i.e., securities eligible to be traded on the BIDS ATS) for themselves or in their outside accounts. Employee accounts also include accounts of the employee's spouse, partner, minor children and other members of the employee's household and any account in which the employee has an interest or has the power, directly or indirectly, to make or influence investment decisions (any person who is supported, directly or indirectly, to a material extent by the employee). As part of the employee trading review, the compliance department compares the requested transactions to activity on the BIDS ATS at the time of the request to verify that recent transactions on the BIDS ATS and confidential information available to the BIDS ATS does not appear in conflict with the employee trade request. Any appearance of potential conflict would cause denial of the trade request and an investigation of whether any conflict exists. In addition to prior approval, employees must hold positions in covered securities for a minimum of 30 days, with certain limited exceptions. SYSTEM SAFEGUARDS In addition to internal controls, BIDS has established rigorous safeguards designed to protect the BIDS Systems and the Confidential Data processed by the systems from external threats, as set forth below. A. Physical Security The BIDS Systems are hosted in Equinix data centers and subject to high security standards, including video surveillance, 24x7 armed security, and multi-factor physical access. The physical and operational security controls at these data centers are assessed by independent third parties annually. The facilities maintain multiple backup power systems to help ensure continuous operation in the event of electrical power failure. B. Network Security Participants access the BIDS ATS through point-to-point network cross connects, managed private networks, or over secure Internet connections. Data in transit over the Internet is encrypted. In addition, BIDS employs firewalls to isolate the BIDS Systems from the Internet. C. Network Monitoring BIDS forwards BIDS Systems, network, and application logs to a secure, write-once log aggregation system for analysis and alerting for BIDS engineering, IT and operations staff. BIDS monitors and protects its networks using a security intrusion detection system (IDS) and intrusion prevention system (IPS) on a 24x7x365 basis. D. Web Access and Email BIDS has in place an enterprise Data Loss/Threat Prevention (DLP/DTP) solution and web proxies to monitor and filter outbound email and web traffic from inside BIDS networks. BIDS uses an email gateway service to filter all inbound email. Participants can request encrypted emails through bi-directional enforced transport layer security (TLS) connections. E. Vulnerability Management BIDS scans all BIDS networks on a regular basis for vulnerabilities. The results of scanning are reviewed by BIDS engineering, IT and BIDS management. If issues are identified, remediation activities are scheduled and undertaken. Firewall patches are applied on a regular basis, based on vulnerability severity and operational risk considerations. F. Risk Management BIDS maintains an organization-wide operational risk management program that includes ongoing assessments of strategic, environmental, financial, compliance, security and operational risks. This risk management program is subject to ongoing review and update by BIDS management, including a review of any operational and security incidents, vulnerability management programs, penetration tests and other assessments, and the status of control programs. G. Third-Party Supplier Management BIDS performs risk-based reviews (by legal, compliance and management) of third-party supplier relationships at the time of engagement and on an annual basis. The initial review includes consideration of the service levels to be performed, potential strategic risk, and the security and confidentiality controls of the supplier. In addition, BIDS may require a non-disclosure agreement or similar provisions as part of a third-party supplier relationship. On an annual basis, BIDS operations and compliance reviews third-party suppliers. As part of this annual review, BIDS operations and compliance identify critical suppliers and review their security and confidentiality controls. The results of this annual review are recorded and approved by BIDS management. H. Incident Response BIDS maintains a cyber security incident response program which involves BIDS ATS operations, engineering, IT, compliance and legal staff, and BIDS management. A Computer Security Incident Response Plan ("CSIRP") lays out clear procedures and responsibilities for handling of security incidents including the loss or theft of Confidential Data, and violations of security protocols. BIDS management reviews and tests the CSIRP at least annually. I. Security Assessments and Audits Existing security controls (including those described in this Part II, Item 7) are reviewed and tested by BIDS management on a regular basis, including scheduled vulnerability scanning and penetration testing, operational and security checks, quarterly and annual BIDS management reviews, and ad hoc checks. The results of these reviews are retained for internal control and audit purposes. In addition to BIDS management and BIDS compliance reviews, BIDS contracts with third party providers to conduct security tests, audits, and assessments, including the following: 1. Network penetration/vulnerability testing (at least annually) 2. Application penetration testing (at least annually) 3. Annual IT control audit 4. Annual SOC 2 Type II assessment of BIDS ATS security and confidentiality controls The results of these tests, audits, and assessments are reviewed with BIDS management.

