Luminex ATS (LMNX)

amendment_reason

This Updating Amendment reflects changes to Part III Item 11(c) and pertains to the Luminex ATS order and trading interest being captured in nanoseconds. The Updating Amendment also includes updated Exhibits 1 and 2, reflecting ownership and management changes for the broker-dealer operator pursuant to the merger between Luminex Trading & Analytics LLC and eBX LLC. The changes in this Updating Amendment apply to all Subscribers and to the broker-dealer operator.

amendment_reason

This Updating Amendment updates the Material Amendment of July 31, 2020 (Accession Number 0001609177-20-000007) and includes changes to Part I Item 7, Part II Items 6 and 7, and Part III Items 5, 20, and 21. It is anticipated that these changes will go into effect on or around October 19, 2020 and they apply to all Subscribers and to the broker-dealer operator. The change to Part I Item 7 reflects the move of the ATS operations to a new data center (NY4) from the prior data center (NJ2). The change to Part II Items 6 and 7 reflect the addition of a new technology support provider- eBX Ltd. - to support the operations of the ATS, the change of information security vendors from DXC Technology to Fixnetix Ltd., and the incorporation of eBX into the description of how Luminex and its service providers protect confidential information. The change to Part III Item 5(c) reflects certain latency differences between third party routers and other O/EMSs in the processing of orders and trading interest entered into the System. The change to Part III Item 20 includes a description of intrasite redundancy at the new NY4 data center location and that the System will cease operations its its primary and secondary servers are all unavailable. The change to Part III Item 21 reflects that Luminex is planning to utilize the FINRA ADF as a secondary or backup trade reporting platform and that the System will not execute trades if it cannot report those transactions to a trade reporting facility. Luminex expects its connectivity to the ADF to be established by December 31, 2020.

amendment_reason

This Updating Amendment reflects changes to Part III Items 9, 19, and 21. The change to Part III Item 9 updates the description of how an execution in the System occurs when a trader who enters a Conditional firms up and elects to trade. The change to Part III Item 19 updates the range of commissions paid by non-U.S. Subscribers who pay in basis points. The change to Part III Item 21 reflects that the firm has now established connectivity to the FINRA/Nasdaq Chicago TRF as the firm's back-up trade reporting facility. These changes apply to all Subscribers and to the broker-dealer operator.

amendment_reason

This Updating Amendment follows the Updating Amendment of August 31, 2020 (Accession Number 0001609177-20-000010) and includes changes to Part II Item 6(b). Part II Item 6(b) in the August 31, 2020 Updating Amendment noted that the changes were to take effect on or around October 19, 2020. Those changes did take place on October 19, 2020 and thus the "forward-looking" date reference is being removed via this Updating Amendment. This change applies to all Subscribers and to the broker-dealer operator.

amendment_reason

This is an Updating Amendment to the Material Amendment filed on July 19, 2022. The amendments incorporate changes to Part III Items 2, 3, 5, 7, 9, 11, 13, 14 and 22 with respect to the additional broker-dealer access to the Luminex ATS through sponsored access arrangements and broker-dealer routes for the submission of orders and trading interest for existing Luminex ATS buy-side Subscribers and access to the Luminex ATS for Outsourced Trading brokers. The amendments also include a change to Part III Item 7 with respect to the ability to use Firm Orders in the Luminex ATS LeveLUp feature. These changes apply to all Subscribers and to the broker-dealer operator.

amendment_reason

This Updating Amendment reflects changes to Part III Item 19 with respect to the range of fees paid by Luminex ATS Subscribers. These changes apply to all Subscribers and to the broker-dealer operator.

amendment_reason

This Material Amendment reflects changes to Part III Items 1, 2, 3, 11, and 14. All of the changes pertain to the admission as Subscribers broker-dealers that enter orders or trading interest relating to Transition Management services, as described in Part III Item 2. The changes to Part III Items 1 and 2 reflect the addition of this type of Subscriber and their eligibility for ATS services. The change to Part III Item 3 pertains to the potential exclusion from the ATS services for Transition Management Brokers in the event those brokers send order flow or trading interest that is not from their Transition Management clients. The change to Part III Item 11 reflects the inclusion of Transition Management Brokers as potential users of the ATS. The change to Part III Item 14 reflects the ability of Subscribers to opt out of interacting with Transition Management order flow. These changes apply to all Subscribers and to the broker-dealer operator.

amendment_reason

This Updating Amendment reflects changes to Part III Items 2, 6, 7, 8, 9, 11, 13, 14, 15, 17 and 19. The change to Part III Item 2 updates and clarifies the description of types of Subscribers to the Luminex ATS. The change to Part III Item 19 updates the range of fees paid by Subscribers for executions on the Luminex ATS. All other changes in this Updating Amendment reflect the removal of Negotiable Orders as an order type for the Luminex ATS. These updates include changes to the description of the Luminex ATS order priority (see Part III Items 7 and 11), which has not changed but the description for which has been revised to account for the removal of the Negotiable Order type. These changes apply to all Subscribers and to the broker-dealer operator.

amendment_reason

This Correcting Amendment pertains to Part III Item 10 with respect to the LeveL ATS Opening Cross and also to the process relating to re-opening trading following a suspension in trading. With respect to the Opening Cross, the Firm intends it to operate on a strict time priority basis. There are certain circumstances in which the Opening Cross may be effected in other than time priority basis, as described in Part III Item 10. A system update to address this issue is expected to be made by June 17, 2022. In addition, the time priority associated with re-opening of trading is intended to be in accordance with standard LeveL ATS matching logic. As with the Opening Cross process, there are scenarios in which a different priority is used. This is also being addressed by a system change scheduled to be made by June 17, 2022. The above apply to all Subscribers and to the broker-dealer operator.

amendment_reason

This Updating Amendment reflects changes to Part III Items 7 and 9. The changes note that Non-Session Firm-Up Orders on the LeveL ATS may no longer be pegged to the primary. These changes apply to all Subscribers and to the broker-dealer operator.

amendment_reason

This Updating Amendment reflects changes to Part III Items 19 and 21. The update to Item 19 pertains to the highest execution rate paid by a Luminex Subscriber. The update to Item 21 pertains to a change in the back-up trade reporting facility that Luminex plans to have operational by December 31, 2020. These updates apply to all Subscribers and to the broker-dealer operator.

amendment_reason

This Updating Amendment reflects changes to Part III Item 21 with respect to Trade Reporting and the procurement of a back-up Trade Reporting Facility ("TRF") for the Luminex ATS. The planned change in back-up TRF was reflected in the redline exhibit attached to the Luminex November 20, 2020 Updating Amendment but the text changes were inadvertently omitted from the actual Luminex amendment filed on that date. The connection to the back-up TRF was intended to become operational by December 31, 2020. Due to certain testing delays, it is now expected that the connection to the back-up TRF will become operational by January 31, 2021. This change applies to all Subscribers and to the broker-dealer operator.

amendment_reason

This Material Amendment describes a new optional routing feature for Subscribers of the Luminex ATS, which is also operated by Luminex Trading & Analytics LLC ("Luminex"), enabling Luminex as broker-dealer operator to route orders of Luminex ATS Subscribers who have opted in to the LeveLUp service to the LeveL ATS. A description of these changes can be found in Part II, Items 1, 3, and 4. These changes apply to all LeveL ATS subscribers and to the broker-dealer operator.

amendment_reason

This Correcting Amendment changes the disclosure in Part III Item 11(c) to state how the ATS operates during a Securities Exchange Act Rule 201 Short Sale "Circuit Breaker." This change applies to all Subscribers and to the broker-dealer operator.

amendment_reason

This Updating Amendment reflects changes to Exhibits 1 and 2, reflecting ownership and management changes for the broker-dealer operator pursuant to the merger between Luminex Trading & Analytics LLC and eBX LLC. The changes in this Updating Amendment apply to all Subscribers and to the broker-dealer operator.

amendment_reason

This Material Amendment incorporates changes to Part III Items 2, 3, 5, 7, 9, 11, 13, 14, and 22 with respect to the additional broker access to the Luminex ATS through sponsored access arrangements and broker routes for the submission of orders and trading interest for existing Luminex ATS buy-side Subscribers and access to the Luminex ATS for Outsourced Trading brokers. The Material Amendment also includes a change to Part III Item 7 with respect to the ability to use Firm Orders in the Luminex ATS LeveLUp feature. These changes apply to all Subscribers and to the broker-dealer operator.

amendment_reason

This Material Amendment reflects changes to Part I Item 7, Part II Items 6 and 7, and Part III Items 5 and 21. The change to Part I Item 7 reflects the move of the ATS operations to a new data center (NY4) from the prior data center (NJ2). The change to Part II Items 6 and 7 reflect the addition of a new technology support provider - eBX LLC - to support the operations of the ATS, the change of information security vendors from DXC Technology to Fixnetix Ltd., and the incorporation of eBX into the description of how Luminex and its service providers protect confidential trading information. The change to Part III Item 5(c) reflects certain latency differences between third party routers and other O/EMSs in the processing of orders and trading interest entered into the System. The change to Part III Item 21 reflects that Luminex is planning to utilize the FINRA ADF as a secondary or backup trade reporting facility.

amendment_reason

This Updating Amendment reflects changes to Part III Item 19 and to Exhibit 1. The change to Part III Item 19 updates the high end of the range of basis point fees paid by certain Subscribers and updates the fact that these Subscribers may be either non-U.S. or U.S.-based Subscribers. The change to Exhibit 1 reflects the election of a new Director to the Luminex Board of Directors and the replacement of the firm's Financial and Operations Principal. These changes apply to all Subscribers and to the broker-dealer operator.

amendment_reason

This Material Amendment includes a description of a new feature of the Luminex ATS called LeveLUp, an optional feature for Subscribers enabling Luminex as broker-dealer operator to route certain orders from Subscribers who have opted in to LeveLUp to the LeveL ATS, an ATS that is also operated by Luminex. A description of these changes can be found in Part II Items 1, 2, 4 and 5 and Part III Items 7, 8, and 16. The Material Amendment also includes a description of new limit order and Conditional modification functionality (see Part III Item 7), new Auto Firm-Up functionality (see Part III Item 11), and a change relating to order and trade-related activities being time stamped in nanoseconds (see Part III Item 11). These changes apply to all Subscribers and to the broker-dealer operator.

amendment_reason

This updating amendment reflects changes to Part II, Item 5(a), Part II, Item 7(b), and Part III, Items 5(a) and 5(c). The changes to Part II, Item 5(a) and Part II, Item 7(b) pertain to the addition of real-time trade advertising. These changes apply to all Subscribers. The broker-dealer operator does not trade in the System; as such, these changes do not apply to the broker-dealer operator. The change to Part III, Items 5(a) and 5(c) apply to the ability of Subscribers to use FIX 4.4 for the submission of orders and trading interest to the System. This change applies to all Subscribers that wish to use FIX 4.4 to transmit orders and trading interest to the System. Although the ability to use FIX 4.4 is available to all Subscribers, most Subscribers use FIX 4.2. As noted above, the broker-dealer operator does not trade in the System; as such, this change does not apply to the broker-dealer operator.

amendment_reason

This Updating Amendment reflects changes to Part I Item 7 and Part II Item 5(d). The change to Part I Item 7 pertains to the decommissioning of the ATS backup systems at the Secondary NMS Address. This change applies to all Subscribers and to the broker-dealer operator. The change to Part II Item 5(d) reflects that Fidelity Investments, operator of the Fidelity Service Bureau ("FSB") routing tool, caps the fees paid by Luminex for Subscribers that use FSB when the number of users reaches or exceeds a certain threshold. This change only applies to the FSB routing tool and only impacts the broker-dealer operator. It has no impact on any Subscriber.

amendment_reason

This Updating Amendment reflects the affiliation between the Luminex ATS and the LeveL ATS following the merger between Luminex Trading & Analytics LLC and eBX LLC, the former broker-dealer operator of the LeveL ATS. Updates include changes to Part II Item 2 to reflect changes to the affiliate descriptions and changes to Part II Items 6 and 7, primarily to reflect that the support for both the Luminex ATS and LeveL ATS are provided by in-house technology staff as a result of the merger. Part II Items 6 and 7 also include a description of the affiliation with Nasdaq and the separation of personnel and systems of Nasdaq, its affiliates, staff and systems, from those of the Luminex ATS. The update to Part II Item 7 also includes changes to the description of various employee trading restrictions in the context of protecting subscriber confidential trading information. Updates to Part III Items 2 and 3 reflect the ineligibility of any Nasdaq-related entity to become a Subscriber to the Luminex ATS. The Updating Amendment also reflects minor updates to more specifically identify the Luminex ATS versus the LeveL ATS. These changes affect all subscribers and the broker-dealer operator.

amendment_reason

This Correcting Amendment pertains to Part III Items 7 and 9. The changes correct the disclosures relating to the terms and conditions for the entry of Session Firm-Up Orders and Non-Session Firm-Up Orders in the LeveL ATS. These changes apply to all LeveL ATS subscribers and to the broker-dealer operator.

amendment_reason

This Updating Amendment reflects changes to Part II Items 5, 6, and 7 and Part III Items 5 and 23. The update to Part II Item 5 pertains to changes to the fees charged to Luminex for Subscribers that use the Fidelity Service Bureau routing service. The updates to Part II Items 6 and 7 reflect the cessation of the use of the Fidelity Technology Group as a service provider, and an update to and name change for the firm's market data vendor and managed security services provider. The update to Part II Item 7 also removes the reference to an annual SOC 1 audit. The update to Part III Item 5 removes the reference to FIX 4.4 as an accepted FIX protocol. The update to Part III Item 23 pertains to a change to the Firm's market data vendor. The update in Part II Item 5 regarding FSB fees applies to Subscribers who use FSB and to the broker-dealer operator. All other changes apply to all Subscribers and to the broker-dealer operator.

amendment_reason

This Updating Amendment reflects the systems changes referenced in the May 2022 Correcting Amendment (Accession Number 0001609177-22-000017) specific to Part III Item 10. Based upon the previously disclosed technology fixes, the LeveL ATS Opening Cross now matches Firm Orders on a strict time priority basis, and the LeveL ATS re-opening process now executes transactions in accordance with the ATS's standard matching logic. These changes apply to all Subscribers and to the broker-dealer operator.

amendment_reason

This Updating Amendment reflects changes to Part III Item 19. The change updates the high end of the range of fees paid by certain non-U.S. Subscribers. This change applies to all Subscribers and to the broker-dealer operator.

amendment_reason

This Updating Amendment updates the Material Amendment filed on March 9, 2022. The filing includes a description of a new feature of the Luminex ATS called LeveLUp. LeveLUp is an optional feature for Subscribers enabling Luminex as broker-dealer operator to route certain orders from Subscribers who have opted in to LeveLUp to the LeveL ATS, an ATS that is also operated by Luminex. A description of these changes can be found in Part II Items 1, 2, 4 and 5 and Part III Items 7, 8, 16 and 19. The amendment also includes a description of new limit order and Conditional modification functionality (see Part III Item 7) and new Auto Firm-Up functionality (see Part III Item 11). These changes apply to all Subscribers and to the broker-dealer operator.