compliance_officer

The BIDS ATS is a wholly-owned subsidiary of Cboe Global Markets, Inc. ("Cboe"), which operates national securities exchanges in the U.S. BIDS ATS personnel and Cboe personnel are subject to policies and procedures that are designed to preserve the independent governance and operation of the U.S. equities business of the BIDS ATS ("Cboe Polices and Procedures"). The Cboe Policies and Procedures include information barriers between the equities businesses of the BIDS ATS and Cboe's U.S. national securities exchanges. The information barriers prohibit access to or receipt of any nonpublic information concerning the BIDS ATS equities business, including Confidential Data (as defined below), by any Cboe personnel that provide services to or on behalf of Cboe's U.S. national securities exchanges ("Cboe Exchanges"). The ATS Oversight Committee, an independent committee of the Cboe Board of Directors, is responsible for overseeing those businesses of BIDS, such as the U.S. equities business, that involve assets also traded on a U.S. national securities exchange subsidiary of Cboe. One of the responsibilities of the ATS Oversight Committee is to oversee, review, approve and make determinations with respect to the adequacy and effectiveness of the information barriers in the Cboe Policies and Procedures. Cboe monitors and enforces the information barriers through a series of controls and surveillance processes and further supports them through both technological separations and physical separations. For example, BIDS personnel are required to work in a separate office building, or in a separate workspace in the same office building, from Cboe personnel with controls that are sufficient to prevent BIDS personnel from accessing areas designated for the exclusive use of Cboe personnel, and vice versa (e.g., via requiring badge access, locating the workspaces on separate floors, walls and locked doors), subject to limited exceptions (e.g., for personnel who perform corporate support functions). In addition, the Cboe Policies and Procedures require that the BIDS ATS operate on separate technology and servers from the Cboe Exchanges, and that the data center space housing the BIDS ATS servers must be separate from that housing the servers of the Cboe Exchanges (e.g., separate cages). The Cboe Policies and Procedures expressly state that, in addition to the information barriers certain information concerning BIDS (in particular, client information) is subject to confidentiality obligations set forth in BIDS's client contracts, BIDS's Form ATS-N and/or other legal or regulatory requirements (collectively, "Other Confidentiality Obligations"). Pursuant to the Cboe Policies and Procedures, the information barriers are in addition to the Other BIDS Confidentiality Obligations, and nothing in the Cboe Policies and Procedures creates any exception to, or otherwise limits, the Other BIDS Confidentiality Obligations. The BIDS ATS operates as a dark venue and does not disclose confidential information to third parties, other than as needed to complete transactions or comply with securities laws and regulations as discussed in this Part II, Item 7 or elsewhere in this Form ATS-N. Confidential Data is defined as: Gateway Logs: Transaction logs for protocol gateways connecting from order management systems ("OMS")/execution management systems ("EMS") to the BIDS ATS Firm Order Information: Information regarding all Firm orders. Conditional Information: Information regarding Conditionals and invitations in the BIDS ATS. AIOI Information: Information regarding all AIOIs in the BIDS ATS. Trade Information: Trades in the BIDS ATS during the live trading session. Sponsor Settings: Administrative settings and risk limits of Sponsored Firms managed by Sponsors. Scorecards and Filter Settings: BIDS Scorecard values for Traders and Filter settings set by Traders (discussed in Part III, Items 7 and 9). Trader Configuration: Preferences set by Traders for Firm order and Conditional interaction on the BIDS ATS. Database Information: Transaction and configuration data stored in the BIDS ATS databases. Server Logs: Log files generated by the BIDS ATS applications. Given the sponsored access model made available by BIDS (discussed in Part III, Item 2), BIDS provides each Sponsor with information related to any Firm order, Conditional, or trade on which that Sponsor has been designated by a Sponsored Firm. BIDS does not engage in any trading activities other than activity in connection with the operation of the BIDS ATS as described in this Form ATS-N and, as a result, does not engage in activities that may be deemed in conflict with the BIDS ATS. As part of operating the BIDS ATS, BIDS maintains written policies, procedures and controls ("Confidentiality Safeguards") designed to safeguard the confidentiality, integrity and availability of the BIDS ATS by preventing unauthorized access to or use of Participants' Confidential Data. The Confidentiality Safeguards include: a. Guidance with Respect to Handling Information: Confidentiality and Privacy Policy b. Cybersecurity Policy c. Compliance Manual d. Supervisory Procedures The Confidentiality Safeguards are reviewed, tested and updated regularly as described below. Key aspects of the Employee Access Safeguards and the System Safeguards prescribed by the Confidentiality Safeguards are summarized below. As part of the Confidentiality Safeguards, BIDS requires that all employees and independent contractors of BIDS and BTT, (collectively referred to as "employees") acknowledge receipt and review of applicable BIDS' written policies at the time of hiring, and at least annually thereafter. In addition, all employees must complete security awareness training as part of the onboarding process and complete periodic confidentiality training during employment. BIDS also operates a continuous, organization-wide security awareness program that includes regular testing related to phishing and social engineering. EMPLOYEE ACCESS SAFEGUARDS A. Employee Access Safeguards BIDS strictly limits the employees that may access the live BIDS ATS production networks, databases, servers, and ATS applications (collectively, the "BIDS Systems") and data to those employees that must have such access to perform their jobs. BIDS enforces these protections by implementing access controls around the BIDS Systems. Permitted employees can only access these BIDS Systems through a secure authentication process. 1. Access Controls: a. Access to BIDS Systems and data is restricted to authorized employees based on job responsibility and approved in advance by management. BIDS management regularly reviews access rights to BIDS Systems. b. Data in the BIDS ATS is partitioned by Participant and Trader. BIDS management regularly reviews and tests access control rules in the BIDS ATS. 2. Authentication: a. Individual employee access must be authenticated and is reviewed by BIDS management. b. Credentials for and access by administrative users are securely maintained and reviewed regularly by BIDS management. c. BIDS network services (e.g., BIDS ATS, BIDS Windows Active Directory) automatically enforce password complexity and password aging rules for access. d. BIDS requires multi-factor authentication for remote access by employees through secure VPN tunnels. 3. Logging: a. Firm orders, Conditionals, trades and application configuration changes in the BIDS Systems are time-stamped and recorded in logs. b. Clocks on BIDS Systems devices are synchronized using Precision Time Protocol ("PTP") to ensure that timestamps are accurate and consistent. PTP is an industry standard protocol used to synchronize computer clocks with a high degree of accuracy. c. Ad hoc queries and ad hoc changes made to the BIDS ATS database are logged and reviewed on a regular basis by BIDS management. B. Trading by Employees Other than operating the BIDS ATS as described in this Form ATS-N, BIDS does not engage in trading and, as a result, does not have employees responsible for trading activities. BIDS does, however, permit employees to maintain personal investment accounts with third party brokers. Employees are required to disclose to BIDS all personal trading accounts controlled by the employee (and other related accounts as set forth in BIDS' policies , collectively "outside accounts") and provide BIDS with access to trading confirmations and account statements for these outside accounts. With access to this information, the firm's compliance department reviews and monitors trading by all employees. Employees must request and receive prior compliance approval for all transactions in covered securities (i.e., securities eligible to be traded on the BIDS ATS) for themselves or in their outside accounts. As part of the employee trading review, the compliance department compares the requested transactions to activity on the BIDS ATS at the time of the request to verify that recent transactions on the BIDS ATS and confidential information available to the BIDS ATS does not appear in conflict with the employee trade request. Any appearance of potential conflict would cause denial of the trade request and an investigation of whether any conflict exists. In addition to prior approval, employees must hold positions in covered securities for a minimum of 30 days, with certain limited exceptions. SYSTEM SAFEGUARDS In addition to internal controls, BIDS has established rigorous safeguards designed to protect the BIDS Systems and the Confidential Data processed by the systems from external threats, as set forth below. A. Physical Security The BIDS Systems are hosted in Equinix data centers and subject to high security standards, including video surveillance, 24x7 armed security, and multi-factor physical access. The physical and operational security controls at these data centers are assessed by independent third parties annually. The facilities maintain multiple backup power systems to help ensure continuous operation in the event of electrical power failure. B. Network Security Participants access the BIDS ATS through point-to-point network cross connects, managed private networks, or over secure Internet connections. Data in transit over the Internet is encrypted. In addition, BIDS employs firewalls to isolate the BIDS Systems from the Internet. C. Network Monitoring BIDS forwards BIDS Systems, network, and application logs to a secure, write-once log aggregation system for analysis and alerting for BIDS engineering, IT and operations staff. BIDS monitors and protects its networks using a security intrusion detection system (IDS) and intrusion prevention system (IPS) on a 24x7x365 basis. D. Web Access and Email BIDS has in place an enterprise Data Loss/Threat Prevention (DLP/DTP) solution and web proxies to monitor and filter outbound email and web traffic from inside BIDS networks. BIDS uses an email gateway service to filter all inbound email. Participants can request encrypted emails through bi-directional enforced transport layer security (TLS) connections. E. Vulnerability Management BIDS scans all BIDS networks on a regular basis for vulnerabilities. The results of scanning are reviewed by BIDS engineering, IT and BIDS management. If issues are identified, remediation activities are scheduled and undertaken. Firewall patches are applied on a regular basis, based on vulnerability severity and operational risk considerations. F. Risk Management BIDS maintains an organization-wide operational risk management program that includes ongoing assessments of strategic, environmental, financial, compliance, security and operational risks. This risk management program is subject to ongoing review and update by BIDS management, including a review of any operational and security incidents, vulnerability management programs, penetration tests and other assessments, and the status of control programs. G. Third-Party Supplier Management BIDS performs risk-based reviews (by legal, compliance and management) of third-party supplier relationships at the time of engagement and on an annual basis. The initial review includes consideration of the service levels to be performed, potential strategic risk, and the security and confidentiality controls of the supplier. In addition, BIDS may require a non-disclosure agreement or similar provisions as part of a third-party supplier relationship. On an annual basis, BIDS operations and compliance reviews third-party suppliers. As part of this annual review, BIDS operations and compliance identify critical suppliers and review their security and confidentiality controls. The results of this annual review are recorded and approved by BIDS management. H. Incident Response BIDS maintains a cyber security incident response program which involves BIDS ATS operations, engineering, IT, compliance and legal staff, and BIDS management. A Computer Security Incident Response Plan ("CSIRP") lays out clear procedures and responsibilities for handling of security incidents including the loss or theft of Confidential Data, and violations of security protocols. BIDS management reviews and tests the CSIRP at least annually. I. Security Assessments and Audits Existing security controls (including those described in this Part II, Item 7) are reviewed and tested by BIDS management on a regular basis, including scheduled vulnerability scanning and penetration testing, operational and security checks, quarterly and annual BIDS management reviews, and ad hoc checks. The results of these reviews are retained for internal control and audit purposes. In addition to BIDS management and BIDS compliance reviews, BIDS contracts with third party providers to conduct security tests, audits, and assessments, including the following: 1. Network penetration/vulnerability testing (at least annually) 2. Application penetration testing (at least annually) 3. Annual IT control audit 4. Annual SOC 2 Type II assessment of BIDS ATS security and confidentiality controls The results of these tests, audits, and assessments are reviewed with BIDS management.