ats_name

Luminex Trading & Analytics LLC

operator_name

LUMINEX TRADING & ANALYTICS LLC

order_types

Order Types (Generally): As further discussed herein, the LeveL ATS accepts Firm Orders, including Firm-Up Orders, Conditional Orders, Full Day VWAP Orders, VWAP Block Orders and VWAP Sliced Orders (VWAP Sliced Orders, together with Full Day VWAP Orders and VWAP Block Orders, the "VWAP Order Types"). Except where otherwise noted, references to Firm Orders include Firm-Up Orders (as that term is defined herein). Orders of a particular VWAP Order Type may only interact with orders of the same VWAP Order type (e.g., Full Day VWAP Orders may only interact with other Full Day VWAP Orders). Except where noted below, all orders may be cancelled by timely submission to the LeveL ATS of cancellation instructions. Firm Orders (Excluding Firm-Up Orders): Firm Orders may include market, limit or pegged price instructions. Subscribers may designate Firm Orders as immediate-or-cancel ("IOC"), "Day," good-til-time ("GTT," expressed either in seconds or by specifying an expiration time) or "enhanced" IOC (such orders "Enhanced IOC" orders, further discussed below). Subscribers may designate Firm Orders as ineligible to interact with other orders if the NBBO spread, as calculated by the ATS, is greater than $0.01 (or greater than $0.0001 where an execution would occur at a price that is less than $1.00). Subscribers may designate Firm Orders as add-liquidity-only ("ALO"). ALO orders will only interact with other orders if the ALO order would be deemed to be adding liquidity. See Part III Item 11 for further discussion of when an order is deemed to "add" or "remove" liquidity. Where, upon receipt, an ALO order is marketable against trading interest on the LeveL ATS, the LeveL ATS will accept the ALO order for further processing (e.g., potential matching where the ALO would be deemed to be adding liquidity). Pegged orders are limit orders with a limit price that constantly changes based on movements in the designated reference price. Pegged orders may, but are not required to, include an ultimate limit price (e.g. buy 100 shares of ABC pegged to the offer but limited to $20.05) and, for orders other than IOC and Enhanced IOC orders, may also include an offset price (e.g., buy 100 shares of ABC pegged to the national best offer ("NBO") minus $0.02). Firm Orders may be pegged to the NBO, the national best bid ("NBB") or midpoint of the national best bid or offer ("NBBO"). Offset prices must be expressed in penny increments per share for securities priced equal to or greater than $1.00 per share and hundredths of a cent for securities priced less than $1.00 per share or the LeveL ATS will reject the order. Resting orders with offsets expressed in hundredths of a cent will be cancelled if the bid or offer becomes equal to or greater than $1.00 per share. Orders pegged to the midpoint of the NBBO may not include a peg-offset. As noted above, subscribers may designate orders as "Enhanced IOC" orders. Only Firm Orders may be designated as Enhanced IOC orders. Generally, an Enhanced IOC order operates like a "standard" IOC order and either immediately executes (in whole or in part) against resting contraside interest or is cancelled by the LeveL ATS. However, where there is a resting eligible contraside Conditional Order or Orders in the LeveL ATS at the time the LeveL ATS receives the Enhanced IOC order, the Enhanced IOC order will remain in the LeveL ATS for a subscriber-configured period of time of at least 100 milliseconds (such period, which is configurable in millisecond increments, the "Hold Period"). For clarity, where there is both resting firm and conditional trading interest in the LeveL ATS at the time the LeveL ATS receives the Enhanced IOC order, the Enhanced IOC will execute, in whole or in part, against the firm order (which may be a Firm or Firm-Up Order) and the leaves quantity will be immediately cancelled. During the Hold Period the Enhanced IOC order is eligible to interact with any eligible contraside trading interest in the LeveL ATS and may "invite" other Conditional Orders to "firm-up." In the event the Enhanced IOC order receives a partial fill during the Hold Period the LeveL ATS will immediately cancel the order's leaves quantity (even where the Hold Period has not expired). Subscribers may not cancel an Enhanced IOC order during the Hold Period. For clarity, the Hold Period on a given order is not "extended" or "reset" for any reason. By default, the LeveL ATS designates Firm Orders (including Enhanced IOC orders) as ineligible to interact with Conditional Orders. However, Luminex will remove the default designation upon subscriber request and permit the subscriber to designate Firm Orders as either eligible or ineligible to interact with Conditional Orders on an order-by-order basis. Firm Orders designated as ineligible to interact with Conditional Orders will not invite a Conditional Order to firm-up, but are nevertheless eligible to interact with Firm-Up Orders (other than Firm-Up Orders that include a "conditional only" order instruction). Firm Orders may be modified, but their firm status cannot be modified (i.e., a Firm Order cannot be modified to be a Conditional Order). A modified Firm Order will receive a new time of receipt for priority purposes, except where the only modification is a reduction in order quantity. Conditional Orders: A Conditional Order is an instruction to the LeveL ATS that the subscriber wants to interact with the order book on a conditional basis. A Conditional Order never executes; instead, when a Conditional Order would have otherwise matched with another order, the Conditional Order is cancelled by the LeveL ATS and an invitation (i.e., an "Invite" as defined at Part III Item 9) is sent to the originating subscriber, inviting the subscriber to send a Firm-Up Order in response. As further discussed below, Conditional Orders, by default, may only interact at the midpoint of the prevailing NBBO. However, upon subscriber request to Luminex, however made, Luminex will remove the default logic and allow Conditional Orders that utilize Session Permissioning instructions to interact at any price at or inside the prevailing NBBO (such Conditional Orders designated as eligible to interact at any price at or inside the prevailing NBBO, "Session Conditional Orders," all other Conditional Orders, "Non-Session Conditional Orders"). For clarity, as used herein, the term "Conditional Order" includes both Session and Non-Session Conditional Orders unless otherwise specified. Conditional Orders may include market, limit or pegged pricing instructions. Subject to the restrictions discussed in this paragraph, Conditional Orders may be pegged to the NBB, the NBO or midpoint of the NBBO. Conditional Orders pegged to the market (i.e., sell order pegged to the NBB or buy order pegged to the NBO) may include an offset price (e.g., buy 100 shares of ABC pegged to the NBO minus $0.02). Conditional Orders pegged to the midpoint of the NBBO may not include an offset price. Session Conditional Orders may be pegged to the primary (i.e. sell order pegged to the NBO or buy order pegged to the NBB) and may include an offset price. Non-Session Conditional Orders may not be pegged to the primary; the LeveL ATS will reject any Non-Session Conditional Orders pegged to the primary. As further discussed below, Conditional Orders must include a Minimum Block Size quantity. Subscribers may designate Conditional Orders as "Day" or GTT. Conditional Orders may not be designated as IOC or Enhanced IOC. Conditional Orders may be modified, but their conditional status cannot be modified (i.e., a Conditional Order cannot be modified to be a Firm Order). Conditional Orders may include instructions to not interact with Firm Orders other than Firm-Up Orders. Any Firm-Up Order "resulting from" such a "conditional-only" Conditional Order must also include conditional-only instructions. Firm Orders, other than Firm-Up Orders resulting from a "conditional-only" Conditional Order, may not include a conditional-only order attribute. Non-Session Conditional Orders will only interact with contraside interest (i.e., "generate" an Invite) where the midpoint of the NBBO is an eligible execution price at the time of the match (that is, assuming both the Non-Session Conditional Order and contraside interest were firm orders). Session Conditional Orders are eligible to interact at any price at or inside the NBBO. Where "eligible" contraside interest exists, all eligible Conditional Orders will receive Invites, regardless of time of receipt. Conditional Orders may include ALO instructions, in which case the party submitting the Conditional Order will only receive an Invite where the Conditional Order would have been deemed to add liquidity at the time of the match (that is, assuming both the Conditional Order and contraside interest were firm orders). Subscribers may designate their Conditional Orders as ineligible to interact with other orders if the NBBO spread, as calculated by the ATS, is greater than $0.01 (or greater than $0.0001 where an execution would occur at a price that is less than $1.00). Firm-Up Orders: Firm-Up Orders are firm orders submitted in response to an Invite (as defined at Item III Part 9). A Firm-Up Order must contain the same symbol, side, MPID and minimum block size quantity as the Conditional Order related to the Invite or it will be rejected by the LeveL ATS. As further discussed herein, Firm-Up Orders resulting from Session Conditional Orders (such Firm-Up Orders, "Session Firm-Up Orders") and Firm-Up Orders resulting from Non-Session Conditional Orders (such Firm-Up Orders, "Non-Session Firm-Up Orders") differ in manner of operation. A Firm-Up Order's status as a Session Firm-Up Order or Non-Session Firm-Up Order is determined exclusively on the Session or Non-Session status of the underlying Conditional Order, and accordingly, the election of whether a Firm-Up Order operates as a Session or Non-Session Firm-Up Order is effectively made at the Conditional Order stage. For clarity, the term "Firm-Up Order," as used herein, includes both Session and Non-Session Firm-Up Orders unless otherwise specified. Subscribers may designate Firm-Up Orders as Day or GTT and must include a time-in-force of at least one (1) second if designated as GTT. Firm-Up Orders may not be designated as IOC or Enhanced IOC. As further discussed below, Non-Session Firm-Up Orders are only eligible to execute at the midpoint of the NBBO, while Session Firm-Up Orders are eligible to execute at any price at or inside the NBBO. Firm-Up Orders may include market, limit or pegged pricing instructions. Subject to the restrictions discussed in this paragraph, Firm-Up Orders may be pegged to the NBB, the NBO or midpoint of the NBBO. Firm-Up Orders pegged to the market (i.e., sell order pegged to the NBB or buy order pegged to the NBO) may include an offset price (e.g., buy 100 shares of ABC pegged to the NBO minus $0.02). Firm-Up Orders pegged to the midpoint of the NBBO may not include an offset price. Session Firm-Up Orders may be pegged to the primary and may include an offset price. Non-Session Firm-Up Orders may be pegged to the primary and may include an offset price. Non-Session Firm-Up Orders must either (a) have a pricing instruction that is at or better than the pricing instruction of the originating Conditional Order (e.g., a subscriber that submitted a market Conditional Order may submit a marketable limit Firm-Up Order) or (b) be priced at-or-better than the midpoint of the NBBO at the time of submission (e.g., a subscriber that submitted a market Conditional Order may submit a Firm-Up Order pegged to the midpoint of the NBBO). Session Firm-Up Orders must either (a) have a pricing instruction that is at or better than the pricing instruction of the originating Conditional Order (e.g., a subscriber that submitted a market Conditional Order may submit a marketable limit Firm-Up Order) or (b) have effective limit prices that, at the time of submission, are at least equal to the NBB (for buy orders) or NBO (for sell orders). Firm-Up Orders resulting from Conditional Orders with ALO instructions must themselves include ALO instructions; where such a Firm-Up Order does not include ALO instructions, the LeveL ATS will reject the order (as noted above, Firm-Up Orders must include a time-in-force of at least one (1) second and may interact with orders other than the contraside order from the initial match). The LeveL ATS will reject Firm-Up Orders with ALO instructions where the related Conditional Order did not include ALO instructions. Subscribers may designate their Firm-Up Orders as ineligible to interact with other orders if the NBBO spread, as calculated by the LeveL ATS, is greater than $0.01 (or greater than $0.0001 where an execution would occur at a price that is less than $1.00). Subscribers cannot designate their Firm-Up Orders as ineligible to interact with Conditional Orders, but may designate Firm-Up Orders as only eligible to interact with Conditional and Firm-Up Orders. Firm-Up Orders are treated like "standard" Firm Orders for matching and priority purposes. However, as noted above, Non-Session Firm-Up Orders are only eligible to execute at the midpoint of the NBBO. Accordingly, Non-Session Firm-Up Orders with effective limit prices below the prevailing midpoint of the NBBO are ineligible for execution, although they will, in accordance with their terms, remain in the LeveL ATS and may subsequently become eligible for execution. Where a Non-Session Firm-Up Order matches with a "standard" Firm Order, the execution will occur at the midpoint of the NBBO, without regard as to which order was deemed to add or remove liquidity. Session Firm-Up Orders are treated as "standard" Firm Orders when determining both eligible execution prices and resulting execution price. The LeveL ATS does not prevent subscribers from submitting Firm Orders that are not Firm-Up Orders following receipt of an Invite, although the LeveL ATS treats the subscriber as failing to have "firmed-up" in response to the Invite. Firm-Up Orders may not be modified. Minimum Execution Size: Subscribers may specify a "Minimum Quantity" or "Minimum Block Size" associated with a Firm Order. Minimum Quantities and Minimum Block Sizes may be expressed in odd or mixed lots, but only where the subscriber has designated the order as eligible to execute in odd or mixed lots, as applicable. The LeveL ATS will reject any order with an odd or mixed lot Minimum Quantity or Minimum Block Size where the subscriber has not separately designated the order as eligible to execute in odd or mixed lots, as applicable. A "Minimum Quantity" instruction specifies the minimum execution size a subscriber will accept and allows for the aggregation of any number of contraside orders. A "Minimum Block Size" instruction specifies the minimum execution size a subscriber will accept and does not allow for the aggregation of contraside interest. Conditional and Firm-Up Orders must include a Minimum Block Size instruction. The LeveL ATS, however, will accept a Conditional or Firm-Up Order that includes a Minimum Quantity instruction, but it will treat the Minimum Quantity instruction as a Minimum Block Size instruction. The VWAP Order Types cannot include Minimum Quantity or Minimum Block Size instructions although they do, as further discussed below, include Minimum Anchor Quantity instructions. Leaves Quantity; Minimum Quantity Orders: Subscribers may instruct whether a Minimum Quantity order, following its initial execution, should be cancelled back to the subscriber or remain eligible for additional executions. Additionally, subscribers may include an instruction such that, where the leaves quantity of a Minimum Quantity order falls below its Minimum Quantity instruction, the LeveL ATS either (x) cancels back the order or (y) removes the Minimum Quantity instruction for the order (that is, disregards the Minimum Quantity instruction and allows the order to execute in any permitted lot size). Leaves Quantity; Minimum Block Size Orders: Subscribers may instruct whether a Minimum Block Size order, following its initial execution, should be cancelled back to the subscriber or remain eligible for additional executions. Additionally, subscribers may include an instruction such that, where the leaves quantity of a Minimum Block Size order falls below its Minimum Block Size, the LeveL ATS either (x) cancels back the order or (y) reduces the Minimum Block Size instruction to the size of the leaves quantity (for instance, if a 20,000 share order with a Minimum Block Size of 10,000 shares is party to an execution for 15,000 shares, the 5,000 share leaves quantity would remain eligible for execution and, effectively, be treated as having a 5,000 share Minimum Block Size instruction). ORDER ROUTING: The LeveL ATS does not route any order flow. See ATS-N Part III ITM.7a for the remainder of this response.

order_types

Order Types (Generally): As further discussed herein, the LeveL ATS accepts Firm Orders, including Firm-Up Orders, Conditional Orders, Full Day VWAP Orders, VWAP Block Orders and VWAP Sliced Orders (VWAP Sliced Orders, together with Full Day VWAP Orders and VWAP Block Orders, the "VWAP Order Types"). Except where otherwise noted, references to Firm Orders include Firm-Up Orders (as that term is defined herein). Orders of a particular VWAP Order Type may only interact with orders of the same VWAP Order type (e.g., Full Day VWAP Orders may only interact with other Full Day VWAP Orders). Except where noted below, all orders may be cancelled by timely submission to the LeveL ATS of cancellation instructions. Firm Orders (Excluding Firm-Up Orders): Firm Orders may include market, limit or pegged price instructions. Subscribers may designate Firm Orders as immediate-or-cancel ("IOC"), "Day," good-til-time ("GTT," expressed either in seconds or by specifying an expiration time) or "enhanced" IOC (such orders "Enhanced IOC" orders, further discussed below). Subscribers may designate Firm Orders as ineligible to interact with other orders if the NBBO spread, as calculated by the ATS, is greater than $0.01 (or greater than $0.0001 where an execution would occur at a price that is less than $1.00). Subscribers may designate Firm Orders as add-liquidity-only ("ALO"). ALO orders will only interact with other orders if the ALO order would be deemed to be adding liquidity. See Part III Item 11 for further discussion of when an order is deemed to "add" or "remove" liquidity. Where, upon receipt, an ALO order is marketable against trading interest on the LeveL ATS, the LeveL ATS will accept the ALO order for further processing (e.g., potential matching where the ALO would be deemed to be adding liquidity). Pegged orders are limit orders with a limit price that constantly changes based on movements in the designated reference price. Pegged orders may, but are not required to, include an ultimate limit price (e.g. buy 100 shares of ABC pegged to the offer but limited to $20.05) and, for orders other than IOC and Enhanced IOC orders, may also include an offset price (e.g., buy 100 shares of ABC pegged to the national best offer ("NBO") minus $0.02). Firm Orders may be pegged to the NBO, the national best bid ("NBB") or midpoint of the national best bid or offer ("NBBO"). Offset prices must be expressed in penny increments per share for securities priced equal to or greater than $1.00 per share and hundredths of a cent for securities priced less than $1.00 per share or the LeveL ATS will reject the order. Resting orders with offsets expressed in hundredths of a cent will be cancelled if the bid or offer becomes equal to or greater than $1.00 per share. Orders pegged to the midpoint of the NBBO may not include a peg-offset. As noted above, subscribers may designate orders as "Enhanced IOC" orders. Only Firm Orders may be designated as Enhanced IOC orders. Generally, an Enhanced IOC order operates like a "standard" IOC order and either immediately executes (in whole or in part) against resting contraside interest or is cancelled by the LeveL ATS. However, where there is a resting eligible contraside Conditional Order or Orders in the LeveL ATS at the time the LeveL ATS receives the Enhanced IOC order, the Enhanced IOC order will remain in the LeveL ATS for a subscriber-configured period of time of at least 100 milliseconds (such period, which is configurable in millisecond increments, the "Hold Period"). For clarity, where there is both resting firm and conditional trading interest in the LeveL ATS at the time the LeveL ATS receives the Enhanced IOC order, the Enhanced IOC will execute, in whole or in part, against the firm order (which may be a Firm or Firm-Up Order) and the leaves quantity will be immediately cancelled. During the Hold Period the Enhanced IOC order is eligible to interact with any eligible contraside trading interest in the LeveL ATS and may "invite" other Conditional Orders to "firm-up." In the event the Enhanced IOC order receives a partial fill during the Hold Period the LeveL ATS will immediately cancel the order's leaves quantity (even where the Hold Period has not expired). Subscribers may not cancel an Enhanced IOC order during the Hold Period. For clarity, the Hold Period on a given order is not "extended" or "reset" for any reason. By default, the LeveL ATS designates Firm Orders (including Enhanced IOC orders) as ineligible to interact with Conditional Orders. However, Luminex will remove the default designation upon subscriber request and permit the subscriber to designate Firm Orders as either eligible or ineligible to interact with Conditional Orders on an order-by-order basis. Firm Orders designated as ineligible to interact with Conditional Orders will not invite a Conditional Order to firm-up, but are nevertheless eligible to interact with FIrm-Up Orders (other than Firm-Up Orders that include a "conditional only" order instruction). Firm Orders may be modified, but their firm status cannot be modified (i.e., a Firm Order cannot be modified to be a Conditional Order). A modified Firm Order will receive a new time of receipt for priority purposes, except where the only modification is a reduction in order quantity. Conditional Orders: A Conditional Order is an instruction to the LeveL ATS that the subscriber wants to interact with the order book on a conditional basis. A Conditional Order never executes; instead, when a Conditional Order would have otherwise matched with another order, the Conditional Order is cancelled by the LeveL ATS and an invitation (i.e., an "Invite" as defined at Part III Item 9) is sent to the originating subscriber, inviting the subscriber to send a Firm-Up Order in response. As further discussed below, Conditional Orders, by default, may only interact at the midpoint of the prevailing NBBO. However, upon subscriber request to Luminex, however made, Luminex will remove the default logic and allow Conditional Orders that utilize Session Permissioning instructions to interact at any price at or inside the prevailing NBBO (such Conditional Orders designated as eligible to interact at any price at or inside the prevailing NBBO, "Session Conditional Orders," all other Conditional Orders, "Non-Session Conditional Orders"). For clarity, as used herein, the term "Conditional Order" includes both Session and Non-Session Conditional Orders unless otherwise specified. Conditional Orders may include market, limit or pegged pricing instructions. Subject to the restrictions discussed in this paragraph, Conditional Orders may be pegged to the NBB, the NBO or midpoint of the NBBO. Conditional Orders pegged to the market (i.e., sell order pegged to the NBB or buy order pegged to the NBO) may include an offset price (e.g., buy 100 shares of ABC pegged to the NBO minus $0.02). Conditional Orders pegged to the midpoint of the NBBO may not include an offset price. Session Conditional Orders may be pegged to the primary (i.e. sell order pegged to the NBO or buy order pegged to the NBB) and may include an offset price. Non-Session Conditional Orders may not be pegged to the primary; the LeveL ATS will reject any Non-Session Conditional Orders pegged to the primary. As further discussed below, Conditional Orders must include a Minimum Block Size quantity. Subscribers may designate Conditional Orders as "Day" or GTT. Conditional Orders may not be designated as IOC or Enhanced IOC. Conditional Orders may be modified, but their conditional status cannot be modified (i.e., a Conditional Order cannot be modified to be a Firm Order). Conditional Orders may include instructions to not interact with Firm Orders other than Firm-Up Orders. Any Firm-Up Order "resulting from" such a "conditional-only" Conditional Order must also include conditional-only instructions. Firm Orders, other than Firm-Up Orders resulting from a "conditional-only" Conditional Order, may not include a conditional-only order attribute. Non-Session Conditional Orders will only interact with contraside interest (i.e., "generate" an Invite) where the midpoint of the NBBO is an eligible execution price at the time of the match (that is, assuming both the Non-Session Conditional Order and contraside interest were firm orders). Session Conditional Orders are eligible to interact at any price at or inside the NBBO. Where "eligible" contraside interest exists, all eligible Conditional Orders will receive Invites, regardless of time of receipt. Conditional Orders may include ALO instructions, in which case the party submitting the Conditional Order will only receive an Invite where the Conditional Order would have been deemed to add liquidity at the time of the match (that is, assuming both the Conditional Order and contraside interest were firm orders). Subscribers may designate their Conditional Orders as ineligible to interact with other orders if the NBBO spread, as calculated by the ATS, is greater than $0.01 (or greater than $0.0001 where an execution would occur at a price that is less than $1.00). Firm-Up Orders: Firm-Up Orders are firm orders submitted in response to an Invite (as defined at Item III Part 9). A Firm-Up Order must contain the same symbol, side, MPID and minimum block size quantity as the Conditional Order related to the Invite or it will be rejected by the LeveL ATS. As further discussed herein, Firm-Up Orders resulting from Session Conditional Orders (such Firm-Up Orders, "Session Firm-Up Orders") and Firm-Up Orders resulting from Non-Session Conditional Orders (such Firm-Up Orders, "Non-Session Firm-Up Orders") differ in manner of operation. A Firm-Up Order's status as a Session Firm-Up Order or Non-Session Firm-Up Order is determined exclusively on the Session or Non-Session status of the underlying Conditional Order, and accordingly, the election of whether a Firm-Up Order operates as a Session or Non-Session Firm-Up Order is effectively made at the Conditional Order stage. For clarity, the term "Firm-Up Order," as used herein, includes both Session and Non-Session Firm-Up Orders unless otherwise specified. Subscribers may designate Firm-Up Orders as Day or GTT and must include a time-in-force of at least one (1) second if designated as GTT. Firm-Up Orders may not be designated as IOC or Enhanced IOC. As further discussed below, Non-Session Firm-Up Orders are only eligible to execute at the midpoint of the NBBO, while Session Firm-Up Orders are eligible to execute at any price at or inside the NBBO. Firm-Up Orders may include market, limit or pegged pricing instructions. Subject to the restrictions discussed in this paragraph, Firm-Up Orders may be pegged to the NBB, the NBO or midpoint of the NBBO. Firm-Up Orders pegged to the market (i.e., sell order pegged to the NBB or buy order pegged to the NBO) may include an offset price (e.g., buy 100 shares of ABC pegged to the NBO minus $0.02). Firm-Up Orders pegged to the midpoint of the NBBO may not include an offset price. Session Firm-Up Orders may be pegged to the primary and may include an offset price. Non-Session Firm-Up Orders may only be pegged to the primary where the NBBO is locked and the order's instructions permit it to cross in a locked-market; the LeveL ATS will otherwise reject any Non-Session Firm-Up Orders pegged to the primary. Where accepted, Non-Session Firm-Up Orders pegged to the primary may not include an offset price. Non-Session Firm-Up Orders must either (a) have a pricing instruction that is at or better than the pricing instruction of the originating Conditional Order (e.g., a subscriber that submitted a market Conditional Order may submit a marketable limit Firm-Up Order) or (b) be priced at-or-better than the midpoint of the NBBO at the time of submission (e.g., a subscriber that submitted a market Conditional Order may submit a Firm-Up Order pegged to the midpoint of the NBBO). Session Firm-Up Orders must have effective limit prices that, at the time of submission, are at least equal to the NBB (for buy orders) or NBO (for sell orders). Firm-Up Orders resulting from Conditional Orders with ALO instructions must themselves include ALO instructions; where such a Firm-Up Order does not include ALO instructions, the LeveL ATS will reject the order (as noted above, Firm-Up Orders must include a time-in-force of at least one (1) second and may interact with orders other than the contraside order from the initial match). The LeveL ATS will reject Firm-Up Orders with ALO instructions where the related Conditional Order did not include ALO instructions. Subscribers may designate their Firm-Up Orders as ineligible to interact with other orders if the NBBO spread, as calculated by the LeveL ATS, is greater than $0.01 (or greater than $0.0001 where an execution would occur at a price that is less than $1.00). Subscribers cannot designate their Firm-Up Orders as ineligible to interact with Conditional Orders, but may designate Firm-Up Orders as only eligible to interact with Conditional and Firm-Up Orders. Firm-Up Orders are treated like "standard" Firm Orders for matching and priority purposes. However, as noted above, Non-Session Firm-Up Orders are only eligible to execute at the midpoint of the NBBO. Accordingly, Non-Session Firm-Up Orders with effective limit prices below the prevailing midpoint of the NBBO are ineligible for execution, although they will, in accordance with their terms, remain in the LeveL ATS and may subsequently become eligible for execution. Where a Non-Session Firm-Up Order matches with a "standard" Firm Order, the execution will occur at the midpoint of the NBBO, without regard as to which order was deemed to add or remove liquidity. Session Firm-Up Orders are treated as "standard" Firm Orders when determining both eligible execution prices and resulting execution price. The LeveL ATS does not prevent subscribers from submitting Firm Orders that are not Firm-Up Orders following receipt of an Invite, although the LeveL ATS treats the subscriber as failing to have "firmed-up" in response to the Invite. Firm-Up Orders may not be modified. Minimum Execution Size: Subscribers may specify a "Minimum Quantity" or "Minimum Block Size" associated with a Firm Order. Minimum Quantities and Minimum Block Sizes may be expressed in odd or mixed lots, but only where the subscriber has designated the order as eligible to execute in odd or mixed lots, as applicable. The LeveL ATS will reject any order with an odd or mixed lot Minimum Quantity or Minimum Block Size where the subscriber has not separately designated the order as eligible to execute in odd or mixed lots, as applicable. A "Minimum Quantity" instruction specifies the minimum execution size a subscriber will accept and allows for the aggregation of any number of contraside orders. A "Minimum Block Size" instruction specifies the minimum execution size a subscriber will accept and does not allow for the aggregation of contraside interest. Conditional and Firm-Up Orders must include a Minimum Block Size instruction. The LeveL ATS, however, will accept a Conditional or Firm-Up Order that includes a Minimum Quantity instruction, but it will treat the Minimum Quantity instruction as a Minimum Block Size instruction. The VWAP Order Types cannot include Minimum Quantity or Minimum Block Size instructions although they do, as further discussed below, include Minimum Anchor Quantity instructions. Leaves Quantity; Minimum Quantity Orders: Subscribers may instruct whether a Minimum Quantity order, following its initial execution, should be cancelled back to the subscriber or remain eligible for additional executions. Additionally, subscribers may include an instruction such that, where the leaves quantity of a Minimum Quantity order falls below its Minimum Quantity instruction, the LeveL ATS either (x) cancels back the order or (y) removes the Minimum Quantity instruction for the order (that is, disregards the Minimum Quantity instruction and allows the order to execute in any permitted lot size). Leaves Quantity; Minimum Block Size Orders: Subscribers may instruct whether a Minimum Block Size order, following its initial execution, should be cancelled back to the subscriber or remain eligible for additional executions. Additionally, subscribers may include an instruction such that, where the leaves quantity of a Minimum Block Size order falls below its Minimum Block Size, the LeveL ATS either (x) cancels back the order or (y) reduces the Minimum Block Size instruction to the size of the leaves quantity (for instance, if a 20,000 share order with a Minimum Block Size of 10,000 shares is party to an execution for 15,000 shares, the 5,000 share leaves quantity would remain eligible for execution and, effectively, be treated as having a 5,000 share Minimum Block Size instruction). ORDER ROUTING: The LeveL ATS does not route any order flow. See ATS-N Part III ITM.7a for the remainder of this response.