compliance_officer

The BIDS ATS operates as a dark venue and does not disclose confidential information to third parties, other than as needed to complete transactions or comply with securities laws and regulations as discussed in this Part II, Item 7 or elsewhere in this Form ATS-N. Confidential Data is defined as: Gateway Logs: Transaction logs for protocol gateways connecting from order management systems ("OMS")/execution management systems ("EMS") to the BIDS ATS. Firm Order Information: Information regarding all Firm orders. Conditional Information: Information regarding Conditionals and invitations in the BIDS ATS. Trade Information: Trades in the BIDS ATS during the live trading session. Sponsor Settings: Administrative settings and risk limits of Sponsored Firms managed by Sponsors. Scorecards and Filter Settings: BIDS Scorecard values for Traders and Filter settings set by Traders (discussed in Part III, Items 7 and 9). Trader Configuration: Preferences set by Traders for Firm order and Conditional interaction on the BIDS ATS. Database Information: Transaction and configuration data stored in the BIDS ATS databases. Server Logs: Log files generated by the BIDS ATS applications. Given the sponsored access model made available by BIDS (discussed in Part III, Item 2), BIDS provides each Sponsor with information related to any Firm order, Conditional, or trade on which that Sponsor has been designated by a Sponsored Firm. BIDS does not engage in any trading activities other than activity in connection with the operation of the BIDS ATS as described in this Form ATS-N and, as a result, does not engage in activities that may be deemed in conflict with the BIDS ATS. As part of operating the BIDS ATS, BIDS maintains written policies, procedures and controls ("Confidentiality Safeguards") designed to safeguard the confidentiality, integrity and availability of the BIDS ATS by preventing unauthorized access to or use of Participants' Confidential Data. The Confidentiality Safeguards include: a. Guidance with Respect to Handling Information: Confidentiality and Privacy Policy b. Cybersecurity Policy c. Compliance Manual d. Supervisory Procedures The Confidentiality Safeguards are reviewed, tested and updated regularly as described below . Key aspects of the Employee Access Safeguards and the System Safeguards prescribed by the Confidentiality Safeguards are summarized below. As part of the Confidentiality Safeguards, BIDS requires that all employees and independent contractors of BIDS and its affiliates, including BTT, (collectively referred to as "employees") acknowledge receipt and review of applicable BIDS' written policies at the time of hiring, and at least annually thereafter. In addition, all employees must complete security awareness training as part of the onboarding process and complete periodic confidentiality training during employment. BIDS also operates a continuous, organization-wide security awareness program that includes regular testing related to phishing and social engineering. EMPLOYEE ACCESS SAFEGUARDS A. Employee Access Safeguards BIDS strictly limits the employees that may access the live BIDS ATS production networks, databases, servers, and ATS applications (collectively, the "BIDS Systems") and data to those employees that must have such access to perform their jobs. BIDS enforces these protections by implementing access controls around the BIDS Systems. Permitted employees can only access these BIDS Systems through a secure authentication process. 1. Access Controls: a. Access to BIDS Systems and data is restricted to authorized employees based on job responsibility and approved in advance by management. BIDS management regularly reviews access rights to BIDS Systems. b. Data in the BIDS ATS is partitioned by Participant and Trader. BIDS management regularly reviews and tests access control rules in the BIDS ATS. 2. Authentication: a. Individual employee access must be authenticated and is reviewed by BIDS management. b. Credentials for and access by administrative users are securely maintained and reviewed regularly by BIDS management. c. BIDS network services (e.g., BIDS ATS, BIDS Windows Active Directory) automatically enforce password complexity and password aging rules for access. d. BIDS requires multi-factor authentication for remote access by employees through secure VPN tunnels. 3. Logging: a. Firm orders, Conditionals, trades and application configuration changes in the BIDS Systems are time-stamped and recorded in logs. b. Clocks on BIDS Systems devices are synchronized using Precision Time Protocol ("PTP") to ensure that timestamps are accurate and consistent. PTP is an industry standard protocol used to synchronize computer clocks with a high degree of accuracy. c. Ad hoc queries and ad hoc changes made to the BIDS ATS database are logged and reviewed on a regular basis by BIDS management. B. Trading by Employees Other than operating the BIDS ATS as described in this Form ATS-N, BIDS does not engage in trading and, as a result, does not have employees responsible for trading activities. BIDS does, however, permit employees to maintain personal investment accounts with third party brokers. Employees are required to disclose to BIDS all personal trading accounts controlled by the employee (and other related accounts as set forth in BIDS' policies, Fn** collectively "outside accounts") and provide BIDS with access to trading confirmations and account statements for these outside accounts. With access to this information, the firm's compliance department reviews and monitors trading by all employees. Employees must request and receive prior compliance approval for all transactions in covered securities (i.e., securities eligible to be traded on the BIDS ATS) for themselves or in their outside accounts. As part of the employee trading review, the compliance department compares the requested transactions to activity on the BIDS ATS at the time of the request to verify that recent transactions on the BIDS ATS and confidential information available to the BIDS ATS does not appear in conflict with the employee trade request. Any appearance of potential conflict would cause denial of the trade request and an investigation of whether any conflict exists. In addition to prior approval, employees must hold positions in covered securities for a minimum of 30 days, with certain limited exceptions. Fn** Employee accounts also include accounts of the employee's spouse, partner, minor children and other members of the employee's household and any account in which the employee has an interest or has the power, directly or indirectly, to make or influence investment decisions (any person who is supported, directly or indirectly, to a material extent by the employee). SYSTEM SAFEGUARDS In addition to internal controls, BIDS has established rigorous safeguards designed to protect the BIDS Systems and the Confidential Data processed by the systems from external threats, as set forth below. A. Physical Security The BIDS Systems are hosted in Equinix data centers and subject to high security standards, including video surveillance, 24x7 armed security, and multi-factor physical access. The physical and operational security controls at these data centers are assessed by independent third parties annually. The facilities maintain multiple backup power systems to help ensure continuous operation in the event of electrical power failure. B. Network Security Participants access the BIDS ATS through point-to-point network cross connects, managed private networks, or over secure Internet connections. Data in transit over the Internet is encrypted. In addition, BIDS employs firewalls to isolate the BIDS Systems from the Internet. C. Network Monitoring BIDS forwards BIDS Systems, network, and application logs to a secure, write-once log aggregation system for analysis and alerting for BIDS engineering, IT and operations staff. BIDS monitors and protects its networks using a security intrusion detection system (IDS) and intrusion prevention system (IPS) on a 24x7x365 basis. D. Web Access and Email BIDS has in place an enterprise Data Loss/Threat Prevention (DLP/DTP) solution and web proxies to monitor and filter outbound email and web traffic from inside BIDS networks. BIDS uses an email gateway service to filter all inbound email. Participants can request encrypted emails through bi-directional enforced transport layer security (TLS) connections. E. Vulnerability Management BIDS scans all BIDS networks on a regular basis for vulnerabilities. The results of scanning are reviewed by BIDS engineering, IT and BIDS management. If issues are identified, remediation activities are scheduled and undertaken. Firewall patches are applied on a regular basis, based on vulnerability severity and operational risk considerations. F. Risk Management BIDS maintains an organization-wide operational risk management program that includes ongoing assessments of strategic, environmental, financial, compliance, security and operational risks. This risk management program is subject to ongoing review and update by BIDS management, including a review of any operational and security incidents, vulnerability management programs, penetration tests and other assessments, and the status of control programs. G. Third-Party Supplier Management BIDS performs risk-based reviews (by legal, compliance and management) of third-party supplier relationships at the time of engagement and on an annual basis. The initial review includes consideration of the service levels to be performed, potential strategic risk, and the security and confidentiality controls of the supplier. In addition, BIDS may require a non-disclosure agreement or similar provisions as part of a third-party supplier relationship. On an annual basis, BIDS operations and compliance reviews third-party suppliers. As part of this annual review, BIDS operations and compliance identify critical suppliers and review their security and confidentiality controls. The results of this annual review are recorded and approved by BIDS management. H. Incident Response BIDS maintains a cyber security incident response program which involves BIDS ATS operations, engineering, IT, compliance and legal staff, and BIDS management. A Computer Security Incident Response Plan ("CSIRP") lays out clear procedures and responsibilities for handling of security incidents including the loss or theft of Confidential Data, and violations of security protocols. BIDS management reviews and tests the CSIRP at least annually. I. Security Assessments and Audits Existing security controls (including those described in this Part II, Item 7) are reviewed and tested by BIDS management on a regular basis, including scheduled vulnerability scanning and penetration testing, operational and security checks, quarterly and annual BIDS management reviews, and ad hoc checks. The results of these reviews are retained for internal control and audit purposes. In addition to BIDS management and BIDS compliance reviews, BIDS contracts with third party providers to conduct security tests, audits, and assessments, including the following: 1. Network penetration/vulnerability testing (at least annually) 2. Application penetration testing (at least annually) 3. Annual IT control audit 4. Annual SOC 2 Type II assessment of BIDS ATS security and confidentiality controls The results of these tests, audits, and assessments are reviewed with BIDS management.

compliance_officer

The BIDS ATS is a wholly-owned subsidiary of Cboe Global Markets, Inc. ("Cboe"), which operates national securities exchanges in the U.S. BIDS ATS personnel and Cboe personnel are subject to policies and procedures that are designed to preserve the independent governance and operation of the U.S. equities business of the BIDS ATS ("Cboe Polices and Procedures"). The Cboe Policies and Procedures include information barriers between the equities businesses of the BIDS ATS and Cboe's U.S. national securities exchanges. The information barriers prohibit access to or receipt of any nonpublic information concerning the BIDS ATS equities business, including Confidential Data (as defined below), by any Cboe personnel that provide services to or on behalf of Cboe's U.S. national securities exchanges ("Cboe Exchanges"). The ATS Oversight Committee, an independent committee of the Cboe Board of Directors, is responsible for overseeing those businesses of BIDS, such as the U.S. equities business, that involve assets also traded on a U.S. national securities exchange subsidiary of Cboe. One of the responsibilities of the ATS Oversight Committee is to oversee, review, approve and make determinations with respect to the adequacy and effectiveness of the information barriers in the Cboe Policies and Procedures. Cboe monitors and enforces the information barriers through a series of controls and surveillance processes and further supports them through both technological separations and physical separations. For example, BIDS personnel are required to work in a separate office building, or in a separate workspace in the same office building, from Cboe personnel with controls that are sufficient to prevent BIDS personnel from accessing areas designated for the exclusive use of Cboe personnel, and vice versa (e.g., via requiring badge access, locating the workspaces on separate floors, walls and locked doors), subject to limited exceptions (e.g., for personnel who perform corporate support functions). In addition, the Cboe Policies and Procedures require that the BIDS ATS operate on separate technology and servers from the Cboe Exchanges, and that the data center space housing the BIDS ATS servers must be separate from that housing the servers of the Cboe Exchanges (e.g., separate cages). The Cboe Policies and Procedures expressly state that, in addition to the information barriers certain information concerning BIDS (in particular, client information) is subject to confidentiality obligations set forth in BIDS's client contracts, BIDS's Form ATS-N and/or other legal or regulatory requirements (collectively, "Other Confidentiality Obligations"). Pursuant to the Cboe Policies and Procedures, the information barriers are in addition to the Other BIDS Confidentiality Obligations, and nothing in the Cboe Policies and Procedures creates any exception to, or otherwise limits, the Other BIDS Confidentiality Obligations. The BIDS ATS operates as a dark venue and does not disclose confidential information to third parties, other than as needed to complete transactions or comply with securities laws and regulations as discussed in this Part II, Item 7 or elsewhere in this Form ATS-N. Confidential Data is defined as: Gateway Logs: Transaction logs for protocol gateways connecting from order management systems ("OMS")/execution management systems ("EMS") to the BIDS ATS Firm Order Information: Information regarding all Firm orders. Conditional Information: Information regarding Conditionals and invitations in the BIDS ATS. AIOI Information: Information regarding all AIOIs in the BIDS ATS. Trade Information: Trades in the BIDS ATS during the live trading session. Sponsor Settings: Administrative settings and risk limits of Sponsored Firms managed by Sponsors. Scorecards and Filter Settings: BIDS Scorecard values for Traders and Filter settings set by Traders (discussed in Part III, Items 7 and 9). Trader Configuration: Preferences set by Traders for Firm order and Conditional interaction on the BIDS ATS. Database Information: Transaction and configuration data stored in the BIDS ATS databases. Server Logs: Log files generated by the BIDS ATS applications. Given the sponsored access model made available by BIDS (discussed in Part III, Item 2), BIDS provides each Sponsor with information related to any Firm order, Conditional, or trade on which that Sponsor has been designated by a Sponsored Firm. BIDS does not engage in any trading activities other than activity in connection with the operation of the BIDS ATS as described in this Form ATS-N and, as a result, does not engage in activities that may be deemed in conflict with the BIDS ATS. As part of operating the BIDS ATS, BIDS maintains written policies, procedures and controls ("Confidentiality Safeguards") designed to safeguard the confidentiality, integrity and availability of the BIDS ATS by preventing unauthorized access to or use of Participants' Confidential Data. The Confidentiality Safeguards include: a. Guidance with Respect to Handling Information: Confidentiality and Privacy Policy b. Cybersecurity Policy c. Compliance Manual d. Supervisory Procedures The Confidentiality Safeguards are reviewed, tested and updated regularly as described below. Key aspects of the Employee Access Safeguards and the System Safeguards prescribed by the Confidentiality Safeguards are summarized below. As part of the Confidentiality Safeguards, BIDS requires that all employees and independent contractors of BIDS and BTT, (collectively referred to as "employees") acknowledge receipt and review of applicable BIDS' written policies at the time of hiring, and at least annually thereafter. In addition, all employees must complete security awareness training as part of the onboarding process and complete periodic confidentiality training during employment. BIDS also operates a continuous, organization-wide security awareness program that includes regular testing related to phishing and social engineering. EMPLOYEE ACCESS SAFEGUARDS A. Employee Access Safeguards BIDS strictly limits the employees that may access the live BIDS ATS production networks, databases, servers, and ATS applications (collectively, the "BIDS Systems") and data to those employees that must have such access to perform their jobs. BIDS enforces these protections by implementing access controls around the BIDS Systems. Permitted employees can only access these BIDS Systems through a secure authentication process. 1. Access Controls: a. Access to BIDS Systems and data is restricted to authorized employees based on job responsibility and approved in advance by management. BIDS management regularly reviews access rights to BIDS Systems. b. Data in the BIDS ATS is partitioned by Participant and Trader. BIDS management regularly reviews and tests access control rules in the BIDS ATS. 2. Authentication: a. Individual employee access must be authenticated and is reviewed by BIDS management. b. Credentials for and access by administrative users are securely maintained and reviewed regularly by BIDS management. c. BIDS network services (e.g., BIDS ATS, BIDS Windows Active Directory) automatically enforce password complexity and password aging rules for access. d. BIDS requires multi-factor authentication for remote access by employees through secure VPN tunnels. 3. Logging: a. Firm orders, Conditionals, trades and application configuration changes in the BIDS Systems are time-stamped and recorded in logs. b. Clocks on BIDS Systems devices are synchronized using Precision Time Protocol ("PTP") to ensure that timestamps are accurate and consistent. PTP is an industry standard protocol used to synchronize computer clocks with a high degree of accuracy. c. Ad hoc queries and ad hoc changes made to the BIDS ATS database are logged and reviewed on a regular basis by BIDS management. B. Trading by Employees Other than operating the BIDS ATS as described in this Form ATS-N, BIDS does not engage in trading and, as a result, does not have employees responsible for trading activities. BIDS does, however, permit employees to maintain personal investment accounts with third party brokers. Employees are required to disclose to BIDS all personal trading accounts controlled by the employee (and other related accounts as set forth in BIDS' policies , collectively "outside accounts") and provide BIDS with access to trading confirmations and account statements for these outside accounts. With access to this information, the firm's compliance department reviews and monitors trading by all employees. Employees must request and receive prior compliance approval for all transactions in covered securities (i.e., securities eligible to be traded on the BIDS ATS) for themselves or in their outside accounts. Employee accounts also include accounts of the employee's spouse, partner, minor children and other members of the employee's household and any account in which the employee has an interest or has the power, directly or indirectly, to make or influence investment decisions (any person who is supported, directly or indirectly, to a material extent by the employee). As part of the employee trading review, the compliance department compares the requested transactions to activity on the BIDS ATS at the time of the request to verify that recent transactions on the BIDS ATS and confidential information available to the BIDS ATS does not appear in conflict with the employee trade request. Any appearance of potential conflict would cause denial of the trade request and an investigation of whether any conflict exists. In addition to prior approval, employees must hold positions in covered securities for a minimum of 30 days, with certain limited exceptions. SYSTEM SAFEGUARDS In addition to internal controls, BIDS has established rigorous safeguards designed to protect the BIDS Systems and the Confidential Data processed by the systems from external threats, as set forth below. A. Physical Security The BIDS Systems are hosted in Equinix data centers and subject to high security standards, including video surveillance, 24x7 armed security, and multi-factor physical access. The physical and operational security controls at these data centers are assessed by independent third parties annually. The facilities maintain multiple backup power systems to help ensure continuous operation in the event of electrical power failure. B. Network Security Participants access the BIDS ATS through point-to-point network cross connects, managed private networks, or over secure Internet connections. Data in transit over the Internet is encrypted. In addition, BIDS employs firewalls to isolate the BIDS Systems from the Internet. C. Network Monitoring BIDS forwards BIDS Systems, network, and application logs to a secure, write-once log aggregation system for analysis and alerting for BIDS engineering, IT and operations staff. BIDS monitors and protects its networks using a security intrusion detection system (IDS) and intrusion prevention system (IPS) on a 24x7x365 basis. D. Web Access and Email BIDS has in place an enterprise Data Loss/Threat Prevention (DLP/DTP) solution and web proxies to monitor and filter outbound email and web traffic from inside BIDS networks. BIDS uses an email gateway service to filter all inbound email. Participants can request encrypted emails through bi-directional enforced transport layer security (TLS) connections. E. Vulnerability Management BIDS scans all BIDS networks on a regular basis for vulnerabilities. The results of scanning are reviewed by BIDS engineering, IT and BIDS management. If issues are identified, remediation activities are scheduled and undertaken. Firewall patches are applied on a regular basis, based on vulnerability severity and operational risk considerations. F. Risk Management BIDS maintains an organization-wide operational risk management program that includes ongoing assessments of strategic, environmental, financial, compliance, security and operational risks. This risk management program is subject to ongoing review and update by BIDS management, including a review of any operational and security incidents, vulnerability management programs, penetration tests and other assessments, and the status of control programs. G. Third-Party Supplier Management BIDS performs risk-based reviews (by legal, compliance and management) of third-party supplier relationships at the time of engagement and on an annual basis. The initial review includes consideration of the service levels to be performed, potential strategic risk, and the security and confidentiality controls of the supplier. In addition, BIDS may require a non-disclosure agreement or similar provisions as part of a third-party supplier relationship. On an annual basis, BIDS operations and compliance reviews third-party suppliers. As part of this annual review, BIDS operations and compliance identify critical suppliers and review their security and confidentiality controls. The results of this annual review are recorded and approved by BIDS management. H. Incident Response BIDS maintains a cyber security incident response program which involves BIDS ATS operations, engineering, IT, compliance and legal staff, and BIDS management. A Computer Security Incident Response Plan ("CSIRP") lays out clear procedures and responsibilities for handling of security incidents including the loss or theft of Confidential Data, and violations of security protocols. BIDS management reviews and tests the CSIRP at least annually. I. Security Assessments and Audits Existing security controls (including those described in this Part II, Item 7) are reviewed and tested by BIDS management on a regular basis, including scheduled vulnerability scanning and penetration testing, operational and security checks, quarterly and annual BIDS management reviews, and ad hoc checks. The results of these reviews are retained for internal control and audit purposes. In addition to BIDS management and BIDS compliance reviews, BIDS contracts with third party providers to conduct security tests, audits, and assessments, including the following: 1. Network penetration/vulnerability testing (at least annually) 2. Application penetration testing (at least annually) 3. Annual IT control audit 4. Annual SOC 2 Type II assessment of BIDS ATS security and confidentiality controls The results of these tests, audits, and assessments are reviewed with BIDS management.