order_types

Order Types (Generally): As further discussed herein, the LeveL ATS accepts Firm Orders, including Firm-Up Orders, Conditional Orders, Full Day VWAP Orders, VWAP Block Orders and VWAP Sliced Orders (VWAP Sliced Orders, together with Full Day VWAP Orders and VWAP Block Orders, the "VWAP Order Types"). Except where otherwise noted, references to Firm Orders include Firm-Up Orders (as that term is defined herein). Orders of a particular VWAP Order Type may only interact with orders of the same VWAP Order type (e.g., Full Day VWAP Orders may only interact with other Full Day VWAP Orders). Except where noted below, all orders may be cancelled by timely submission to the LeveL ATS of cancellation instructions. Firm Orders (Excluding Firm-Up Orders): Firm Orders may include market, limit or pegged price instructions. Subscribers may designate Firm Orders as immediate-or-cancel ("IOC"), "Day," good-til-time ("GTT," expressed either in seconds or by specifying an expiration time) or "enhanced" IOC (such orders "Enhanced IOC" orders, further discussed below). Subscribers may designate Firm Orders as ineligible to interact with other orders if the NBBO spread, as calculated by the ATS, is greater than $0.01 (or greater than $0.0001 where an execution would occur at a price that is less than $1.00). Subscribers may designate Firm Orders as add-liquidity-only ("ALO"). ALO orders will only interact with other orders if the ALO order would be deemed to be adding liquidity. See Part III Item 11 for further discussion of when an order is deemed to "add" or "remove" liquidity. Where, upon receipt, an ALO order is marketable against trading interest on the LeveL ATS, the LeveL ATS will accept the ALO order for further processing (e.g., potential matching where the ALO would be deemed to be adding liquidity). Pegged orders are limit orders with a limit price that constantly changes based on movements in the designated reference price. Pegged orders may, but are not required to, include an ultimate limit price (e.g. buy 100 shares of ABC pegged to the offer but limited to $20.05) and, for orders other than IOC and Enhanced IOC orders, may also include an offset price (e.g., buy 100 shares of ABC pegged to the national best offer ("NBO") minus $0.02). Firm Orders may be pegged to the NBO, the national best bid ("NBB") or midpoint of the national best bid or offer ("NBBO"). Offset prices must be expressed in penny increments per share for securities priced equal to or greater than $1.00 per share and hundredths of a cent for securities priced less than $1.00 per share or the LeveL ATS will reject the order. Resting orders with offsets expressed in hundredths of a cent will be cancelled if the bid or offer becomes equal to or greater than $1.00 per share. Orders pegged to the midpoint of the NBBO may not include a peg-offset. As noted above, subscribers may designate orders as "Enhanced IOC" orders. Only Firm Orders may be designated as Enhanced IOC orders. Generally, an Enhanced IOC order operates like a "standard" IOC order and either immediately executes (in whole or in part) against resting contraside interest or is cancelled by the LeveL ATS. However, where there is a resting eligible contraside Conditional Order or Orders in the LeveL ATS at the time the LeveL ATS receives the Enhanced IOC order, the Enhanced IOC order will remain in the LeveL ATS for a subscriber-configured period of time of at least 100 milliseconds (such period, which is configurable in millisecond increments, the "Hold Period"). For clarity, where there is both resting firm and conditional trading interest in the LeveL ATS at the time the LeveL ATS receives the Enhanced IOC order, the Enhanced IOC will execute, in whole or in part, against the firm order (which may be a Firm or Firm-Up Order) and the leaves quantity will be immediately cancelled. During the Hold Period the Enhanced IOC order is eligible to interact with any eligible contraside trading interest in the LeveL ATS and may "invite" other Conditional Orders to "firm-up." In the event the Enhanced IOC order receives a partial fill during the Hold Period the LeveL ATS will immediately cancel the order's leaves quantity (even where the Hold Period has not expired). Subscribers may not cancel an Enhanced IOC order during the Hold Period. For clarity, the Hold Period on a given order is not "extended" or "reset" for any reason. By default, the LeveL ATS designates Firm Orders (including Enhanced IOC orders) as ineligible to interact with Conditional Orders. However, Luminex will remove the default designation upon subscriber request and permit the subscriber to designate Firm Orders as either eligible or ineligible to interact with Conditional Orders on an order-by-order basis. Firm Orders designated as ineligible to interact with Conditional Orders will not invite a Conditional Order to firm-up, but are nevertheless eligible to interact with Firm-Up Orders (other than Firm-Up Orders that include a "conditional only" order instruction). Firm Orders may be modified, but their firm status cannot be modified (i.e., a Firm Order cannot be modified to be a Conditional Order). A modified Firm Order will receive a new time of receipt for priority purposes, except where the only modification is a reduction in order quantity. Conditional Orders: A Conditional Order is an instruction to the LeveL ATS that the subscriber wants to interact with the order book on a conditional basis. A Conditional Order never executes; instead, when a Conditional Order would have otherwise matched with another order, the Conditional Order is cancelled by the LeveL ATS and an invitation (i.e., an "Invite" as defined at Part III Item 9) is sent to the originating subscriber, inviting the subscriber to send a Firm-Up Order in response. As further discussed below, Conditional Orders, by default, may only interact at the midpoint of the prevailing NBBO. However, upon subscriber request to Luminex, however made, Luminex will remove the default logic and allow Conditional Orders that utilize Session Permissioning instructions to interact at any price at or inside the prevailing NBBO (such Conditional Orders designated as eligible to interact at any price at or inside the prevailing NBBO, "Session Conditional Orders," all other Conditional Orders, "Non-Session Conditional Orders"). For clarity, as used herein, the term "Conditional Order" includes both Session and Non-Session Conditional Orders unless otherwise specified. Conditional Orders may include market, limit or pegged pricing instructions. Subject to the restrictions discussed in this paragraph, Conditional Orders may be pegged to the NBB, the NBO or midpoint of the NBBO. Conditional Orders pegged to the market (i.e., sell order pegged to the NBB or buy order pegged to the NBO) may include an offset price (e.g., buy 100 shares of ABC pegged to the NBO minus $0.02). Conditional Orders pegged to the midpoint of the NBBO may not include an offset price. Session Conditional Orders may be pegged to the primary (i.e. sell order pegged to the NBO or buy order pegged to the NBB) and may include an offset price. Non-Session Conditional Orders may not be pegged to the primary; the LeveL ATS will reject any Non-Session Conditional Orders pegged to the primary. As further discussed below, Conditional Orders must include a Minimum Block Size quantity. Subscribers may designate Conditional Orders as "Day" or GTT. Conditional Orders may not be designated as IOC or Enhanced IOC. Conditional Orders may be modified, but their conditional status cannot be modified (i.e., a Conditional Order cannot be modified to be a Firm Order). Conditional Orders may include instructions to not interact with Firm Orders other than Firm-Up Orders. Any Firm-Up Order "resulting from" such a "conditional-only" Conditional Order must also include conditional-only instructions. Firm Orders, other than Firm-Up Orders resulting from a "conditional-only" Conditional Order, may not include a conditional-only order attribute. Non-Session Conditional Orders will only interact with contraside interest (i.e., "generate" an Invite) where the midpoint of the NBBO is an eligible execution price at the time of the match (that is, assuming both the Non-Session Conditional Order and contraside interest were firm orders). Session Conditional Orders are eligible to interact at any price at or inside the NBBO. Where "eligible" contraside interest exists, all eligible Conditional Orders will receive Invites, regardless of time of receipt. Conditional Orders may include ALO instructions, in which case the party submitting the Conditional Order will only receive an Invite where the Conditional Order would have been deemed to add liquidity at the time of the match (that is, assuming both the Conditional Order and contraside interest were firm orders). Subscribers may designate their Conditional Orders as ineligible to interact with other orders if the NBBO spread, as calculated by the ATS, is greater than $0.01 (or greater than $0.0001 where an execution would occur at a price that is less than $1.00). Firm-Up Orders: Firm-Up Orders are firm orders submitted in response to an Invite (as defined at Item III Part 9). A Firm-Up Order must contain the same symbol, side, MPID and minimum block size quantity as the Conditional Order related to the Invite or it will be rejected by the LeveL ATS. As further discussed herein, Firm-Up Orders resulting from Session Conditional Orders (such Firm-Up Orders, "Session Firm-Up Orders") and Firm-Up Orders resulting from Non-Session Conditional Orders (such Firm-Up Orders, "Non-Session Firm-Up Orders") differ in manner of operation. A Firm-Up Order's status as a Session Firm-Up Order or Non-Session Firm-Up Order is determined exclusively on the Session or Non-Session status of the underlying Conditional Order, and accordingly, the election of whether a Firm-Up Order operates as a Session or Non-Session Firm-Up Order is effectively made at the Conditional Order stage. For clarity, the term "Firm-Up Order," as used herein, includes both Session and Non-Session Firm-Up Orders unless otherwise specified. Subscribers may designate Firm-Up Orders as Day or GTT and must include a time-in-force of at least one (1) second if designated as GTT. Firm-Up Orders may not be designated as IOC or Enhanced IOC. As further discussed below, Non-Session Firm-Up Orders are only eligible to execute at the midpoint of the NBBO, while Session Firm-Up Orders are eligible to execute at any price at or inside the NBBO. Firm-Up Orders may include market, limit or pegged pricing instructions. Subject to the restrictions discussed in this paragraph, Firm-Up Orders may be pegged to the NBB, the NBO or midpoint of the NBBO. Firm-Up Orders pegged to the market (i.e., sell order pegged to the NBB or buy order pegged to the NBO) may include an offset price (e.g., buy 100 shares of ABC pegged to the NBO minus $0.02). Firm-Up Orders pegged to the midpoint of the NBBO may not include an offset price. Session Firm-Up Orders may be pegged to the primary and may include an offset price. Non-Session Firm-Up Orders may not be pegged to the primary; the LeveL ATS will reject any Non-Session Firm-Up Orders pegged to the primary. Non-Session Firm-Up Orders must either (a) have a pricing instruction that is at or better than the pricing instruction of the originating Conditional Order (e.g., a subscriber that submitted a market Conditional Order may submit a marketable limit Firm-Up Order) or (b) be priced at-or-better than the midpoint of the NBBO at the time of submission (e.g., a subscriber that submitted a market Conditional Order may submit a Firm-Up Order pegged to the midpoint of the NBBO). Session Firm-Up Orders must either (a) have a pricing instruction that is at or better than the pricing instruction of the originating Conditional Order (e.g., a subscriber that submitted a market Conditional Order may submit a marketable limit Firm-Up Order) or (b) have effective limit prices that, at the time of submission, are at least equal to the NBB (for buy orders) or NBO (for sell orders). Firm-Up Orders resulting from Conditional Orders with ALO instructions must themselves include ALO instructions; where such a Firm-Up Order does not include ALO instructions, the LeveL ATS will reject the order (as noted above, Firm-Up Orders must include a time-in-force of at least one (1) second and may interact with orders other than the contraside order from the initial match). The LeveL ATS will reject Firm-Up Orders with ALO instructions where the related Conditional Order did not include ALO instructions. Subscribers may designate their Firm-Up Orders as ineligible to interact with other orders if the NBBO spread, as calculated by the LeveL ATS, is greater than $0.01 (or greater than $0.0001 where an execution would occur at a price that is less than $1.00). Subscribers cannot designate their Firm-Up Orders as ineligible to interact with Conditional Orders, but may designate Firm-Up Orders as only eligible to interact with Conditional and Firm-Up Orders. Firm-Up Orders are treated like "standard" Firm Orders for matching and priority purposes. However, as noted above, Non-Session Firm-Up Orders are only eligible to execute at the midpoint of the NBBO. Accordingly, Non-Session Firm-Up Orders with effective limit prices below the prevailing midpoint of the NBBO are ineligible for execution, although they will, in accordance with their terms, remain in the LeveL ATS and may subsequently become eligible for execution. Where a Non-Session Firm-Up Order matches with a "standard" Firm Order, the execution will occur at the midpoint of the NBBO, without regard as to which order was deemed to add or remove liquidity. Session Firm-Up Orders are treated as "standard" Firm Orders when determining both eligible execution prices and resulting execution price. The LeveL ATS does not prevent subscribers from submitting Firm Orders that are not Firm-Up Orders following receipt of an Invite, although the LeveL ATS treats the subscriber as failing to have "firmed-up" in response to the Invite. Firm-Up Orders may not be modified. Minimum Execution Size: Subscribers may specify a "Minimum Quantity" or "Minimum Block Size" associated with a Firm Order. Minimum Quantities and Minimum Block Sizes may be expressed in odd or mixed lots, but only where the subscriber has designated the order as eligible to execute in odd or mixed lots, as applicable. The LeveL ATS will reject any order with an odd or mixed lot Minimum Quantity or Minimum Block Size where the subscriber has not separately designated the order as eligible to execute in odd or mixed lots, as applicable. A "Minimum Quantity" instruction specifies the minimum execution size a subscriber will accept and allows for the aggregation of any number of contraside orders. A "Minimum Block Size" instruction specifies the minimum execution size a subscriber will accept and does not allow for the aggregation of contraside interest. Conditional and Firm-Up Orders must include a Minimum Block Size instruction. The LeveL ATS, however, will accept a Conditional or Firm-Up Order that includes a Minimum Quantity instruction, but it will treat the Minimum Quantity instruction as a Minimum Block Size instruction. The VWAP Order Types cannot include Minimum Quantity or Minimum Block Size instructions although they do, as further discussed below, include Minimum Anchor Quantity instructions. Leaves Quantity; Minimum Quantity Orders: Subscribers may instruct whether a Minimum Quantity order, following its initial execution, should be cancelled back to the subscriber or remain eligible for additional executions. Additionally, subscribers may include an instruction such that, where the leaves quantity of a Minimum Quantity order falls below its Minimum Quantity instruction, the LeveL ATS either (x) cancels back the order or (y) removes the Minimum Quantity instruction for the order (that is, disregards the Minimum Quantity instruction and allows the order to execute in any permitted lot size). Leaves Quantity; Minimum Block Size Orders: Subscribers may instruct whether a Minimum Block Size order, following its initial execution, should be cancelled back to the subscriber or remain eligible for additional executions. Additionally, subscribers may include an instruction such that, where the leaves quantity of a Minimum Block Size order falls below its Minimum Block Size, the LeveL ATS either (x) cancels back the order or (y) reduces the Minimum Block Size instruction to the size of the leaves quantity (for instance, if a 20,000 share order with a Minimum Block Size of 10,000 shares is party to an execution for 15,000 shares, the 5,000 share leaves quantity would remain eligible for execution and, effectively, be treated as having a 5,000 share Minimum Block Size instruction). ORDER ROUTING: The LeveL ATS does not route any order flow. See ATS-N Part III ITM.7a for the remainder of this response.