subscriber_types

Dealers

hours_of_operation

The BIDS ATS is open for trading during regular market hours (9:30 a.m. ET to 4:00 p.m. ET unless there is an early close due to a holiday, in which case the close is 1:00 p.m. ET) on the days that the U.S. stock exchanges are open. The BIDS ATS does not execute trades when U.S. stock exchanges are not operating. Firm orders and Conditionals may be entered on the BIDS ATS starting at 6:15 a.m. ET on trading days. Any Firm order or Conditional remaining in the BIDS ATS is cancelled at the end of each trading day. The BIDS ATS will not accept Firm orders or Conditionals outside of this window, and the BIDS ATS does not hold any Firm orders or Conditionals overnight.

hours_of_operation

The BIDS ATS is open for trading during regular market hours (9:30 a.m. ET to 4:00 p.m. ET unless there is an early close due to a holiday, in which case the close is 1:00 p.m. ET) on the days that the U.S. stock exchanges are open. The BIDS ATS does not execute trades when U.S. stock exchanges are not operating. Firm orders, Conditionals, and AIOIs may be entered on the BIDS ATS starting at 6:15 a.m. ET on trading days. Any Firm order, Conditional, or AIOI remaining in the BIDS ATS is cancelled at the end of each trading day. The BIDS ATS will not accept Firm orders, Conditionals, or AIOIs outside of this window, and the BIDS ATS does not hold any Firm orders, Conditionals, or AIOIs overnight.

hours_of_operation

The BIDS ATS is open for trading during regular market hours (9:30 a.m. ET to 4:00 p.m. ET unless there is an early close due to a holiday, in which case the close is 1:00 p.m. ET) on the days that the U.S. stock exchanges are open. The BIDS ATS does not execute trades when U.S. stock exchanges are not operating. Firm orders, Conditionals, and AIOIs may be entered on the BIDS ATS starting at 6:15 a.m. ET on trading days. Any Firm order, Conditional, or AIOI remaining in the BIDS ATS is cancelled at the end of each trading day. The BIDS ATS will not accept Firm orders, Conditionals, or AIOIs outside of this window, and the BIDS ATS does not hold any Firm orders, Conditionals, or AIOIs overnight.

display_best_quotes

As described in Part III, Item 9, in the context of Conditionals, the existence of counterparty trading interest may be made known through the invitation process described in that Item. The invitation process, however, makes counterparty trading interest known solely on a share-to-share basis. That is, a Firm order or Conditional cannot invite multiple Conditionals unless its quantity is large enough to satisfy all the invited Conditionals. As also described in Part III, Item 9, Sponsors sending an AIOI are identified on the AIOI notification, and an AIOI itself includes at least symbol, side, price terms, quantity, and capacity.

display_best_quotes

As described in Part III, Item 9, in the context of Conditionals, the existence of counterparty trading interest may be made known through the invitation process described in that Item. The invitation process, however, makes counterparty trading interest known solely on a share-to-share basis. That is, a Firm order or Conditional cannot invite multiple Conditionals unless its quantity is large enough to satisfy all the invited Conditionals.

display_best_quotes

As described in Part III, Item 9, in the context of Conditionals, the existence of counterparty trading interest may be made known through the invitation process described in that Item. The invitation process, however, makes counterparty trading interest known solely on a share-to-share basis. That is, a Firm order or Conditional cannot invite multiple Conditionals unless its quantity is large enough to satisfy all the invited Conditionals. As also described in Part III, Item 9, Sponsors sending an AIOI are identified on the AIOI notification, and an AIOI itself includes at least symbol, side, price terms, quantity, and capacity.

display_best_quotes

As described in Part III, Item 9, in the context of Conditionals, the existence of counterparty trading interest may be made known through the invitation process described in that Item. The invitation process, however, makes counterparty trading interest known solely on a share-to-share basis. That is, a Firm order or Conditional cannot invite multiple Conditionals unless its quantity is large enough to satisfy all the invited Conditionals. As also described in Part III, Item 9, Sponsors sending an AIOI are identified on the AIOI notification, and an AIOI itself includes at least symbol, side, price terms, quantity, and capacity.

execution_services

Pre-opening The BIDS ATS is open for trading during market hours (9:30 a.m. ET to 4:00 p.m. ET unless there is an early close due to a holiday, in which case the close is 1:00 p.m. ET) on any day that the U.S. stock exchanges are open. Firm orders, Conditionals, and AIOIs are accepted starting at 6:15 a.m. ET, prior to the opening of the U.S. markets at 9:30 a.m. ET. The BIDS ATS does not conduct any matching processes or executions prior to the opening of the markets and the availability of the NBBO. Opening The BIDS ATS commences the opening process for each symbol once the primary market for that symbol opens and upon receipt of the next event involving that symbol, which may be an order event or a market data event. During the BIDS ATS opening process, the BIDS ATS uses the NBBO to determine the tradeable prices (see Part III, Item 11 for discussion of tradeable price) at which each Firm order and Conditional could trade such that: 1. All buy Firm orders and Conditionals are prioritized by tradeable price (high to low) and then, for those with the same price, by volume and then by time of entry. 2. All sell Firm orders and Conditionals are prioritized by tradeable price (low to high) and then, for those with the same price, by volume and then by time of entry. The buy Firm orders and Conditionals with the highest price and the sell Firm orders and Conditionals with the lowest price are compared and the Firm order or Conditional with the earlier timestamp is dequeued and tagged as "aggressive" in the BIDS ATS (see Part III, Item 11). The aggressive order then goes through the trading and invitation cycles (as described in Part III, Item 11) in the same manner as a new aggressive Firm order or Conditional that had just entered the BIDS ATS. When this matching process is complete, the new top Firm orders and Conditionals of the two lists are compared again for the next aggressive Firm order or Conditional, continuing until the opening lists are exhausted. Re-open When trading in a symbol permitted to trade on the BIDS ATS is halted for any reason (e.g., regulatory trading halt or manual halt done by the BIDS ATS), the BIDS ATS cancels all Firm orders and Conditionals in its matching book as well as any AIOI messaging in that symbol and does not accept new Firm orders, Conditionals, or AIOIs in that symbol during the halt. All pending Firm orders, Conditionals, AIOIs, and firm-ups in that symbol will be rejected. At the time of resuming trading in a symbol after a halt, the BIDS ATS book for the symbol is empty. BIDS may suspend trading across all symbols on the BIDS ATS as described in Part III Item 20. The BIDS ATS will not match Firm orders or Conditionals or execute trades resulting from AIOI messaging in any symbols until trading is resumed by BIDS. After resumption of trading, each symbol will be re-opened when a valid NBBO for that symbol is received by the BIDS ATS. At the time of re-opening a symbol, the BIDS ATS performs the same trading and invitation cycles as for the opening.

execution_services

Pre-opening The BIDS ATS is open for trading during market hours (9:30 a.m. ET to 4:00 p.m. ET unless there is an early close due to a holiday, in which case the close is 1:00 p.m. ET) on any day that the U.S. stock exchanges are open. Firm orders, Conditionals, and AIOIs are accepted starting at 6:15 a.m. ET, prior to the opening of the U.S. markets at 9:30 a.m. ET. The BIDS ATS does not conduct any matching processes or executions prior to the opening of the markets and the availability of the NBBO. Opening The BIDS ATS commences the opening process for each symbol once the primary market for that symbol opens and upon receipt of the next event involving that symbol, which may be an order event or a market data event. During the BIDS ATS opening process, the BIDS ATS uses the NBBO to determine the tradeable prices (see Part III, Item 11 for discussion of tradeable price) at which each Firm order and Conditional could trade such that: 1. All buy Firm orders and Conditionals are prioritized by tradeable price (high to low) and then, for those with the same price, by volume and then by time of entry. 2. All sell Firm orders and Conditionals are prioritized by tradeable price (low to high) and then, for those with the same price, by volume and then by time of entry. The buy Firm orders and Conditionals with the highest price and the sell Firm orders and Conditionals with the lowest price are compared and the Firm order or Conditional with the earlier timestamp is dequeued and tagged as "aggressive" in the BIDS ATS (see Part III, Item 11). The aggressive order then goes through the trading and invitation cycles (as described in Part III, Item 11) in the same manner as a new aggressive Firm order or Conditional that had just entered the BIDS ATS. When this matching process is complete, the new top Firm orders and Conditionals of the two lists are compared again for the next aggressive Firm order or Conditional, continuing until the opening lists are exhausted. Re-open When trading in a symbol permitted to trade on the BIDS ATS is halted for any reason (e.g., regulatory trading halt or manual halt done by the BIDS ATS), the BIDS ATS cancels all Firm orders and Conditionals in its matching book as well as any AIOI messaging in that symbol and does not accept new Firm orders, Conditionals, or AIOIs in that symbol during the halt. All pending Firm orders, Conditionals, AIOIs, and firm-ups in that symbol will be rejected. At the time of resuming trading in a symbol after a halt, the BIDS ATS book for the symbol is empty. BIDS may suspend trading across all symbols on the BIDS ATS as described in Part III Item 20. The BIDS ATS will not match Firm orders or Conditionals or execute trades resulting from AIOI messaging in any symbols until trading is resumed by BIDS. After resumption of trading, each symbol will be re-opened when a valid NBBO for that symbol is received by the BIDS ATS. At the time of re-opening a symbol, the BIDS ATS performs the same trading and invitation cycles as for the opening.