order_types

Negotiable Order and Firm Order Types - In either a Negotiable Order or Firm Order context (see below), a Subscriber must designate an "auto-execution" quantity associated with each Negotiable or Firm Order entered into the System ("AutoEx Quantity"). The minimum AutoEx Quantity is the System minimum trade size of 5,000 shares. Additionally, a Subscriber may designate an optional negotiable quantity associated with each order ("Negotiable Quantity"). There is no minimum or maximum Negotiable Quantity. A "Negotiable Order" is an order that includes a Negotiable Quantity. A Negotiable Order's total size (the sum of its AutoEx Quantity and Negotiable Quantity) at any given time is its "Top Quantity." A "Firm Order" is any order with an AutoEx Quantity that equals the Top Quantity. For both Firm Orders and Negotiable Orders, Subscribers may specify a minimum quantity at which they are willing to trade ("MinQ") on an order-by-order basis, which must be equal or greater than 5,000 shares. For Firm and Negotiable Orders, MinQ specifies the minimum AutoEx Quantity with which a Subscriber will interact and does not allow for the aggregation of contra-side orders to satisfy an order's MinQ requirement. For example, an order with a MinQ of 21,000 shares would not interact with three 7,000 share Firm Orders. An order's MinQ cannot exceed the order's AutoEx Quantity. All unexecuted orders may be cancelled prior to matching (as discussed below) by timely submission to the System of cancellation instructions. Conditionals - A "Conditional" is a representation of potential trading interest by a Subscriber in a particular security. Upon a match in the System, an invitation is sent to a Subscriber that entered a Conditional subject to a match for that Subscriber to "firm-up" the Conditional with a specific share amount at which the Subscriber would be willing to trade. Subscribers who enter Conditionals are presented with the opportunity to trade but not an obligation to do so, as such Subscribers may either actively decline the invitation or allow the invitation to "time out" following the end of the Negotiation Period as defined herein. The minimum trade size for Conditionals is also 5,000 shares, and there is no maximum quantity, although each order is bound by applicable pre-trade Market Access limits established by Luminex pursuant to SEC Rule 15c3-5 (the "Market Access Rule"). Such limits in this specific case include overall share size limits in relation to a security's average daily volume, total order notional size limits (meaning, the share volume of the order multiplied by the current price of the security), and the notional size of the order in relation to the Subscriber's overall gross notional limit set by the Firm for each Subscriber. There is no AutoEx for Conditionals, nor is there a Negotiable Quantity. Subscribers that enter a Conditional may also enter a MinQ, which specifies the minimum size of a contra-side order with which the Conditional would be willing to potentially trade. The MinQ for Conditionals must be greater than 5,000 shares. A Subscriber who enters a Conditional with a MinQ will not be presented with invitations to trade against contra-side orders with a Top Quantity that is less than the MinQ of the Conditional. If a Subscriber enters a MinQ on a Conditional and elects to firm-up (as explained below), the Subscriber must firm-up for at least the MinQ amount. Potential information leakage could occur if a Subscriber enters a Conditional with a very large MinQ to probe whether there is an equally large order or Conditional on the contra side to potentially match against. If that large Conditional matches a similarly sized contra side order or Conditional, the Subscriber entering the Conditional (as described below) could decline a match and thus learn of large trading interest by another Subscriber without having had to effect a transaction in the System. In order to reasonably prevent such information leakage, the System caps the maximum size for the MinQ for Negotiable and Firm Orders and Conditionals. The maximum MinQ is set at 25,000 shares. Any change to the maximum MinQ will be disclosed in writing to Subscribers in advance of such change. For a Conditional, the entire quantity entered by the Subscriber is conditional, which gives the Subscriber the option, but not the obligation, to trade following a match of eligible orders or trading interest and the receipt of an invitation to trade. As described more fully below, a Subscriber who enters a Conditional may still decline an invitation to trade even if the contra side order's Top Quantity exceeds the MinQ of the Conditional. Subscribers entering Conditionals may use limit prices, entered either via the Subscriber's OMS, EMS, or third-party or broker-dealer router or via the Luminex UI after the Conditional has been entered by the Subscriber on the Luminex ATS. Upon a match, the System will recall the entered limit price and route that limit price with the Subscriber's firm-up (if any) to the Luminex ATS. Any limit price entered by the Subscriber via the Luminex UI cannot violate a limit that the Subscriber entered for that Conditional via its OMS, EMS, or third-party or broker-dealer router. Order Types - All orders or trading interest entered into the System are pegged, for order matching purposes, to the midpoint of the national best bid or offer ("NBBO") with the reference price calculation excluding (i) any manual quotations that have crossed the market and (ii) the quotations of any automated trading center with respect to which the Firm has declared self-help. A Subscriber may designate a limit price for each order or Conditional. Orders and Conditionals may only have a time-in-force of Day. All orders are either executed in the System or cancelled. LeveLUp - All Luminex ATS Subscribers can elect or "opt in" to a service called "LeveLUp" that would allow the Subscriber to be able to direct that orders (in whole or in part) be routed by Luminex, as broker-dealer operator, from the Luminex ATS to the LeveL ATS. The handling of such routed orders will be governed by the rules and policies of the LeveL ATS once the order is entered into the LeveL ATS. While the LeveL ATS makes all of its features available to all LeveL ATS Subscribers, not all LeveL ATS features will be available to Luminex ATS Subscribers. Please see the LeveL ATS Form ATS-N for a full description of all LeveL ATS rules and policies. What follows is a description of the features and order parameters of the LeveL ATS that Luminex will offer to Luminex ATS Subscribers that opt in to the LeveLUp feature. Luminex will offer LeveLUp participants two potential counterparty groups once the opt-in Luminex Subscriber orders reach the LeveL ATS: "BD/Agency Algo/Smart Order Router" order flow, or that segment as well as external market makers. Luminex Subscribers will also be able to request to interact with or not interact with specific LeveL ATS counterparties by submitting requests in writing to the Luminex ATS Sales team. While the LeveL ATS accepts Day, "Good Til Time," and "Immediate or Cancel" orders, Luminex will only support Day orders for LeveLUp during the initial roll-out of the service. Conditionals or Firm Orders can be used by Luminex ATS Subscribers as part of the LeveLUp functionality. Subscribers can set system parameters such that all of their Firm Orders or Conditionals sent to Luminex would be immediately routed in full as Firm Orders (all orders sent by Luminex as broker-dealer operator to the LeveL ATS are Firm Orders) to the LeveL ATS without interacting with the Luminex ATS, be routed to the LeveL ATS after resting first at Luminex (Conditionals only) for a configurable time period if the order does not receive an execution on the Luminex ATS, or be routed to the LeveL ATS following a partial execution at the Luminex ATS. Subscribers may also select orders for routing to the LeveL ATS on an order-by-order basis, the parameters for which are all determined by the Subscriber on each order. This functionality involves the routing of a Firm Order to the LeveL ATS with certain criteria selected by the Subscriber. If the Subscriber chooses to have their Conditionals rest on the Luminex ATS before being routed by Luminex to the LeveL ATS, the Subscriber can set a "LeveLUp Wait Time," which is the amount of time that a Conditional will rest at the Luminex ATS before a Firm Order will be sent by Luminex to the LeveL ATS. Subscribers can also set a share amount or a quantity percentage amount of their Firm Order or Conditional to be routed to the LeveL ATS. Luminex will select the lesser of the two quantities if both are selected. Subscribers can select a minimum required quantity for executions of their orders on the LeveL ATS, can set a limit, select a LeveL ATS order type (primary peg, midpoint peg, or market peg), and a "reload after completion" time which is a configurable period of time after a Subscriber execution on the LeveL ATS before the system will request more shares from the Subscriber's resting Firm Order or Conditional on the Luminex ATS (if any) to be routed to the LeveL ATS. If at least 5,000 shares remain resting at the Luminex ATS relating to an order routed to the LeveL ATS, Subscribers who receive a match on the resting shares at the Luminex ATS will have the ability to firm up for the total unexecuted quantities at both venues relating to that Subscriber's original Firm Order or Conditional. If the leaves quantity on a LeveLUp order following an execution is less than the Subscriber's entered minimum quantity, the Subscriber's minimum quantity will be reduced to match the leaves quantity. Subscribers may cancel their LeveLUp orders via their OMS, EMS, or router or via the Luminex UI. Luminex would only cancel the Subscriber's order that had been routed to the LeveL ATS if required to do so, either because the Subscriber wishes to include the shares in a firm-up on the Luminex ATS or if the Subscriber's OMS or EMS requires it. All functionality must be requested by an Authorized Contact at the Subscriber to the Luminex ATS Sales department. Luminex, in its capacity as a broker-dealer and the broker-dealer operator of the Luminex ATS, is the Subscriber to the LeveL ATS for the purposes of LeveLUp and the Luminex ATS Subscriber is not. At the LeveL ATS, LeveLUp orders must be Firm Orders and not Conditionals. LeveLUp orders intended to rest first on the Luminex ATS must be for 5,000 shares or more, the Luminex ATS minimum order size. (See Part III Item 8 below.) If a Subscriber opts in for this functionality, LeveLUp orders intended to be routed directly through Luminex to the LeveL ATS can be for less than 5,000 shares and must comply with the LeveL order size requirements. If a Luminex ATS Subscriber receives a LeveLUp-related execution in the Luminex ATS which leaves less than 5,000 shares on the Subscriber's order, Luminex can still route that order to the LeveL ATS even though it is for less than the Luminex ATS system minimum. Luminex ATS Subscribers interested in this "clean-up" functionality are required to elect to enable this feature and the Luminex ATS Subscriber's OMS or EMS must be configured to re-send orders or trading interest to the Luminex ATS if the quantity falls below the Luminex ATS minimum order size of 5,000 shares. In addition, so long as a LeveLUp participant has a Conditional of 5,000 shares or more resting on the Luminex ATS in addition to an order routed through to the LeveL ATS, that Subscriber will be able to size up on a match at the Luminex ATS to the total shares represented for that Subscriber in both venues. This LeveLUp order routing arrangement is not reciprocal; the LeveL ATS cannot route orders from its customers to the Luminex ATS. The use or non-use of LeveLUp itself by any Luminex ATS Subscriber has no impact on the order priority or execution logic within the Luminex ATS. There are certain cases where certain LeveLUp activity could impact related order priority within the Luminex ATS. For example, a Luminex ATS Subscriber may, prior to Luminex sending a Firm LeveLUp order, reduce the quantity of a parent Conditional with the Luminex ATS by the intended quantity of the Firm LeveLUp order via cancel/replace functionality. In that case, the new "replace" Conditional on the Luminex ATS would have a new lower priority rank than the original Conditional. Similarly, if a Subscriber cancels a Firm Order that had been routed by Luminex to the LeveL ATS and cancel/replaces the original Conditional on the Luminex ATS back to its original quantity, that new "replace" Conditional on the Luminex ATS would also have a new lower priority rank than the original Conditional. This rank adjustment occurs with cancel/replace functionality whether the Luminex ATS Subscriber uses LeveLUp or not. LeveLUp-related execution reports are sent from the LeveL ATS back to Luminex for clearance and settlement pursuant to normal Luminex processes. Modifications - Firm and Negotiable Orders may be modified while resting on the System via cancel/replace, but not during the Negotiation Period, as defined below. For Conditionals that receive a match, the System allows the Subscriber to firm up the same shares as, more shares than, or fewer shares than the original Conditional submission at the Subscriber's option. Subscribers that use the Luminex UI can only increase the quantity up to the maximum quantity associated with the Conditional. Subscribers that do not use the Luminex UI and access the System via other means such as third-party or broker-dealer routers are able to respond to invitations up to whatever quantity they have available in the front end that they use, regardless of the original quantity that was entered on the Conditional. The Conditional quantity may only be reduced below the System minimum of 5,000 shares if the Subscriber has opted in to the "clean-up" feature of LeveLUp, as described below, but may not be reduced below 5,000 shares during the Negotiation Period. For these "opt-in" Subscribers, such below-5,000 share modifications will be routed to the LeveL ATS for handling. For all other Subscribers, reducing the share quantity to less than the 5,000 share System minimum (or the Subscriber's selected MinQ) will result in a rejection. In addition, if a Conditional is entered with a limit, that limit price may be modified following a match. Order Priority - Assuming orders and trading interest are marketable, the System prioritizes orders and trading interest based on the following factors, in the following order: (1) AutoEx Quantity (for Firm and Negotiable Orders only), (2) Top Quantity and (3) time of order entry or entry of the trading interest. Orders or Conditionals that are subject to a cancel/replace lose their priority in the System, with the "replace" being treated as a new order or Conditional for prioritization purposes. The functionality for Subscribers' traders to enter Firm and Negotiable orders is enabled in all OMS/EMS or routers that are integrated with/connected to the System. The functionality for Conditionals has been made available to all Subscribers but not all Subscribers use the Conditional functionality. Please see also Part III Item 9.