execution_services

Pre-opening The BIDS ATS is open for trading during market hours (9:30 a.m. ET to 4:00 p.m. ET unless there is an early close due to a holiday, in which case the close is 1:00 p.m. ET) on any day that the U.S. stock exchanges are open. Firm orders and Conditionals are accepted starting at 6:15 a.m. ET, prior to the opening of the U.S. markets at 9:30 a.m. ET. The BIDS ATS does not conduct any matching processes or executions prior to the opening of the markets and the availability of the NBBO. Opening The BIDS ATS commences the opening process for each symbol once the primary market for that symbol opens and upon receipt of the next event involving that symbol, which may be an order event or a market data event. During the BIDS ATS opening process, the BIDS ATS uses the NBBO to determine the tradeable prices (see Part III, Item 11 for discussion of tradeable price) at which each Firm order and Conditional could trade such that: 1. All buy Firm orders and Conditionals are prioritized by tradeable price (high to low) and then, for those with the same price, by volume and then by time of entry. 2. All sell Firm orders and Conditionals are prioritized by tradeable price (low to high) and then, for those with the same price, by volume and then by time of entry. The buy Firm orders and Conditionals with the highest price and the sell Firm orders and Conditionals with the lowest price are compared and the Firm order or Conditional with the earlier timestamp is dequeued and tagged as "aggressive" in the BIDS ATS (see Part III, Item 11). The aggressive order then goes through the trading and invitation cycles (as described in Part III, Item 11) in the same manner as a new aggressive Firm order or Conditional that had just entered the BIDS ATS. When this matching process is complete, the new top Firm orders and Conditionals of the two lists are compared again for the next aggressive Firm order or Conditional, continuing until the opening lists are exhausted. Re-open When trading in a symbol permitted to trade on the BIDS ATS is halted for any reason (e.g., regulatory trading halt or manual halt done by the BIDS ATS), the BIDS ATS cancels all Firm orders and Conditionals in its matching book and does not accept new Firm orders or Conditionals in that symbol during the halt. At the time of resuming a symbol after a halt, the BIDS ATS book for the symbol is empty. BIDS may suspend trading across all symbols on the BIDS ATS as described in Part III Item 20. The BIDS ATS will not match Firm orders or Conditionals in any symbols until trading is resumed by BIDS. After resumption of trading, each symbol will be re-opened when a valid NBBO for that symbol is received by the BIDS ATS. At the time of re-opening a symbol, the BIDS ATS performs the same trading and invitation cycles as for the opening.

execution_services

Pre-opening The BIDS ATS is open for trading during market hours (9:30 a.m. ET to 4:00 p.m. ET unless there is an early close due to a holiday, in which case the close is 1:00 p.m. ET) on any day that the U.S. stock exchanges are open. Firm orders, Conditionals, and AIOIs are accepted starting at 6:15 a.m. ET, prior to the opening of the U.S. markets at 9:30 a.m. ET. The BIDS ATS does not conduct any matching processes or executions prior to the opening of the markets and the availability of the NBBO. Opening The BIDS ATS commences the opening process for each symbol once the primary market for that symbol opens and upon receipt of the next event involving that symbol, which may be an order event or a market data event. During the BIDS ATS opening process, the BIDS ATS uses the NBBO to determine the tradeable prices (see Part III, Item 11 for discussion of tradeable price) at which each Firm order and Conditional could trade such that: 1. All buy Firm orders and Conditionals are prioritized by tradeable price (high to low) and then, for those with the same price, by volume and then by time of entry. 2. All sell Firm orders and Conditionals are prioritized by tradeable price (low to high) and then, for those with the same price, by volume and then by time of entry. The buy Firm orders and Conditionals with the highest price and the sell Firm orders and Conditionals with the lowest price are compared and the Firm order or Conditional with the earlier timestamp is dequeued and tagged as "aggressive" in the BIDS ATS (see Part III, Item 11). The aggressive order then goes through the trading and invitation cycles (as described in Part III, Item 11) in the same manner as a new aggressive Firm order or Conditional that had just entered the BIDS ATS. When this matching process is complete, the new top Firm orders and Conditionals of the two lists are compared again for the next aggressive Firm order or Conditional, continuing until the opening lists are exhausted. Re-open When trading in a symbol permitted to trade on the BIDS ATS is halted for any reason (e.g., regulatory trading halt or manual halt done by the BIDS ATS), the BIDS ATS cancels all Firm orders and Conditionals in its matching book as well as any AIOI messaging in that symbol and does not accept new Firm orders, Conditionals, or AIOIs in that symbol during the halt. All pending Firm orders, Conditionals, AIOIs, and firm-ups in that symbol will be rejected. At the time of resuming trading in a symbol after a halt, the BIDS ATS book for the symbol is empty. BIDS may suspend trading across all symbols on the BIDS ATS as described in Part III Item 20. The BIDS ATS will not match Firm orders or Conditionals or execute trades resulting from AIOI messaging in any symbols until trading is resumed by BIDS. After resumption of trading, each symbol will be re-opened when a valid NBBO for that symbol is received by the BIDS ATS. At the time of re-opening a symbol, the BIDS ATS performs the same trading and invitation cycles as for the opening.

execution_services

Pre-opening The BIDS ATS is open for trading during market hours (9:30 a.m. ET to 4:00 p.m. ET unless there is an early close due to a holiday, in which case the close is 1:00 p.m. ET) on any day that the U.S. stock exchanges are open. Firm orders, Conditionals, and AIOIs are accepted starting at 6:15 a.m. ET, prior to the opening of the U.S. markets at 9:30 a.m. ET. The BIDS ATS does not conduct any matching processes or executions prior to the opening of the markets and the availability of the NBBO. Opening The BIDS ATS commences the opening process for each symbol once the primary market for that symbol opens and upon receipt of the next event involving that symbol, which may be an order event or a market data event. During the BIDS ATS opening process, the BIDS ATS uses the NBBO to determine the tradeable prices (see Part III, Item 11 for discussion of tradeable price) at which each Firm order and Conditional could trade such that: 1. All buy Firm orders and Conditionals are prioritized by tradeable price (high to low) and then, for those with the same price, by volume and then by time of entry. 2. All sell Firm orders and Conditionals are prioritized by tradeable price (low to high) and then, for those with the same price, by volume and then by time of entry. The buy Firm orders and Conditionals with the highest price and the sell Firm orders and Conditionals with the lowest price are compared and the Firm order or Conditional with the earlier timestamp is dequeued and tagged as "aggressive" in the BIDS ATS (see Part III, Item 11). The aggressive order then goes through the trading and invitation cycles (as described in Part III, Item 11) in the same manner as a new aggressive Firm order or Conditional that had just entered the BIDS ATS. When this matching process is complete, the new top Firm orders and Conditionals of the two lists are compared again for the next aggressive Firm order or Conditional, continuing until the opening lists are exhausted. Re-open When trading in a symbol permitted to trade on the BIDS ATS is halted for any reason (e.g., regulatory trading halt or manual halt done by the BIDS ATS), the BIDS ATS cancels all Firm orders and Conditionals in its matching book as well as any AIOI messaging in that symbol and does not accept new Firm orders, Conditionals, or AIOIs in that symbol during the halt. All pending Firm orders, Conditionals, AIOIs, and firm-ups in that symbol will be rejected. At the time of resuming trading in a symbol after a halt, the BIDS ATS book for the symbol is empty. BIDS may suspend trading across all symbols on the BIDS ATS as described in Part III Item 20. The BIDS ATS will not match Firm orders or Conditionals or execute trades resulting from AIOI messaging in any symbols until trading is resumed by BIDS. After resumption of trading, each symbol will be re-opened when a valid NBBO for that symbol is received by the BIDS ATS. At the time of re-opening a symbol, the BIDS ATS performs the same trading and invitation cycles as for the opening.