order_types

Firm Orders - In a Firm Order context (see below), a Subscriber must designate an "auto-execution" quantity associated with each Firm Order entered into the System ("AutoEx Quantity"). The minimum AutoEx Quantity is the System minimum trade size of 5,000 shares. A "Firm Order" is a fully executable order that can execute in full at the entered AutoEx Quantity upon a match in the System if the contra side order is another Firm Order or if the contra side Subscriber firms up on a Conditional. For Firm Orders, Subscribers may specify a minimum quantity at which they are willing to trade ("MinQ") on an order-by-order basis, which must be equal or greater than 5,000 shares. For Firm Orders, MinQ specifies the minimum AutoEx Quantity with which a Subscriber will interact and does not allow for the aggregation of contra-side orders to satisfy an order's MinQ requirement. For example, an order with a MinQ of 21,000 shares would not interact with three 7,000 share Firm Orders. An order's MinQ cannot exceed the order's AutoEx Quantity. All unexecuted orders may be cancelled prior to matching (as discussed below) by timely submission to the System of cancellation instructions. Conditionals - A "Conditional" is a representation of potential trading interest by a Subscriber in a particular security. Upon a match in the System, an invitation is sent to a Subscriber that entered a Conditional subject to a match for that Subscriber to "firm-up" the Conditional with a specific share amount at which the Subscriber would be willing to trade. Subscribers who enter Conditionals are presented with the opportunity to trade but not an obligation to do so, as such Subscribers may either actively decline the invitation or allow the invitation to "time out" following the end of the Negotiation Period as defined herein. The minimum trade size for Conditionals is also 5,000 shares, and there is no maximum quantity, although each order is bound by applicable pre-trade Market Access limits established by Luminex pursuant to SEC Rule 15c3-5 (the "Market Access Rule"). Such limits in this specific case include overall share size limits in relation to a security's average daily volume, total order notional size limits (meaning, the share volume of the order multiplied by the current price of the security), and the notional size of the order in relation to the Subscriber's overall gross notional limit set by the Firm for each Subscriber. There is no AutoEx for Conditionals. Subscribers that enter a Conditional may also enter a MinQ, which specifies the minimum size of a contra-side order with which the Conditional would be willing to potentially trade. The MinQ for Conditionals must be greater than 5,000 shares. A Subscriber who enters a Conditional with a MinQ will not be presented with invitations to trade against contra-side orders with a Top Quantity that is less than the MinQ of the Conditional. If a Subscriber enters a MinQ on a Conditional and elects to firm-up (as explained below), the Subscriber must firm-up for at least the MinQ amount. Potential information leakage could occur if a Subscriber enters a Conditional with a very large MinQ to probe whether there is an equally large order or Conditional on the contra side to potentially match against. If that large Conditional matches a similarly sized contra side order or Conditional, the Subscriber entering the Conditional (as described below) could decline a match and thus learn of large trading interest by another Subscriber without having had to effect a transaction in the System. In order to reasonably prevent such information leakage, the System caps the maximum size for the MinQ for Firm Orders and Conditionals. The maximum MinQ is set at 25,000 shares. Any change to the maximum MinQ will be disclosed in writing to Subscribers in advance of such change. For a Conditional, the entire quantity entered by the Subscriber is conditional, which gives the Subscriber the option, but not the obligation, to trade following a match of eligible orders or trading interest and the receipt of an invitation to trade. As described more fully below, a Subscriber who enters a Conditional may still decline an invitation to trade even if the contra side order's Top Quantity exceeds the MinQ of the Conditional. Subscribers entering Conditionals may use limit prices, entered either via the Subscriber's OMS, EMS, or third-party or broker-dealer router or via the Luminex UI after the Conditional has been entered by the Subscriber on the Luminex ATS. Upon a match, the System will recall the entered limit price and route that limit price with the Subscriber's firm-up (if any) to the Luminex ATS. Any limit price entered by the Subscriber via the Luminex UI cannot violate a limit that the Subscriber entered for that Conditional via its OMS, EMS, or third-party or broker-dealer router. Order Types - All orders or trading interest entered into the System are pegged, for order matching purposes, to the midpoint of the national best bid or offer ("NBBO") with the reference price calculation excluding (i) any manual quotations that have crossed the market and (ii) the quotations of any automated trading center with respect to which the Firm has declared self-help. A Subscriber may designate a limit price for each order or Conditional. Orders and Conditionals may only have a time-in-force of Day. All orders are either executed in the System or cancelled. LeveLUp - All Luminex ATS Subscribers can elect or "opt in" to a service called "LeveLUp" that would allow the Subscriber to be able to direct that orders (in whole or in part) be routed by Luminex, as broker-dealer operator, from the Luminex ATS to the LeveL ATS. The handling of such routed orders will be governed by the rules and policies of the LeveL ATS once the order is entered into the LeveL ATS. While the LeveL ATS makes all of its features available to all LeveL ATS Subscribers, not all LeveL ATS features will be available to Luminex ATS Subscribers. Please see the LeveL ATS Form ATS-N for a full description of all LeveL ATS rules and policies. What follows is a description of the features and order parameters of the LeveL ATS that Luminex will offer to Luminex ATS Subscribers that opt in to the LeveLUp feature. Luminex will offer LeveLUp participants two potential counterparty groups once the opt-in Luminex Subscriber orders reach the LeveL ATS: "BD/Agency Algo/Smart Order Router" order flow, or that segment as well as external market makers. Luminex Subscribers will also be able to request to interact with or not interact with specific LeveL ATS counterparties by submitting requests in writing to the Luminex ATS Sales team. While the LeveL ATS accepts Day, "Good Til Time," and "Immediate or Cancel" orders, Luminex will only support Day orders for LeveLUp during the initial roll-out of the service. Conditionals or Firm Orders can be used by Luminex ATS Subscribers as part of the LeveLUp functionality. Subscribers can set system parameters such that all of their Firm Orders or Conditionals sent to Luminex would be immediately routed in full as Firm Orders (all orders sent by Luminex as broker-dealer operator to the LeveL ATS are Firm Orders) to the LeveL ATS without interacting with the Luminex ATS, be routed to the LeveL ATS after resting first at Luminex (Conditionals only) for a configurable time period if the order does not receive an execution on the Luminex ATS, or be routed to the LeveL ATS following a partial execution at the Luminex ATS. Subscribers may also select orders for routing to the LeveL ATS on an order-by-order basis, the parameters for which are all determined by the Subscriber on each order. This functionality involves the routing of a Firm Order to the LeveL ATS with certain criteria selected by the Subscriber. If the Subscriber chooses to have their Conditionals rest on the Luminex ATS before being routed by Luminex to the LeveL ATS, the Subscriber can set a "LeveLUp Wait Time," which is the amount of time that a Conditional will rest at the Luminex ATS before a Firm Order will be sent by Luminex to the LeveL ATS. Subscribers can also set a share amount or a quantity percentage amount of their Firm Order or Conditional to be routed to the LeveL ATS. Luminex will select the lesser of the two quantities if both are selected. Subscribers can select a minimum required quantity for executions of their orders on the LeveL ATS, can set a limit, select a LeveL ATS order type (primary peg, midpoint peg, or market peg), and a "reload after completion" time which is a configurable period of time after a Subscriber execution on the LeveL ATS before the system will request more shares from the Subscriber's resting Firm Order or Conditional on the Luminex ATS (if any) to be routed to the LeveL ATS. If at least 5,000 shares remain resting at the Luminex ATS relating to an order routed to the LeveL ATS, Subscribers who receive a match on the resting shares at the Luminex ATS will have the ability to firm up for the total unexecuted quantities at both venues relating to that Subscriber's original Firm Order or Conditional. If the leaves quantity on a LeveLUp order following an execution is less than the Subscriber's entered minimum quantity, the Subscriber's minimum quantity will be reduced to match the leaves quantity. Subscribers may cancel their LeveLUp orders via their OMS, EMS, or router or via the Luminex UI. Luminex would only cancel the Subscriber's order that had been routed to the LeveL ATS if required to do so, either because the Subscriber wishes to include the shares in a firm-up on the Luminex ATS or if the Subscriber's OMS or EMS requires it. All functionality must be requested by an Authorized Contact at the Subscriber to the Luminex ATS Sales department. Luminex, in its capacity as a broker-dealer and the broker-dealer operator of the Luminex ATS, is the Subscriber to the LeveL ATS for the purposes of LeveLUp and the Luminex ATS Subscriber is not. At the LeveL ATS, LeveLUp orders must be Firm Orders and not Conditionals. LeveLUp orders intended to rest first on the Luminex ATS must be for 5,000 shares or more, the Luminex ATS minimum order size. (See Part III Item 8 below.) If a Subscriber opts in for this functionality, LeveLUp orders intended to be routed directly through Luminex to the LeveL ATS can be for less than 5,000 shares and must comply with the LeveL order size requirements. If a Luminex ATS Subscriber receives a LeveLUp-related execution in the Luminex ATS which leaves less than 5,000 shares on the Subscriber's order, Luminex can still route that order to the LeveL ATS even though it is for less than the Luminex ATS system minimum. Luminex ATS Subscribers interested in this "clean-up" functionality are required to elect to enable this feature and the Luminex ATS Subscriber's OMS or EMS must be configured to re-send orders or trading interest to the Luminex ATS if the quantity falls below the Luminex ATS minimum order size of 5,000 shares. In addition, so long as a LeveLUp participant has a Conditional of 5,000 shares or more resting on the Luminex ATS in addition to an order routed through to the LeveL ATS, that Subscriber will be able to size up on a match at the Luminex ATS to the total shares represented for that Subscriber in both venues. This LeveLUp order routing arrangement is not reciprocal; the LeveL ATS cannot route orders from its customers to the Luminex ATS. The use or non-use of LeveLUp itself by any Luminex ATS Subscriber has no impact on the order priority or execution logic within the Luminex ATS. There are certain cases where certain LeveLUp activity could impact related order priority within the Luminex ATS. For example, a Luminex ATS Subscriber may, prior to Luminex sending a Firm LeveLUp order, reduce the quantity of a parent Conditional with the Luminex ATS by the intended quantity of the Firm LeveLUp order via cancel/replace functionality. In that case, the new "replace" Conditional on the Luminex ATS would have a new lower priority rank than the original Conditional. Similarly, if a Subscriber cancels a Firm Order that had been routed by Luminex to the LeveL ATS and cancel/replaces the original Conditional on the Luminex ATS back to its original quantity, that new "replace" Conditional on the Luminex ATS would also have a new lower priority rank than the original Conditional. This rank adjustment occurs with cancel/replace functionality whether the Luminex ATS Subscriber uses LeveLUp or not. LeveLUp-related execution reports are sent from the LeveL ATS back to Luminex for clearance and settlement pursuant to normal Luminex processes. Modifications - Firm Orders may be modified while resting on the System via cancel/replace, but not during the Negotiation Period, as defined below. For Conditionals that receive a match, the System allows the Subscriber to firm up the same shares as, more shares than, or fewer shares than the original Conditional submission at the Subscriber's option. Subscribers that use the Luminex UI can only increase the quantity up to the maximum quantity associated with the Conditional. Subscribers that do not use the Luminex UI and access the System via other means such as third-party or broker-dealer routers are able to respond to invitations up to whatever quantity they have available in the front end that they use, regardless of the original quantity that was entered on the Conditional. The Conditional quantity may only be reduced below the System minimum of 5,000 shares if the Subscriber has opted in to the "clean-up" feature of LeveLUp, as described below, but may not be reduced below 5,000 shares during the Negotiation Period. For these "opt-in" Subscribers, such below-5,000 share modifications will be routed to the LeveL ATS for handling. For all other Subscribers, reducing the share quantity to less than the 5,000 share System minimum (or the Subscriber's selected MinQ) will result in a rejection. In addition, if a Conditional is entered with a limit, that limit price may be modified following a match. Order Priority - Assuming orders and trading interest are marketable, the System prioritizes orders and trading interest based on the following factors, in the following order: (1) the higher AutoEx Quantity (between two Firm Orders), (2) Firm Orders over Conditionals, (3)Top Quantity (between two Conditionals), and (4) time of order entry or entry of the trading interest. Orders or Conditionals that are subject to a cancel/replace lose their priority in the System, with the "replace" being treated as a new order or Conditional for prioritization purposes. The functionality for Subscribers' traders to enter Firm Orders is enabled in all OMS/EMS or routers that are integrated with/connected to the System. The functionality for Conditionals has been made available to all Subscribers but not all Subscribers use the Conditional functionality. Please see also Part III Item 9.

order_types

Negotiable Order and Firm Order Types - In either a Negotiable Order or Firm Order context (see below), a Subscriber must designate an "auto-execution" quantity associated with each Negotiable or Firm Order entered into the System ("AutoEx Quantity"). The minimum AutoEx Quantity is the System minimum trade size of 5,000 shares. Additionally, a Subscriber may designate an optional negotiable quantity associated with each order ("Negotiable Quantity"). There is no minimum or maximum Negotiable Quantity. A "Negotiable Order" is an order that includes a Negotiable Quantity. A Negotiable Order's total size (the sum of its AutoEx Quantity and Negotiable Quantity) at any given time is its "Top Quantity." A "Firm Order" is any order with an AutoEx Quantity that equals the Top Quantity. For both Firm Orders and Negotiable Orders, Subscribers may specify a minimum quantity at which they are willing to trade ("MinQ") on an order-by-order basis, which must be equal or greater than 5,000 shares. For Firm and Negotiable Orders, MinQ specifies the minimum AutoEx Quantity with which a Subscriber will interact and does not allow for the aggregation of contra-side orders to satisfy an order's MinQ requirement. For example, an order with a MinQ of 21,000 shares would not interact with three 7,000 share Firm Orders. An order's MinQ cannot exceed the order's AutoEx Quantity. All unexecuted orders may be cancelled prior to matching (as discussed below) by timely submission to the System of cancellation instructions. Conditionals - A "Conditional" is a representation of potential trading interest by a Subscriber in a particular security. Upon a match in the System, an invitation is sent to a Subscriber that entered a Conditional subject to a match for that Subscriber to "firm-up" the Conditional with a specific share amount at which the Subscriber would be willing to trade. Subscribers who enter Conditionals are presented with the opportunity to trade but not an obligation to do so, as such Subscribers may either actively decline the invitation or allow the invitation to "time out" following the end of the Negotiation Period as defined herein. The minimum trade size for Conditionals is also 5,000 shares, and there is no maximum quantity, although each order is bound by applicable pre-trade Market Access limits established by Luminex pursuant to SEC Rule 15c3-5 (the "Market Access Rule"). Such limits in this specific case include overall share size limits in relation to a security's average daily volume, total order notional size limits (meaning, the share volume of the order multiplied by the current price of the security), and the notional size of the order in relation to the Subscriber's overall gross notional limit set by the Firm for each Subscriber. There is no AutoEx for Conditionals, nor is there a Negotiable Quantity. Subscribers that enter a Conditional may also enter a MinQ, which specifies the minimum size of a contra-side order with which the Conditional would be willing to potentially trade. The MinQ for Conditionals must be greater than 5,000 shares. A Subscriber who enters a Conditional with a MinQ will not be presented with invitations to trade against contra-side orders with a Top Quantity that is less than the MinQ of the Conditional. If a Subscriber enters a MinQ on a Conditional and elects to firm-up (as explained below), the Subscriber must firm-up for at least the MinQ amount. Potential information leakage could occur if a Subscriber enters a Conditional with a very large MinQ to probe whether there is an equally large order or Conditional on the contra side to potentially match against. If that large Conditional matches a similarly sized contra side order or Conditional, the Subscriber entering the Conditional (as described below) could decline a match and thus learn of large trading interest by another Subscriber without having had to effect a transaction in the System. In order to reasonably prevent such information leakage, the System caps the maximum size for the MinQ for Negotiable and Firm Orders and Conditionals. The maximum MinQ is set at 25,000 shares. Any change to the maximum MinQ will be disclosed in writing to Subscribers in advance of such change. For a Conditional, the entire quantity entered by the Subscriber is conditional, which gives the Subscriber the option, but not the obligation, to trade following a match of eligible orders or trading interest and the receipt of an invitation to trade. As described more fully below, a Subscriber who enters a Conditional may still decline an invitation to trade even if the contra side order's Top Quantity exceeds the MinQ of the Conditional. Order Types - All orders or trading interest entered into the System are pegged, for order matching purposes, to the midpoint of the national best bid or offer ("NBBO") with the reference price calculation excluding (i) any manual quotations that have crossed the market and (ii) the quotations of any automated trading center with respect to which the Firm has declared self-help. A Subscriber may designate a limit price for each order or Conditional. Orders and Conditionals may only have a time-in-force of Day. All orders are either executed in the System or cancelled; the System does not route orders or Conditionals to other market centers for execution. Orders and Conditionals may be modified while resting on the System via cancel/replace, but not during the Negotiation Period, as defined below. Order Priority - Assuming orders and trading interest are marketable, the System prioritizes orders and trading interest based on the following factors, in the following order: (1) AutoEx Quantity (for Firm and Negotiable Orders only), (2) Top Quantity and (3) time of order entry or entry of the trading interest. Orders or Conditionals that are subject to a cancel/replace lose their priority in the System, with the "replace" being treated as a new order or Conditional for prioritization purposes. The functionality for Subscribers' traders to enter Firm and Negotiable orders is enabled in all OMS/EMS or routers that are integrated with/connected to the System. The functionality for Conditionals has been made available to all Subscribers but not all Subscribers use the Conditional functionality. Please see also Part III Item 9.

order_types

Negotiable Order and Firm Order Types - In either a Negotiable Order or Firm Order context (see below), a Subscriber must designate an "auto-execution" quantity associated with each Negotiable or Firm Order entered into the System ("AutoEx Quantity"). The minimum AutoEx Quantity is the System minimum trade size of 5,000 shares. Additionally, a Subscriber may designate an optional negotiable quantity associated with each order ("Negotiable Quantity"). There is no minimum or maximum Negotiable Quantity. A "Negotiable Order" is an order that includes a Negotiable Quantity. A Negotiable Order's total size (the sum of its AutoEx Quantity and Negotiable Quantity) at any given time is its "Top Quantity." A "Firm Order" is any order with an AutoEx Quantity that equals the Top Quantity. For both Firm Orders and Negotiable Orders, Subscribers may specify a minimum quantity at which they are willing to trade ("MinQ") on an order-by-order basis, which must be equal or greater than 5,000 shares. For Firm and Negotiable Orders, MinQ specifies the minimum AutoEx Quantity with which a Subscriber will interact and does not allow for the aggregation of contra-side orders to satisfy an order's MinQ requirement. For example, an order with a MinQ of 21,000 shares would not interact with three 7,000 share Firm Orders. An order's MinQ cannot exceed the order's AutoEx Quantity. All unexecuted orders may be cancelled prior to matching (as discussed below) by timely submission to the System of cancellation instructions. Conditionals - A "Conditional" is a representation of potential trading interest by a Subscriber in a particular security. Upon a match in the System, an invitation is sent to a Subscriber that entered a Conditional subject to a match for that Subscriber to "firm-up" the Conditional with a specific share amount at which the Subscriber would be willing to trade. Subscribers who enter Conditionals are presented with the opportunity to trade but not an obligation to do so, as such Subscribers may either actively decline the invitation or allow the invitation to "time out" following the end of the Negotiation Period as defined herein. The minimum trade size for Conditionals is also 5,000 shares, and there is no maximum quantity, although each order is bound by applicable pre-trade Market Access limits established by Luminex pursuant to SEC Rule 15c3-5 (the "Market Access Rule"). Such limits in this specific case include overall share size limits in relation to a security's average daily volume, total order notional size limits (meaning, the share volume of the order multiplied by the current price of the security), and the notional size of the order in relation to the Subscriber's overall gross notional limit set by the Firm for each Subscriber. There is no AutoEx for Conditionals, nor is there a Negotiable Quantity. Subscribers that enter a Conditional may also enter a MinQ, which specifies the minimum size of a contra-side order with which the Conditional would be willing to potentially trade. The MinQ for Conditionals must be greater than 5,000 shares. A Subscriber who enters a Conditional with a MinQ will not be presented with invitations to trade against contra-side orders with a Top Quantity that is less than the MinQ of the Conditional. If a Subscriber enters a MinQ on a Conditional and elects to firm-up (as explained below), the Subscriber must firm-up for at least the MinQ amount. Potential information leakage could occur if a Subscriber enters a Conditional with a very large MinQ to probe whether there is an equally large order or Conditional on the contra side to potentially match against. If that large Conditional matches a similarly sized contra side order or Conditional, the Subscriber entering the Conditional (as described below) could decline a match and thus learn of large trading interest by another Subscriber without having had to effect a transaction in the System. In order to reasonably prevent such information leakage, the System caps the maximum size for the MinQ for Negotiable and Firm Orders and Conditionals. The maximum MinQ is set at 25,000 shares. Any change to the maximum MinQ will be disclosed in writing to Subscribers in advance of such change. For a Conditional, the entire quantity entered by the Subscriber is conditional, which gives the Subscriber the option, but not the obligation, to trade following a match of eligible orders or trading interest and the receipt of an invitation to trade. As described more fully below, a Subscriber who enters a Conditional may still decline an invitation to trade even if the contra side order's Top Quantity exceeds the MinQ of the Conditional. Subscribers entering Conditionals may use limit prices, entered either via the Subscriber's OMS, EMS, or third-party router or via the Luminex UI after the Conditional has been entered by the Subscriber on the Luminex ATS. Upon a match, the System will recall the entered limit price and route that limit price with the Subscriber's firm-up (if any) to the Luminex ATS. Any limit price entered by the Subscriber via the Luminex UI cannot violate a limit that the Subscriber entered for that Conditional via its OMS, EMS, or third-party router. Order Types - All orders or trading interest entered into the System are pegged, for order matching purposes, to the midpoint of the national best bid or offer ("NBBO") with the reference price calculation excluding (i) any manual quotations that have crossed the market and (ii) the quotations of any automated trading center with respect to which the Firm has declared self-help. A Subscriber may designate a limit price for each order or Conditional. Orders and Conditionals may only have a time-in-force of Day. All orders are either executed in the System or cancelled. LeveLUp - All Luminex ATS Subscribers can elect or "opt in" to a service called "LeveLUp" that would allow the Subscriber to be able to direct that orders (in whole or in part) be routed by Luminex, as broker-dealer operator, from the Luminex ATS to the LeveL ATS. The handling of such routed orders will be governed by the rules and policies of the LeveL ATS once the order is entered into the LeveL ATS. While the LeveL ATS makes all of its features available to all LeveL ATS Subscribers, not all LeveL ATS features will be available to Luminex ATS Subscribers. Please see the LeveL ATS Form ATS-N for a full description of all LeveL ATS rules and policies. What follows is a description of the features and order parameters of the LeveL ATS that Luminex will offer to Luminex ATS Subscribers that opt in to the LeveLUp feature. Luminex will offer LeveLUp participants two potential counterparty groups once the opt-in Luminex Subscriber orders reach the LeveL ATS: "BD/Agency Algo/Smart Order Router" order flow, or that segment as well as external market makers. Luminex Subscribers will also be able to request to interact with or not interact with specific LeveL ATS counterparties by submitting requests in writing to the Luminex ATS Sales team. While the LeveL ATS accepts Day, "Good Til Time," and "Immediate or Cancel" orders, Luminex will only support Day orders for LeveLUp during the initial roll-out of the service. Only Conditionals can be used by Luminex ATS Subscribers as part of the LeveLUp functionality. Subscribers can set system parameters such that all of their Conditionals sent to Luminex would be immediately routed in full as Firm Orders (all orders sent by Luminex as broker-dealer operator to the LeveL ATS are Firm Orders) to the LeveL ATS without interacting with the Luminex ATS, be routed to the LeveL ATS after resting first at Luminex for a configurable time period if the order does not receive an execution on the Luminex ATS, or be routed to the LeveL ATS following a partial execution at the Luminex ATS. Subscribers may also select orders for routing to the LeveL ATS on an order-by-order basis, the parameters for which are all determined by the Subscriber on each order. This functionality involves the routing of a Firm Order to the LeveL ATS with certain criteria selected by the Subscriber. If the Subscriber chooses to have their Conditionals rest on the Luminex ATS before being routed by Luminex to the LeveL ATS, the Subscriber can set a "LeveLUp Wait Time," which is the amount of time that a Conditional will rest at the Luminex ATS before a Firm Order will be sent by Luminex to the LeveL ATS. Subscribers can also set a share amount or a quantity percentage amount of their Conditional to be routed to the LeveL ATS. Luminex will select the lesser of the two quantities if both are selected. Subscribers can select a minimum required quantity for executions of their orders on the LeveL ATS, can set a limit, select a LeveL ATS order type (primary peg, midpoint peg, or market peg), and a "reload after completion" time which is a configurable period of time after a Subscriber execution on the LeveL ATS before the system will request more shares from the Subscriber's resting Conditional on the Luminex ATS (if any) to be routed to the LeveL ATS. If at least 5,000 shares remain resting at the Luminex ATS relating to an order routed to the LeveL ATS, Subscribers who receive a match on the resting shares at the Luminex ATS will have the ability to firm up for the total unexecuted quantities at both venues relating to that Subscriber's original Conditional. If the leaves quantity on a LeveLUp order following an execution is less than the Subscriber's entered minimum quantity, the Subscriber's minimum quantity will be reduced to match the leaves quantity. Subscribers may cancel their LeveLUp orders via their OMS, EMS, or router or via the Luminex UI. Luminex would only cancel the Subscriber's order that had been routed to the LeveL ATS if required to do so, either because the Subscriber wishes to include the shares in a firm-up on the Luminex ATS or if the Subscriber's OMS or EMS requires it. All functionality must be requested by an Authorized Contact at the Subscriber to the Luminex ATS Sales department. Luminex, in its capacity as a broker-dealer and the broker-dealer operator of the Luminex ATS, is the Subscriber to the LeveL ATS and the Luminex ATS Subscriber is not. At the LeveL ATS, LeveLUp orders must be Firm Orders and not Conditionals. LeveLUp orders intended to rest first on the Luminex ATS must be for 5,000 shares or more, the Luminex ATS minimum order size. (See Part III Item 8 below.) If a Subscriber opts in for this functionality, LeveLUp orders intended to be routed directly through Luminex to the LeveL ATS can be for less than 5,000 shares and must comply with the LeveL order size requirements. If a Luminex ATS Subscriber receives a LeveLUp-related execution in the Luminex ATS which leaves less than 5,000 shares on the Subscriber's order, Luminex can still route that order to the LeveL ATS even though it is for less than the Luminex ATS system minimum. Luminex ATS Subscribers interested in this "clean-up" functionality are required to elect to enable this feature and the Luminex ATS Subscriber's OMS or EMS must be configured to re-send orders or trading interest to the Luminex ATS if the quantity falls below the Luminex ATS minimum order size of 5,000 shares. In addition, so long as a LeveLUp participant has a Conditional of 5,000 shares or more resting on the Luminex ATS in addition to an order routed through to the LeveL ATS, that Subscriber will be able to size up on a match at the Luminex ATS to the total shares represented for that Subscriber in both venues. This LeveLUp order routing arrangement is not reciprocal; the LeveL ATS cannot route orders from its customers to the Luminex ATS. The use or non-use of LeveLUp itself by any Luminex ATS Subscriber has no impact on the order priority or execution logic within the Luminex ATS. There are certain cases where certain LeveLUp activity could impact related order priority within the Luminex ATS. For example, a Luminex ATS Subscriber may, prior to Luminex sending a Firm LeveLUp order, reduce the quantity of a parent Conditional with the Luminex ATS by the intended quantity of the Firm LeveLUp order via cancel/replace functionality. In that case, the new "replace" Conditional on the Luminex ATS would have a new lower priority rank than the original Conditional. Similarly, if a Subscriber cancels a Firm Order that had been routed by Luminex to the LeveL ATS and cancel/replaces the original Conditional on the Luminex ATS back to its original quantity, that new "replace" Conditional on the Luminex ATS would also have a new lower priority rank than the original Conditional. This rank adjustment occurs with cancel/replace functionality whether the Luminex ATS Subscriber uses LeveLUp or not. LeveLUp-related execution reports are sent from the LeveL ATS back to Luminex for clearance and settlement pursuant to normal Luminex processes. Modifications - Firm and Negotiable Orders may be modified while resting on the System via cancel/replace, but not during the Negotiation Period, as defined below. For Conditionals that receive a match, the System allows the Subscriber to firm up the same shares as, more shares than, or fewer shares than the original Conditional submission at the Subscriber's option. Subscribers that use the Luminex UI can only increase the quantity up to the maximum quantity associated with the Conditional. Subscribers that do not use the Luminex UI and access the System via other means such as third-party routers are able to respond to invitations up to whatever quantity they have available in the front end that they use, regardless of the original quantity that was entered on the Conditional. The Conditional quantity may only be reduced below the System minimum of 5,000 shares if the Subscriber has opted in to the "clean-up" feature of LeveLUp, as described below, but may not be reduced below 5,000 shares during the Negotiation Period. For these "opt-in" Subscribers, such below-5,000 share modifications will be routed to the LeveL ATS for handling. For all other Subscribers, reducing the share quantity to less than the 5,000 share System minimum (or the Subscriber's selected MinQ) will result in a rejection. In addition, if a Conditional is entered with a limit, that limit price may be modified following a match. Order Priority - Assuming orders and trading interest are marketable, the System prioritizes orders and trading interest based on the following factors, in the following order: (1) AutoEx Quantity (for Firm and Negotiable Orders only), (2) Top Quantity and (3) time of order entry or entry of the trading interest. Orders or Conditionals that are subject to a cancel/replace lose their priority in the System, with the "replace" being treated as a new order or Conditional for prioritization purposes. The functionality for Subscribers' traders to enter Firm and Negotiable orders is enabled in all OMS/EMS or routers that are integrated with/connected to the System. The functionality for Conditionals has been made available to all Subscribers but not all Subscribers use the Conditional functionality. Please see also Part III Item 9.

means_of_entry

All orders and trading interest must be submitted to the System via FIX version 4.2 or 4.4. Most OMS or EMS vendors used by System Subscribers send order and trading interest messages that are in, or are converted by the Firm to, standard FIX. There are other vendors that use a "drop" FIX protocol in which "drop copy" messages are sent by the System back to the Subscriber's OMS or EMS upon a match in the System to confirm that the needed shares are still available in order to potentially consummate a match. The System does not accept and does not have the ability to accept manual orders or trading interest.

pricing_methodology

The LeveL ATS utilizes data provided by the Securities Information Processor ("SIP") feeds in determining the relevant NBBO for each security. Message data from the SIP feeds is processed by Luminex's feed handler system (the "Feed Handler"), which creates, and provides to the LeveL ATS matching engine, messages that indicate the NBBO for each security. Where two orders submitted to the LeveL ATS have overlapping limit prices, the LeveL ATS matching engine will review the most recent NBBO message provided by the Feed Handler in determining whether an eligible execution price inside the NBBO exists.

pricing_methodology

The Firm receives the SIP market data feed from Options-IT, a vendor that handles market data feeds from various market data providers. The System uses the market data (NBBO and last sale price data) to provide pricing data to its Subscribers that use the Luminex UI as described above, and the System also uses the market data to determine the NBBO as it determines the execution price with respect to transactions on the System. In addition, the System also uses the market data to determine whether the resulting execution price is within or outside of the NBBO at the time of execution. As noted above, the System does not prioritize orders based on price, nor does it display orders or trading interest to parties inside or outside of the ATS. Price-related market data is also used to determine whether Subscriber limit orders are marketable and eligible for a potential match in the System. In the event the Firm determines that it does not have a reliable SIP feed for the pricing of orders in the System, the Firm will halt executions on the System until such time that the Firm determines that the System has access to a reliable SIP feed. Please see Part III Item 20.

pricing_methodology

The Firm receives the SIP market data feed from ICE Data Services, a vendor that handles market data feeds from various market data providers. The System uses the market data (NBBO and last sale price data) to provide pricing data to its Subscribers that use the Luminex UI as described above, and the System also uses the market data to determine the NBBO as it determines the execution price with respect to transactions on the System. In addition, the System also uses the market data to determine whether the resulting execution price is within or outside of the NBBO at the time of execution. As noted above, the System does not prioritize orders based on price, nor does it display orders or trading interest to parties inside or outside of the ATS. Price-related market data is also used to determine whether Subscriber limit orders are marketable and eligible for a potential match in the System. In the event the Firm determines that it does not have a reliable SIP feed for the pricing of orders in the System, the Firm will halt executions on the System until such time that the Firm determines that the System has access to a reliable SIP feed. Please see Part III Item 20.

counterparty_selection

Pursuant to the Firm's Tiering process as described in Part III Item 13(a), traders who have exhibited the most beneficial trading behavior in the ATS (those entering Firm Orders or Negotiable orders or firming up on Conditionals on 66% or more of matches during the measurement period) may elect not to match against those traders with the least beneficial trading behavior in the ATS (those firming up on less than 33% of matches during the measurement period as defined in Part III Item 13(a)). Subscribers and their traders may make these elections by notifying the Luminex Sales team either orally or in writing. Elections will become effective on the following trading day. Subscribers and their traders are only provided with their own tier placement and are not provided with the tier placement of any other Subscriber or other traders. The System is set up by default to prevent matches between orders of the same Subscriber. Subscribers can elect to change that default setting by notifying the Firm either orally or in writing, and that change would be effective on the following trading day.

counterparty_selection

As further discussed below, subscribers may designate their trading interest as eligible or ineligible to interact with certain orders or trading interest in the LeveL ATS. Such permissioning elections may be made at the MPID or FIX-session level. Subscribers may designate orders submitted through a particular FIX-session (that is, each dedicated FIX message stream utilized by the subscriber) as only eligible to interact with orders submitted through a specified FIX-session, including (x) a FIX-session utilized by the subscriber submitting the order and (y) a FIX-session utilized by a third-party subscriber (such permissioning instructions, "Session Permissioning"). Subscribers may elect that their orders not interact with, or only interact with, one or more specified subscribers ("Contra-party Permissioning"). Subscribers may elect that their orders not interact with other orders submitted by the same MPID. Subscribers may elect that their orders only interact with other orders submitted by the same subscriber ("Internalization-Only"). Subscribers may elect to prioritize other orders submitted by the same subscriber relative to orders submitted by third-party subscribers. Subscribers may elect to have orders from certain desks interact or not interact with orders from certain other desks within the same subscriber ("Desk Permissioning"). For clarity, subscribers may utilize Session Permissioning instructions to implement Internalization-Only, Contra-party and Desk Permissioning elections. Subscribers may elect that their orders not interact with, or only interact with, one or more Predetermined Counterparty Groups. Subscribers can also opt to only interact with, or to not interact with, orders from certain types of subscribers or subscribers whose orders exhibit specified characteristics (a "Custom Counterparty Group") and, together with Predetermined Counterparty Groups, the "Counterparty Groups"). A subscriber's ability to utilize a proposed Custom Counterparty Group is dependent on Luminex's willingness and ability to support such a proposed Custom Counterparty Group. Counterparty permissioning elections must be made, or confirmed, through an email to the subscriber's LeveL ATS sales representative at Luminex. Revisions to counterparty permissioning elections must also be made or confirmed via email to the subscriber's sales representative at Luminex. Generally, subscribers may unilaterally make counterparty permissioning elections (i.e., without approval of or notification to counterparties impacted by the election). However, where a subscriber wishes to utilize Contra-party Permissioning to only interact with orders from one or more designated subscribers, all subscribers to the arrangement must separately permission the arrangement. Permissioning must be provided through an email to the subscriber's LeveL ATS sales representative at Luminex. A subscriber to such a Contra-party Permissioning arrangement may unilaterally terminate the arrangement by emailing the subscriber's LeveL ATS sales representative at Luminex.

counterparty_selection

Luminex ATS buy-side Subscribers are able to opt out of interacting with any admitted type of broker-dealer (Outsourced Trading, Transition Management, or broker-dealer entering orders or trading interest on behalf of buy-side Subscribers), as described in Part III Items 2, 3, and 11, but not any specific broker-dealer. Buy-side Subscribers may also opt out of interacting with all broker-dealer order flow. Admitted broker-dealer Subscribers are not able to opt out of interacting with any type of order flow in the Luminex ATS. In addition, pursuant to the Firm's Tiering process as described in Part III Item 13(a), traders who have exhibited the most beneficial trading behavior in the ATS (those entering Firm Orders or Negotiable orders or firming up on Conditionals on 66% or more of matches during the measurement period) may elect not to match against those traders with the least beneficial trading behavior in the ATS (those firming up on less than 33% of matches during the measurement period as defined in Part III Item 13(a)). Subscribers and their traders may make these elections relating to the Transition Management order flow and the Tiering-related matching by notifying the Luminex ATS Sales team either orally or in writing. Elections relating to Transition Management order flow will become effective on the day of election, if made before or during trading hours. Elections relating to Transition Management order flow made after trading hours will become effective on the following trading day. All elections relating to Tiering will become effective on the following trading day. Subscribers and their traders are only provided with their own tier placement and are not provided with the tier placement of any other Subscriber or other traders. The System is set up by default to prevent matches between orders of the same Subscriber. Subscribers can elect to change that default setting by notifying the Firm either orally or in writing, and that change would be effective on the following trading day.

counterparty_selection

Subscribers may opt to not interact with order flow (orders or trading interest) from Transition Management Brokers as described in Part III Items 2, 3, and 11. In addition, pursuant to the Firm's Tiering process as described in Part III Item 13(a), traders who have exhibited the most beneficial trading behavior in the ATS (those entering Firm Orders or Negotiable orders or firming up on Conditionals on 66% or more of matches during the measurement period) may elect not to match against those traders with the least beneficial trading behavior in the ATS (those firming up on less than 33% of matches during the measurement period as defined in Part III Item 13(a)). Subscribers and their traders may make these elections relating to the Transition Management order flow and the Tiering-related matching by notifying the Luminex Sales team either orally or in writing. Elections relating to Transition Management order flow will become effective on the day of election, if made before or during trading hours. Elections relating to Transition Management order flow made after trading hours will become effective on the following trading day. All elections relating to Tiering will become effective on the following trading day. Subscribers and their traders are only provided with their own tier placement and are not provided with the tier placement of any other Subscriber or other traders. The System is set up by default to prevent matches between orders of the same Subscriber. Subscribers can elect to change that default setting by notifying the Firm either orally or in writing, and that change would be effective on the following trading day.

counterparty_selection

Subscribers may opt to not interact with order flow (orders or trading interest) from Transition Management Brokers as described in Part III Items 2, 3, and 11. In addition, pursuant to the Firm's Tiering process as described in Part III Item 13(a), traders who have exhibited the most beneficial trading behavior in the ATS (those entering Firm Orders or Negotiable orders or firming up on Conditionals on 66% or more of matches during the measurement period) may elect not to match against those traders with the least beneficial trading behavior in the ATS (those firming up on less than 33% of matches during the measurement period as defined in Part III Item 13(a)). Subscribers and their traders may make these elections relating to the Transition Management order flow and the Tiering-related matching by notifying the Luminex ATS Sales team either orally or in writing. Elections relating to Transition Management order flow will become effective on the day of election, if made before or during trading hours. Elections relating to Transition Management order flow made after trading hours will become effective on the following trading day. All elections relating to Tiering will become effective on the following trading day. Subscribers and their traders are only provided with their own tier placement and are not provided with the tier placement of any other Subscriber or other traders. The System is set up by default to prevent matches between orders of the same Subscriber. Subscribers can elect to change that default setting by notifying the Firm either orally or in writing, and that change would be effective on the following trading day.

counterparty_selection

Luminex ATS buy-side Subscribers are able to opt out of interacting with any admitted type of broker-dealer (Outsourced Trading, Transition Management, or broker-dealer entering orders or trading interest on behalf of buy-side Subscribers), as described in Part III Items 2, 3, and 11, but not any specific broker-dealer. Buy-side Subscribers may also opt out of interacting with all broker-dealer order flow. Admitted broker-dealer Subscribers are not able to opt out of interacting with any type of order flow in the Luminex ATS. In addition, pursuant to the Firm's Tiering process as described in Part III Item 13(a), traders who have exhibited the most beneficial trading behavior in the ATS (those entering Firm Orders or firming up on Conditionals on 66% or more of matches during the measurement period) may elect not to match against those traders with the least beneficial trading behavior in the ATS (those firming up on less than 33% of matches during the measurement period as defined in Part III Item 13(a)). Subscribers and their traders may make these elections relating to the Transition Management order flow and the Tiering-related matching by notifying the Luminex ATS Sales team either orally or in writing. Elections relating to Transition Management order flow will become effective on the day of election, if made before or during trading hours. Elections relating to Transition Management order flow made after trading hours will become effective on the following trading day. All elections relating to Tiering will become effective on the following trading day. Subscribers and their traders are only provided with their own tier placement and are not provided with the tier placement of any other Subscriber or other traders. The System is set up by default to prevent matches between orders of the same Subscriber. Subscribers can elect to change that default setting by notifying the Firm either orally or in writing, and that change would be effective on the following trading day.

financial_condition_summary

Luminex's base execution rate is 50 mills ($0.005) per executed share. In rare instances, Luminex may charge a higher rate for Subscribers whose connectivity fees that Luminex pays are higher than most other Subscribers. Similarly, in rare instances, Luminex may charge a lower rate for Subscribers whose connectivity fees that Luminex pays are lower than most other Subscribers. Nearly all active Subscribers (those who regularly submit orders or trading interest to the ATS) pay the base execution rate. The lowest rate for any Subscriber is 25 mills ($0.0025) per executed share. The highest rate for any Subscriber is 170 mills ($0.017) per executed share. Certain Subscribers pay commissions in "basis points," ranging from a low of one (1) basis point to a high of four (4) basis points. Each basis point equates to one hundredth of one percent of the notional value of the transaction. Depending on the provider, Luminex may "pass through" certain fees that it is charged by certain service bureau routers or OMS and EMS entities. These pass-through fees are fully disclosed to the applicable Subscribers and typically range from a high of 15 mills ($0.0015) to a low of zero mills per executed share. In certain instances, these vendors may charge Luminex more than 15 mills and thus a pass through fee charged to a Subscriber that uses that router, OMS, or EMS may exceed 15 mills. In some cases, Subscribers may elect to pay a rate higher than the base execution rate, and they can also apply additional commission as part of a Commission Sharing Arrangement ("CSA") in conformance with Section 28(e) of the Securities Exchange Act of 1934. This amount above the base commission rate to be attributed to the CSA program is determined solely by the Subscriber, pursuant to a written agreement with Luminex. The fees paid by Luminex ATS Subscribers for orders executed via LeveLUp, as described in Part III Item 7(a), will be the same that such Subscribers pay for executions on the Luminex ATS. Luminex will pay a fee of 5 mills per executed share to the LeveL ATS for facilitating transactions involving orders routed to it via LeveLUp.