execution_services

Pre-opening The BIDS ATS is open for trading during market hours (9:30 a.m. ET to 4:00 p.m. ET unless there is an early close due to a holiday, in which case the close is 1:00 p.m. ET) on any day that the U.S. stock exchanges are open. Firm orders, Conditionals, and AIOIs are accepted starting at 6:15 a.m. ET, prior to the opening of the U.S. markets at 9:30 a.m. ET. The BIDS ATS does not conduct any matching processes or executions prior to the opening of the markets and the availability of the NBBO. Opening The BIDS ATS commences the opening process for each symbol once the primary market for that symbol opens and upon receipt of the next event involving that symbol, which may be an order event or a market data event. During the BIDS ATS opening process, the BIDS ATS uses the NBBO to determine the tradeable prices (see Part III, Item 11 for discussion of tradeable price) at which each Firm order and Conditional could trade such that: 1. All buy Firm orders and Conditionals are prioritized by tradeable price (high to low) and then, for those with the same price, by volume and then by time of entry. 2. All sell Firm orders and Conditionals are prioritized by tradeable price (low to high) and then, for those with the same price, by volume and then by time of entry. The buy Firm orders and Conditionals with the highest price and the sell Firm orders and Conditionals with the lowest price are compared and the Firm order or Conditional with the earlier timestamp is dequeued and tagged as "aggressive" in the BIDS ATS (see Part III, Item 11). The aggressive order then goes through the trading and invitation cycles (as described in Part III, Item 11) in the same manner as a new aggressive Firm order or Conditional that had just entered the BIDS ATS. When this matching process is complete, the new top Firm orders and Conditionals of the two lists are compared again for the next aggressive Firm order or Conditional, continuing until the opening lists are exhausted. Re-open When trading in a symbol permitted to trade on the BIDS ATS is halted for any reason (e.g., regulatory trading halt or manual halt done by the BIDS ATS), the BIDS ATS cancels all Firm orders and Conditionals in its matching book as well as any AIOI messaging in that symbol and does not accept new Firm orders, Conditionals, or AIOIs in that symbol during the halt. All pending Firm orders, Conditionals, AIOIs, and firm-ups in that symbol will be rejected. At the time of resuming trading in a symbol after a halt, the BIDS ATS book for the symbol is empty. BIDS may suspend trading across all symbols on the BIDS ATS as described in Part III Item 20. The BIDS ATS will not match Firm orders or Conditionals or execute trades resulting from AIOI messaging in any symbols until trading is resumed by BIDS. After resumption of trading, each symbol will be re-opened when a valid NBBO for that symbol is received by the BIDS ATS. At the time of re-opening a symbol, the BIDS ATS performs the same trading and invitation cycles as for the opening.

execution_services

Pre-opening The BIDS ATS is open for trading during market hours (9:30 a.m. ET to 4:00 p.m. ET unless there is an early close due to a holiday, in which case the close is 1:00 p.m. ET) on any day that the U.S. stock exchanges are open. Firm orders, Conditionals, and AIOIs are accepted starting at 6:15 a.m. ET, prior to the opening of the U.S. markets at 9:30 a.m. ET. The BIDS ATS does not conduct any matching processes or executions prior to the opening of the markets and the availability of the NBBO. Opening The BIDS ATS commences the opening process for each symbol once the primary market for that symbol opens and upon receipt of the next event involving that symbol, which may be an order event or a market data event. During the BIDS ATS opening process, the BIDS ATS uses the NBBO to determine the tradeable prices (see Part III, Item 11 for discussion of tradeable price) at which each Firm order and Conditional could trade such that: 1. All buy Firm orders and Conditionals are prioritized by tradeable price (high to low) and then, for those with the same price, by volume and then by time of entry. 2. All sell Firm orders and Conditionals are prioritized by tradeable price (low to high) and then, for those with the same price, by volume and then by time of entry. The buy Firm orders and Conditionals with the highest price and the sell Firm orders and Conditionals with the lowest price are compared and the Firm order or Conditional with the earlier timestamp is dequeued and tagged as "aggressive" in the BIDS ATS (see Part III, Item 11). The aggressive order then goes through the trading and invitation cycles (as described in Part III, Item 11) in the same manner as a new aggressive Firm order or Conditional that had just entered the BIDS ATS. When this matching process is complete, the new top Firm orders and Conditionals of the two lists are compared again for the next aggressive Firm order or Conditional, continuing until the opening lists are exhausted. Re-open When trading in a symbol permitted to trade on the BIDS ATS is halted for any reason (e.g., regulatory trading halt or manual halt done by the BIDS ATS), the BIDS ATS cancels all Firm orders and Conditionals in its matching book as well as any AIOI messaging in that symbol and does not accept new Firm orders, Conditionals, or AIOIs in that symbol during the halt. All pending Firm orders, Conditionals, AIOIs, and firm-ups in that symbol will be rejected. At the time of resuming trading in a symbol after a halt, the BIDS ATS book for the symbol is empty. BIDS may suspend trading across all symbols on the BIDS ATS as described in Part III Item 20. The BIDS ATS will not match Firm orders or Conditionals or execute trades resulting from AIOI messaging in any symbols until trading is resumed by BIDS. After resumption of trading, each symbol will be re-opened when a valid NBBO for that symbol is received by the BIDS ATS. At the time of re-opening a symbol, the BIDS ATS performs the same trading and invitation cycles as for the opening.

execution_services

Pre-opening The BIDS ATS is open for trading during market hours (9:30 a.m. ET to 4:00 p.m. ET unless there is an early close due to a holiday, in which case the close is 1:00 p.m. ET) on any day that the U.S. stock exchanges are open. Firm orders and Conditionals are accepted starting at 6:15 a.m. ET, prior to the opening of the U.S. markets at 9:30 a.m. ET. The BIDS ATS does not conduct any matching processes or executions prior to the opening of the markets and the availability of the NBBO. Opening The BIDS ATS commences the opening process for each symbol once the primary market for that symbol opens and upon receipt of the next event involving that symbol, which may be an order event or a market data event. During the BIDS ATS opening process, the BIDS ATS uses the NBBO to determine the tradeable prices (see Part III, Item 11 for discussion of tradeable price) at which each Firm order and Conditional could trade such that: 1. All buy Firm orders and Conditionals are prioritized by tradeable price (high to low) and then, for those with the same price, by volume and then by time of entry. 2. All sell Firm orders and Conditionals are prioritized by tradeable price (low to high) and then, for those with the same price, by volume and then by time of entry. The buy Firm orders and Conditionals with the highest price and the sell Firm orders and Conditionals with the lowest price are compared and the Firm order or Conditional with the earlier timestamp is dequeued and tagged as "aggressive" in the BIDS ATS (see Part III, Item 11). The aggressive order then goes through the trading and invitation cycles (as described in Part III, Item 11) in the same manner as a new aggressive Firm order or Conditional that had just entered the BIDS ATS. When this matching process is complete, the new top Firm orders and Conditionals of the two lists are compared again for the next aggressive Firm order or Conditional, continuing until the opening lists are exhausted. Re-open When trading in a symbol permitted to trade on the BIDS ATS is halted for any reason (e.g., regulatory trading halt or manual halt done by the BIDS ATS), the BIDS ATS cancels all Firm orders and Conditionals in its matching book and does not accept new Firm orders or Conditionals in that symbol during the halt. At the time of resuming a symbol after a halt, the BIDS ATS book for the symbol is empty. BIDS may suspend trading across all symbols on the BIDS ATS as described in Part III Item 20. The BIDS ATS will not match Firm orders or Conditionals in any symbols until trading is resumed by BIDS. After resumption of trading, each symbol will be re-opened when a valid NBBO for that symbol is received by the BIDS ATS. At the time of re-opening a symbol, the BIDS ATS performs the same trading and invitation cycles as for the opening