financial_condition_summary

Luminex's base execution rate is 50 mills ($0.005) per executed share. In rare instances, Luminex may charge a higher rate for Subscribers whose connectivity fees that Luminex pays are higher than most other Subscribers. Similarly, in rare instances, Luminex may charge a lower rate for Subscribers whose connectivity fees that Luminex pays are lower than most other Subscribers. Nearly all active Subscribers (those who regularly submit orders or trading interest to the ATS) pay the base execution rate. The lowest rate for any Subscriber is 25 mills ($0.0025) per executed share. The highest rate for any Subscriber is 150 mills ($0.015) per executed share. Certain non-U.S. Subscribers pay commissions in "basis points," ranging from a low of one (1) basis point to a high of two and a half (2 1/2) basis points. Each basis point equates to one hundredth of one percent of the notional value of the transaction. Depending on the provider, Luminex may "pass through" certain fees that it is charged by certain OMS and EMS entities. These pass-through fees are fully disclosed to the applicable Subscribers and range from a high of 15 mills ($0.0015) to a low of zero mills per executed share. In some cases, Subscribers may elect to pay a rate higher than the base execution rate, and they can also apply additional commission as part of a Commission Sharing Arrangement ("CSA") in conformance with Section 28(e) of the Securities Exchange Act of 1934. This amount above the base commission rate to be attributed to the CSA program is determined solely by the Subscriber, pursuant to a written agreement with Luminex.

financial_condition_summary

Luminex charges a commission of $0.0000 to $0.0015/share for executions in the LeveL ATS. Commission rates for transactions resulting from Firm Orders are individually negotiated between Luminex and the relevant subscriber and may be impacted by a number of factors, including the subscriber's anticipated volume, anticipated make/take ratio and anticipated percentage of "internalization-only" transactions. Luminex charges a standard commission rate of $0.0015/share for transactions resulting from Conditional/Firm-Up Orders, subject to volume-based pricing tiers discussed below. Notwithstanding the foregoing, commission rates for transactions resulting from Conditional/Firm-Up Orders are subject to negotiation. Luminex will consider a number of factors when negotiating a subscriber's commission rate for Conditional/Firm-Up Orders, including the subscriber's anticipated overall volume and anticipated volume of transactions resulting from Conditional/Firm-Up Orders. Luminex does not charge different rates for executions resulting from orders utilizing Contra-party Permissioning functionality, including transactions resulting from Internalization-Only orders. Luminex does not charge any other fees for use of the LeveL ATS (i.e., Luminex only charges subscribers the commission rates identified above). However, subscribers may be responsible for any connectivity fees or other costs they incur in accessing the LeveL ATS (i.e., fees not charged by Luminex).

financial_condition_summary

Luminex's base execution rate is 50 mills ($0.005) per executed share. In rare instances, Luminex may charge a higher rate for Subscribers whose connectivity fees that Luminex pays are higher than most other Subscribers. Similarly, in rare instances, Luminex may charge a lower rate for Subscribers whose connectivity fees that Luminex pays are lower than most other Subscribers. Nearly all active Subscribers (those who regularly submit orders or trading interest to the ATS) pay the base execution rate. The lowest rate for any Subscriber is 25 mills ($0.0025) per executed share. The highest rate for any Subscriber is 150 mills ($0.015) per executed share. Certain non-U.S. Subscribers pay commissions in "basis points," ranging from a low of one basis point to a high of two basis points. Each basis point equates to one hundredth of one percent of the notional value of the transaction. Depending on the provider, Luminex may "pass through" certain fees that it is charged by certain OMS and EMS entities. These pass-through fees are fully disclosed to the applicable Subscribers and range from a high of 15 mills ($0.0015) to a low of zero mills per executed share. In some cases, Subscribers may elect to pay a rate higher than the base execution rate, and they can also apply additional commission as part of a Commission Sharing Arrangement ("CSA") in conformance with Section 28(e) of the Securities Exchange Act of 1934. This amount above the base commission rate to be attributed to the CSA program is determined solely by the Subscriber, pursuant to a written agreement with Luminex.

financial_condition_summary

Luminex's base execution rate is 50 mills ($0.005) per executed share. In rare instances, Luminex may charge a higher rate for Subscribers whose connectivity fees that Luminex pays are higher than most other Subscribers. Similarly, in rare instances, Luminex may charge a lower rate for Subscribers whose connectivity fees that Luminex pays are lower than most other Subscribers. Nearly all active Subscribers (those who regularly submit orders or trading interest to the ATS) pay the base execution rate. The lowest rate for any Subscriber is 25 mills. The highest rate for any Subscriber is 100 mills (one penny per executed share). Certain non-U.S. Subscribers pay commissions in "basis points," ranging from a low of one basis point to a high of two basis points. Each basis point equates to one hundredth of one percent of the notional value of the transaction. Depending on the provider, Luminex may "pass through" certain fees that it is charged by certain OMS and EMS entities. These pass-through fees are fully disclosed to the applicable Subscribers and range from a high of 15 mills to a low of zero mills. In some cases, Subscribers may elect to pay a rate higher than the base execution rate, and they can also apply additional commission as part of a Commission Sharing Arrangement ("CSA") in conformance with Section 28(e) of the Securities Exchange Act of 1934. This amount above the base commission rate to be attributed to the CSA program is determined solely by the Subscriber, pursuant to a written agreement with Luminex.

financial_condition_summary

Luminex's base execution rate is 50 mills ($0.005) per executed share. In rare instances, Luminex may charge a higher rate for Subscribers whose connectivity fees that Luminex pays are higher than most other Subscribers. Similarly, in rare instances, Luminex may charge a lower rate for Subscribers whose connectivity fees that Luminex pays are lower than most other Subscribers. Nearly all active Subscribers (those who regularly submit orders or trading interest to the ATS) pay the base execution rate. The lowest rate for any Subscriber is 25 mills ($0.0025) per executed share. The highest rate for any Subscriber is 150 mills ($0.015) per executed share. Certain Subscribers pay commissions in "basis points," ranging from a low of one (1) basis point to a high of five (5) basis points. Each basis point equates to one hundredth of one percent of the notional value of the transaction. Depending on the provider, Luminex may "pass through" certain fees that it is charged by certain service bureau routers or OMS and EMS entities. These pass-through fees are fully disclosed to the applicable Subscribers and typically range from a high of 15 mills ($0.0015) to a low of zero mills per executed share. In certain instances, these vendors may charge Luminex more than 15 mills and thus a pass through fee charged to a Subscriber that uses that router, OMS, or EMS may exceed 15 mills. In some cases, Subscribers may elect to pay a rate higher than the base execution rate, and they can also apply additional commission as part of a Commission Sharing Arrangement ("CSA") in conformance with Section 28(e) of the Securities Exchange Act of 1934. This amount above the base commission rate to be attributed to the CSA program is determined solely by the Subscriber, pursuant to a written agreement with Luminex.

financial_condition_summary

Luminex's base execution rate is 50 mills ($0.005) per executed share. Nearly all active Subscribers (those who regularly submit orders or trading interest to the ATS) pay the base execution rate, although execution rates are negotiated between Luminex and the relevant Subscriber and may be impacted by a number of factors, including connectivity or integration costs and the type of order flow from the particular Subscriber (i.e., Subscribers with more automated or electronic order flow and/or lower connectivity costs may pay a lower rate than Subscribers with less automated order flow or higher connectivity costs). The lowest rate for any Subscriber is 25 mills ($0.0025) per executed share. The highest rate for any Subscriber is 160 mills ($0.016) per executed share. Certain Subscribers pay commissions in "basis points," ranging from a low of one (1) basis point to a high of four (4) basis points. Each basis point equates to one hundredth of one percent of the notional value of the transaction. Depending on the provider, Luminex may "pass through" certain fees that it is charged by certain service bureau routers or OMS and EMS entities. These pass-through fees are fully disclosed to the applicable Subscribers and typically range from a high of 15 mills ($0.0015) to a low of zero mills per executed share. In certain instances, these vendors may charge Luminex more than 15 mills and thus a pass through fee charged to a Subscriber that uses that router, OMS, or EMS may exceed 15 mills. In some cases, Subscribers may elect to pay a rate higher than the base execution rate, and they can also apply additional commission as part of a Commission Sharing Arrangement ("CSA") in conformance with Section 28(e) of the Securities Exchange Act of 1934. This amount above the base commission rate to be attributed to the CSA program is determined solely by the Subscriber, pursuant to a written agreement with Luminex. The fees paid by Luminex ATS Subscribers for orders executed via LeveLUp, as described in Part III Item 7(a), will be the same that such Subscribers pay for executions on the Luminex ATS. Luminex will pay a fee of 5 mills per executed share to the LeveL ATS for facilitating transactions involving orders routed to it via LeveLUp.

financial_condition_summary

Luminex's base execution rate is 50 mills ($0.005) per executed share. In rare instances, Luminex may charge a higher rate for Subscribers whose connectivity fees that Luminex pays are higher than most other Subscribers. Similarly, in rare instances, Luminex may charge a lower rate for Subscribers whose connectivity fees that Luminex pays are lower than most other Subscribers. Nearly all active Subscribers (those who regularly submit orders or trading interest to the ATS) pay the base execution rate. The lowest rate for any Subscriber is 25 mills ($0.0025) per executed share. The highest rate for any Subscriber is 150 mills ($0.015) per executed share. Certain Subscribers pay commissions in "basis points," ranging from a low of one (1) basis point to a high of five (5) basis points. Each basis point equates to one hundredth of one percent of the notional value of the transaction. Depending on the provider, Luminex may "pass through" certain fees that it is charged by certain service bureau routers or OMS and EMS entities. These pass-through fees are fully disclosed to the applicable Subscribers and typically range from a high of 15 mills ($0.0015) to a low of zero mills per executed share. In certain instances, these vendors may charge Luminex more than 15 mills and thus a pass through fee charged to a Subscriber that uses that router, OMS, or EMS may exceed 15 mills. In some cases, Subscribers may elect to pay a rate higher than the base execution rate, and they can also apply additional commission as part of a Commission Sharing Arrangement ("CSA") in conformance with Section 28(e) of the Securities Exchange Act of 1934. This amount above the base commission rate to be attributed to the CSA program is determined solely by the Subscriber, pursuant to a written agreement with Luminex. The fees paid by Luminex ATS Subscribers for orders executed via LeveLUp, as described in Part III Item 7(a), will be the same that such Subscribers pay for executions on the Luminex ATS. Luminex will pay a fee of 5 mills per executed share to the LeveL ATS for facilitating transactions involving orders routed to it via LeveLUp.

financial_condition_summary

Luminex's base execution rate is 50 mills ($0.005) per executed share. In rare instances, Luminex may charge a higher rate for Subscribers whose connectivity fees that Luminex pays are higher than most other Subscribers. Similarly, in rare instances, Luminex may charge a lower rate for Subscribers whose connectivity fees that Luminex pays are lower than most other Subscribers. Nearly all active Subscribers (those who regularly submit orders or trading interest to the ATS) pay the base execution rate. The lowest rate for any Subscriber is 25 mills ($0.0025) per executed share. The highest rate for any Subscriber is 150 mills ($0.015) per executed share. Certain non-U.S. Subscribers pay commissions in "basis points," ranging from a low of one (1) basis point to a high of four (4) basis points. Each basis point equates to one hundredth of one percent of the notional value of the transaction. Depending on the provider, Luminex may "pass through" certain fees that it is charged by certain OMS and EMS entities. These pass-through fees are fully disclosed to the applicable Subscribers and range from a high of 15 mills ($0.0015) to a low of zero mills per executed share. In some cases, Subscribers may elect to pay a rate higher than the base execution rate, and they can also apply additional commission as part of a Commission Sharing Arrangement ("CSA") in conformance with Section 28(e) of the Securities Exchange Act of 1934. This amount above the base commission rate to be attributed to the CSA program is determined solely by the Subscriber, pursuant to a written agreement with Luminex.

conflict_description

FMR Sakura Holdings LLC ("FMR Sakura") owns a minority stake in Titan Parent Company, LLC ("Titan"). Luminex Trading & Analytics LLC ("Luminex" or the "Firm") is a wholly owned subsidiary of Titan and is the only operating subsidiary of Titan. Fidelity Global Brokerage Group, Inc. ("FGBG") owns a separate, smaller stake in Titan. FMR Sakura and FGBG are wholly owned subsidiaries of FMR LLC, which operates a number of businesses under the trade name Fidelity Investments ("Fidelity"). By virtue of FMR Sakura's and FGBG's stakes in Titan, both FMR Sakura and FGBG are indirect affiliates of Luminex. Fidelity's asset management entity - Fidelity Management & Research Company ("FMR Co.") - is a Subscriber to the Luminex ATS ( the "Luminex ATS" or the "System"). In that regard, FMR Co. enters trading interest and orders and executes transactions on the System and has no special access to or privileges in the System beyond what any other Luminex ATS Subscriber can have. FMR Co. is not a broker-dealer and does not have an MPID. The orders and trading interest entered by FMR Co. into the System are in an agency capacity.

conflict_description

FMR Sakura Holdings LLC ("FMR Sakura") owns a majority stake in Luminex Trading & Analytics LLC ("Luminex" or the "Firm"). FMR Sakura is a wholly owned subsidiary of FMR LLC, which operates a number of businesses under the trade name Fidelity Investments ("Fidelity"). Fidelity's asset management entity - Fidelity Management & Research Company ("FMR Co.") - is a Subscriber to the Luminex ATS ( the "ATS" or the "System"). In that regard, FMR Co. enters trading interest and orders and executes transactions on the System and has no special access to or privileges in the System beyond what any other Luminex Subscriber can have. FMR Co. is not a broker-dealer and does not have an MPID. The orders and trading interest entered by FMR Co. into the System are in an agency capacity.

conflict_description

FMR Sakura Holdings, Inc. ("FMR Sakura") owns a minority stake in Titan Parent Company, LLC ("Titan"). Luminex Trading & Analytics LLC ("Luminex" or the "Firm") is a wholly owned subsidiary of Titan and is the only operating subsidiary of Titan. Fidelity Global Brokerage Group, Inc. ("FGBG") owns a separate, smaller stake in Titan. FMR Sakura and FGBG are wholly owned subsidiaries of FMR LLC, which operates a number of businesses under the trade name Fidelity Investments ("Fidelity"). By virtue of FMR Sakura's and FGBG's stakes in Titan, both FMR Sakura and FGBG are indirect affiliates of Luminex. Fidelity's National Financial Services LLC ("NFSC" - a registered broker-dealer) may enter orders or trading interest to the ATS on an agency or principal basis.

compliance_officer

Luminex's sole brokerage business is the operation of the LeveL and Luminex ATSs. Access to the LeveL ATS systems is controlled by user credentials, passwords, and security certificates assigned by Luminex staff. Access to individual parts of the LeveL ATS trading systems (e.g., to subscriber confidential trading information) is permissioned at the user level. The only employees of Luminex with the ability to view open order interest in the LeveL ATS are certain members of Luminex's Technology and Operations Personnel that support the LeveL ATS. Luminex Technology and Operations Personnel that support both the LeveL ATS and the Luminex ATS are located in Luminex's Charleston, SC office. All other Luminex personnel that support the Level ATS are located in Luminex's Boston, MA offices. Luminex's Boston, MA and Charleston, SC offices require keycard access for entry. Luminex may grant access to proprietary or confidential information within the LeveL ATS after ensuring an employee or contractor has, where appropriate, undergone a background check and signed non-disclosure and confidentiality agreements. Luminex's CCO reviews all requests for access to ensure that the requested access is appropriate given the individual's anticipated responsibilities at Luminex. Luminex policy prohibits personnel with access to subscriber confidential trading information from sharing such information with personnel not authorized to receive such information and from otherwise using such information for any purpose other than supporting the operation of the LeveL ATS or its compliance with applicable rules and regulations. Specifically, Technology and Operations Personnel as well as Legal and Compliance staff are prohibited from using confidential trading information from the LeveL ATS in any way relating to their support and operations of the Luminex ATS. Luminex policy prohibits Technology and Operations Personnel and Legal and Compliance staff from sharing LeveL ATS subscriber confidential trading information with other Luminex personnel or Nasdaq personnel. Luminex's network configuration utilizes Access Control Lists to limit access from a specific source IP to a specific destination IP. The LeveL ATS servers are kept in a secure data center located in New Jersey which restricts access to essential authorized personnel. Authorized personnel must identify themselves with a government issued Photo ID. While subscriber confidential trading information is not encrypted within the secured LeveL ATS systems, such information is encrypted when exported to third-parties (e.g., for clearance and settlement). Upon request, Luminex will provide subscribers with contra-party execution reports relating to the subscriber's own activity in the LeveL ATS and the categorization of its contra-parties. These reports are provided on a two-week delayed basis (i.e., no execution noted in any such report will have occurred within the two weeks prior to the report date). Subscribers may also request that the FIX messages disseminated to the subscriber in connection with each execution in the LeveL ATS identify, as applicable, (i) whether the subscriber's order was deemed to provide or remove liquidity, (ii) whether the subscriber executed against itself, (iii) whether the subscriber executed against a third-party (rather than against itself), and (iv) whether the subscriber's Firm Order executed against a Firm-Up Order. Additionally, Luminex makes certain aggregated monthly order and execution statistics available on its website. Subscribers may not opt-out from having their information included in these reports. EMPLOYEE TRADING: All Luminex employees, including but not limited to the Technology and Operations Personnel and the Legal and Compliance staff who support both the LeveL ATS and the Luminex ATS, are subject to trading restrictions to ensure that such persons' trading activities do not conflict with the interests of LeveL ATS and Luminex ATS subscribers. Luminex does not have any individual or retail customer accounts, including employee accounts. As such, Luminex employee trading accounts must be opened and maintained at other broker-dealers, upon approval by the Luminex Chief Compliance Officer (CCO). Luminex employees are required to disclose to Compliance all outside brokerage accounts, and duplicate trade confirmations and account statements are required to be provided to Compliance for all Luminex employee-related accounts held outside the Firm. Luminex Compliance reviews all employee trade confirmations and account statements received for indications of potential misuse of subscriber confidential trading information. Certain trading restrictions, such as Compliance pre-approvals and mandatory hold periods, are in place for less liquid securities (generally, non-large cap securities). Exceptions to these restrictions must be approved in advance by Compliance, and the approval and hold period requirements do not apply to employee accounts which are managed by an advisor (human or automated) that has full investment discretion while the employee has none. Luminex employees must also comply with other trading-related Firm policies such as, but not limited to, its Insider Trading policy. AFFILIATION WITH NASDAQ: Nasdaq owns a minority interest in Luminex's parent company, Titan. Luminex and Nasdaq each have information barriers, controls and related policies that prohibit the sharing of non-public confidential trading information between Luminex and the Nasdaq Entities (including, for clarity, the sharing of LeveL ATS subscriber confidential trading information with any Nasdaq Entity, and the sharing of any non-public trading information of any Nasdaq Securities Exchange with Luminex). Further, Luminex personnel and Nasdaq Personnel are subject to policies and procedures that are designed to preserve the independent governance and operation of the LeveL ATS and the Nasdaq Securities Exchanges. The Nasdaq Securities Exchanges and the LeveL ATS utilize wholly separate technology and systems. Nasdaq personnel do not have access to the LeveL ATS systems, and Luminex personnel do not have access to the systems used in connection with the operation of the Nasdaq Securities Exchanges. Luminex does not share any office space with any Nasdaq entity. Luminex policies and procedures treat Nasdaq Personnel in the same manner as personnel of any unaffiliated third-party. Accordingly, Nasdaq Personnel are restricted from accessing Luminex premises and systems, and from obtaining order, execution and other system data relating to Luminex's operations.

compliance_officer

Luminex deems client-specific trading interest, order, and trade data to be "Confidential Trading Information" in the context of this question. Pursuant to SEC Rule 301(b)(10) and other regulatory requirements, Luminex has critical physical and logical access controls to reasonably ensure that access to Confidential Trading Information of Subscribers is appropriately restricted to only those who need such access to support the System. The controls and related restrictions apply both to Luminex employees and those of FTG that support the System (collectively, "System support staff"). With respect to physical access controls, Luminex offices are locked at all times and are inaccessible to the public at all times. Access to Luminex office space is permitted for Luminex employees, a limited number of FTG employees who support the System, and a limited number of building management, building security, and other related staff. Physical access is controlled via enabled swipe cards, which must be approved by the Luminex Chief Information Security Officer (CISO) or an approved delegate. The Luminex CISO regularly reviews reports to determine who accessed Luminex space to ensure that the documented access to Luminex office space was limited to authorized individuals and also regularly reviews the list of persons authorized to have access to the Firm's office space in order to reasonably ensure that only appropriate persons have access to the Firm's office space. Data centers that support the System are also equipped with multiple levels of security in order to reasonably ensure that access is limited to appropriately authorized individuals. It is important to note that even though a person may have physical access to Luminex office space, access to Confidential Trading Information is strictly controlled through the processes described immediately below. Luminex uses a privileged access system as an access control with respect to Luminex systems, applications, and accounts and any Confidential Trading Information contained therein. The privileged access system is managed on the Firm's behalf by its information security vendor, DXC Technology ("DXC"). DXC enables and disables accounts for applicable System support staff solely based upon instruction from the Luminex CISO or approved delegate. In addition, even those granted access can only access the information needed to perform their specific job functions. Access and entitlements are generally assigned to particular access groups, and thus access to Confidential Trading Information is limited to those groups that perform support functions that require access to systems that may contain Subscriber Confidential Trading Information. Please see Part II Item 7(d). Those not in such groups do not have access to Confidential Trading Information. Luminex performs a semi-annual review of all System support staff with access to systems containing Confidential Trading Information to ensure that access to systems that may contain Subscriber Confidential Trading Information is strictly limited to only those System support staff who need it in order to perform their job functions. These controls over access to Confidential Trading Information are reviewed on an annual basis as part of the Firm's Service Organization Controls ("SOC") 1 attestation audit that is conducted by an independent service auditor in an effort to ensure that these safeguards are followed. DXC also performs regular vulnerability scanning and penetration testing assessments as part of the Firm's efforts to appropriately safeguard client Confidential Trading Information. Among other protections, the Firm employs firewall and intrusion prevention and detection systems to further protect such Confidential Trading Information. Luminex also utilizes several data loss prevention measures in an effort to reasonably ensure that Confidential Trading Information is not inappropriately taken from Luminex systems. These measures include the blocking of Luminex employee access to on-line file sharing sites (including, but not limited to, Dropbox and other similar sites) and the disabling of write capabilities of USB drives on Luminex PCs and laptops so that Confidential Trading Information may not be copied onto portable storage devices. The Luminex CISO may permit the temporary availability of a file sharing site to enable Luminex operations staff to provide a specific Subscriber with application-related files, after which the file sharing site is once again blocked from availability. The Firm blocks access to social media sites from web browsers on Firm PCs and laptops, and the Firm also blocks access to internet-based webmail programs. In addition, Luminex captures and monitors all employee electronic communications through Firm accounts to reasonably ensure that employees are not inappropriately transmitting Confidential Trading Information outside of the Firm via email, text message, or other means of Firm-provided electronic communication. Electronic communications via Firm accounts are regularly reviewed by Compliance and management to ensure compliance with Firm policies. Firm employees are regularly trained on appropriate treatment of Confidential Trading Information, and related policies and procedures are also contained in the Firm's Written Supervisory Procedures document, which is required to be read and attested to by all Firm employees twice annually. There are confidentiality provisions within the written support agreement between Luminex and NFS that require those NFS (FTG) employees to safeguard any System information that they may have access to as part of supporting the System. In addition, all System support staff are subject to trading restrictions to ensure that such persons' trading activities do not conflict with the interests of System Subscribers. Luminex does not have any individual or retail customer accounts, including employee accounts. As such, Luminex employee trading accounts must be opened and maintained at other broker-dealers, upon approval by the Luminex Chief Compliance Officer (CCO). Luminex employees are required to disclose to Compliance all outside brokerage accounts, and duplicate trade confirmations and account statements are required to be provided to Compliance for all Luminex employee-related accounts held outside the Firm. Except as described below, System support staff with access to Confidential Trading Information are prohibited from purchasing any individual (non-ETF) NMS equity securities and options linked to individual NMS equity securities, regardless of whether there are pending or recent orders or trades in those securities in the System. (Trading of ETFs is permitted under the Firm's employee trading policy.) Sales of individual (non-ETF) NMS equity securities, for those System support staff who had preexisting positions prior to joining the Firm or beginning to support the System, are permitted with the advance permission of the Luminex CCO. The Luminex CCO will review the intended sale transaction versus the System's current and recent order and trade activity in the particular security. If the security that the System support staff person wishes to sell is either currently active in the System or has recently traded in the System, approval for the proposed trade will be denied. There are exceptions to these prohibitions if the System support staff person's accounts are managed by an advisor (human or automated) that has full investment discretion while the System support staff person has none. Whether the account is managed by the employee or by an outside advisor, Luminex employees must still disclose such accounts to Compliance and provide duplicate copies of account statements and trade confirmations to Compliance. Luminex employees must also comply with other trading-related Firm policies such as, but not limited to, its Insider Trading policy. FTG employees that support Luminex and have access to Luminex Confidential Trading Information must comply with the Luminex employee trading restrictions, in addition to any trading policies of their employer. Luminex Compliance does not receive or review duplicate copies of account statements or trade confirmations with respect to FTG employee accounts, but Compliance by FTG employees with the Luminex trading policies is monitored by Fidelity Compliance in cooperation with the Luminex CCO.

compliance_officer

Luminex deems client-specific trading interest, order, and trade data to be "Confidential Trading Information" in the context of this question. Pursuant to SEC Rule 301(b)(10) and other regulatory requirements, Luminex has critical physical and logical access controls to reasonably ensure that access to Confidential Trading Information of Subscribers is appropriately restricted to only those who need such access to support the System. The controls and related restrictions apply both to Luminex employees and those of eBX that support the System (collectively, "System support staff"). With respect to physical access controls, Luminex offices are locked at all times and are inaccessible to the public at all times. Access to Luminex office space is permitted for Luminex employees and a limited number of building management, building security, and other related staff. Physical access is controlled via enabled swipe cards, which must be approved by the Luminex Chief Information Security Officer (CISO) or an approved delegate. The Luminex CISO regularly reviews reports to determine who accessed Luminex space to ensure that the documented access to Luminex office space was limited to authorized individuals and also regularly reviews the list of persons authorized to have access to the Firm's office space in order to reasonably ensure that only appropriate persons have access to the Firm's office space. The data center that supports the System is also equipped with multiple levels of security in order to reasonably ensure that access is limited to appropriately authorized individuals. It is important to note that even though a person may have physical access to Luminex office space, access to Confidential Trading Information is strictly controlled through the processes described immediately below. Luminex uses a privileged access system as an access control with respect to Luminex systems, applications, and accounts and any Confidential Trading Information contained therein. The privileged access system is managed on the Firm's behalf by its information security vendor, Options-IT (formerly Fixnetix Ltd.). Options-IT enables and disables accounts for applicable System support staff solely based upon instruction from the Luminex CISO or approved delegate. In addition, even those granted access can only access the information needed to perform their specific job functions. Access and entitlements are generally assigned to particular access groups, and thus access to Confidential Trading Information is limited to those groups that perform support functions that require access to systems that may contain Subscriber Confidential Trading Information. Please see Part II Item 7(d). Those not in such groups do not have access to Confidential Trading Information. Luminex performs a periodic review of all System support staff with access to systems containing Confidential Trading Information to ensure that access to systems that may contain Subscriber Confidential Trading Information is strictly limited to only those System support staff who need it in order to perform their job functions. Luminex has also engaged Options-IT to perform regular vulnerability scanning and penetration testing assessments as part of the Firm's efforts to appropriately safeguard client Confidential Trading Information. Among other protections, the Firm employs firewall and intrusion prevention and detection systems to further protect such Confidential Trading Information. Luminex also utilizes several data loss prevention measures in an effort to reasonably ensure that Confidential Trading Information is not inappropriately taken from Luminex systems. These measures include the blocking of Luminex employee access to on-line file sharing sites (including, but not limited to, Dropbox and other similar sites) and the disabling of write capabilities of USB drives on Luminex PCs and laptops so that Confidential Trading Information may not be copied onto portable storage devices. The Luminex CISO may permit the temporary availability of a file sharing site to enable Luminex operations staff to provide a specific Subscriber with application-related files, after which the file sharing site is once again blocked from availability. The Firm blocks access to social media sites from web browsers on Firm PCs and laptops, and the Firm also blocks access to internet-based webmail programs. In addition, Luminex captures and monitors all employee electronic communications through Firm accounts to reasonably ensure that employees are not inappropriately transmitting Confidential Trading Information outside of the Firm via email, text message, or other means of Firm-provided electronic communication. Electronic communications via Firm accounts are regularly reviewed by Compliance and management to ensure compliance with Firm policies. Firm employees are regularly trained on appropriate treatment of Confidential Trading Information, and related policies and procedures are also contained in the Firm's Written Supervisory Procedures document, which is required to be read and attested to by all Firm employees twice annually. There are confidentiality provisions within the written support agreements between Luminex and eBX that require those eBX employees to safeguard any System information that they may have access to as part of supporting the System. In addition, all System support staff are subject to trading restrictions to ensure that such persons' trading activities do not conflict with the interests of System Subscribers. Luminex does not have any individual or retail customer accounts, including employee accounts. As such, Luminex employee trading accounts must be opened and maintained at other broker-dealers, upon approval by the Luminex Chief Compliance Officer (CCO). Luminex employees are required to disclose to Compliance all outside brokerage accounts, and duplicate trade confirmations and account statements are required to be provided to Compliance for all Luminex employee-related accounts held outside the Firm. Except as described below, System support staff from Luminex with access to Confidential Trading Information are prohibited from purchasing any individual (non-ETF) NMS equity securities and options linked to individual NMS equity securities, regardless of whether there are pending or recent orders or trades in those securities in the System. (Trading of ETFs is permitted under the Firm's employee trading policy.) Sales of individual (non-ETF) NMS equity securities, for those System support staff from Luminex who had preexisting positions prior to joining the Firm or beginning to support the System, are permitted with the advance permission of the Luminex CCO. The Luminex CCO will review the intended sale transaction versus the System's current and recent order and trade activity in the particular security. If the security that the System support staff person wishes to sell is either currently active in the System or has recently traded in the System, approval for the proposed trade will be denied. There are exceptions to these prohibitions if the System support staff person's accounts are managed by an advisor (human or automated) that has full investment discretion while the System support staff person has none. Whether the account is managed by the employee or by an outside advisor, Luminex employees must still disclose such accounts to Compliance and provide duplicate copies of account statements and trade confirmations to Compliance. Luminex employees must also comply with other trading-related Firm policies such as, but not limited to, its Insider Trading policy. System support staff from eBX are subject to and bound by eBX corporate policies that govern the handling of confidential information and policies that prohibit employees from placing trades based on nonpublic information. Any trading activity by System support staff from eBX is reviewed by that firm's Chief Compliance Officer to reasonably ensure compliance with eBX policies. In addition, duplicate trading confirmations and account statements from the eBX support staff who have access to System confidential trading information are provided to and reviewed by the Luminex CCO to reasonably ensure that any trading does not appear to be related to or based upon Luminex Confidential Trading Information.

compliance_officer

Luminex deems client-specific trading interest, order, and trade data to be "Confidential Trading Information" in the context of this question. Pursuant to SEC Rule 301(b)(10) and other regulatory requirements, Luminex has critical physical and logical access controls to reasonably ensure that access to Confidential Trading Information of Subscribers is appropriately restricted to only those who need such access to support the System. The controls and related restrictions apply both to Luminex employees and those of FTG and eBX that support the System (collectively, "System support staff"). With respect to physical access controls, Luminex offices are locked at all times and are inaccessible to the public at all times. Access to Luminex office space is permitted for Luminex employees, a limited number of FTG employees who support the System, and a limited number of building management, building security, and other related staff. Physical access is controlled via enabled swipe cards, which must be approved by the Luminex Chief Information Security Officer (CISO) or an approved delegate. The Luminex CISO regularly reviews reports to determine who accessed Luminex space to ensure that the documented access to Luminex office space was limited to authorized individuals and also regularly reviews the list of persons authorized to have access to the Firm's office space in order to reasonably ensure that only appropriate persons have access to the Firm's office space. The data center that supports the System is also equipped with multiple levels of security in order to reasonably ensure that access is limited to appropriately authorized individuals. It is important to note that even though a person may have physical access to Luminex office space, access to Confidential Trading Information is strictly controlled through the processes described immediately below. Luminex uses a privileged access system as an access control with respect to Luminex systems, applications, and accounts and any Confidential Trading Information contained therein. The privileged access system is managed on the Firm's behalf by its information security vendor, Fixnetix Ltd. ("Fixnetix"). Fixnetix enables and disables accounts for applicable System support staff solely based upon instruction from the Luminex CISO or approved delegate. In addition, even those granted access can only access the information needed to perform their specific job functions. Access and entitlements are generally assigned to particular access groups, and thus access to Confidential Trading Information is limited to those groups that perform support functions that require access to systems that may contain Subscriber Confidential Trading Information. Please see Part II Item 7(d). Those not in such groups do not have access to Confidential Trading Information. Luminex performs a semi-annual review of all System support staff with access to systems containing Confidential Trading Information to ensure that access to systems that may contain Subscriber Confidential Trading Information is strictly limited to only those System support staff who need it in order to perform their job functions. These controls over access to Confidential Trading Information are reviewed on an annual basis as part of the Firm's Service Organization Controls ("SOC") 1 attestation audit that is conducted by an independent service auditor in an effort to ensure that these safeguards are followed. Luminex has also engaged Fixnetix to perform regular vulnerability scanning and penetration testing assessments as part of the Firm's efforts to appropriately safeguard client Confidential Trading Information. Among other protections, the Firm employs firewall and intrusion prevention and detection systems to further protect such Confidential Trading Information. Luminex also utilizes several data loss prevention measures in an effort to reasonably ensure that Confidential Trading Information is not inappropriately taken from Luminex systems. These measures include the blocking of Luminex employee access to on-line file sharing sites (including, but not limited to, Dropbox and other similar sites) and the disabling of write capabilities of USB drives on Luminex PCs and laptops so that Confidential Trading Information may not be copied onto portable storage devices. The Luminex CISO may permit the temporary availability of a file sharing site to enable Luminex operations staff to provide a specific Subscriber with application-related files, after which the file sharing site is once again blocked from availability. The Firm blocks access to social media sites from web browsers on Firm PCs and laptops, and the Firm also blocks access to internet-based webmail programs. In addition, Luminex captures and monitors all employee electronic communications through Firm accounts to reasonably ensure that employees are not inappropriately transmitting Confidential Trading Information outside of the Firm via email, text message, or other means of Firm-provided electronic communication. Electronic communications via Firm accounts are regularly reviewed by Compliance and management to ensure compliance with Firm policies. Firm employees are regularly trained on appropriate treatment of Confidential Trading Information, and related policies and procedures are also contained in the Firm's Written Supervisory Procedures document, which is required to be read and attested to by all Firm employees twice annually. There are confidentiality provisions within the written support agreements between Luminex and eBX and NFS that require those eBX and NFS (FTG) employees, respectively, to safeguard any System information that they may have access to as part of supporting the System. In addition, all System support staff are subject to trading restrictions to ensure that such persons' trading activities do not conflict with the interests of System Subscribers. Luminex does not have any individual or retail customer accounts, including employee accounts. As such, Luminex employee trading accounts must be opened and maintained at other broker-dealers, upon approval by the Luminex Chief Compliance Officer (CCO). Luminex employees are required to disclose to Compliance all outside brokerage accounts, and duplicate trade confirmations and account statements are required to be provided to Compliance for all Luminex employee-related accounts held outside the Firm. Except as described below, System support staff from Luminex and FTG with access to Confidential Trading Information are prohibited from purchasing any individual (non-ETF) NMS equity securities and options linked to individual NMS equity securities, regardless of whether there are pending or recent orders or trades in those securities in the System. (Trading of ETFs is permitted under the Firm's employee trading policy.) Sales of individual (non-ETF) NMS equity securities, for those System support staff from Luminex or FTG who had preexisting positions prior to joining the Firm or beginning to support the System, are permitted with the advance permission of the Luminex CCO. The Luminex CCO will review the intended sale transaction versus the System's current and recent order and trade activity in the particular security. If the security that the System support staff person wishes to sell is either currently active in the System or has recently traded in the System, approval for the proposed trade will be denied. There are exceptions to these prohibitions if the System support staff person's accounts are managed by an advisor (human or automated) that has full investment discretion while the System support staff person has none. Whether the account is managed by the employee or by an outside advisor, Luminex employees must still disclose such accounts to Compliance and provide duplicate copies of account statements and trade confirmations to Compliance. Luminex employees must also comply with other trading-related Firm policies such as, but not limited to, its Insider Trading policy. FTG employees that support Luminex and have access to Luminex Confidential Trading Information must comply with the Luminex employee trading restrictions, in addition to any trading policies of their employer. Luminex Compliance does not receive or review duplicate copies of account statements or trade confirmations with respect to FTG employee accounts, but Compliance by FTG employees with the Luminex trading policies is monitored by Fidelity Compliance in cooperation with the Luminex CCO. System support staff from eBX are subject to and bound by eBX corporate policies that govern the handling of confidential information and policies that prohibit employees from placing trades based on nonpublic information. Any trading activity by System support staff from eBX is reviewed by that firm's Chief Compliance Officer to reasonably ensure compliance with eBX policies. In addition, duplicate trading confirmations and account statements from the eBX support staff who have access to System confidential trading information are provided to and reviewed by the Luminex CCO to reasonably ensure that any trading does not appear to be related to or based upon Luminex Confidential Trading Information.

compliance_officer

Luminex deems client-specific trading interest, order, and trade data to be "Confidential Trading Information" in the context of this question. Pursuant to SEC Rule 301(b)(10) and other regulatory requirements, Luminex has critical physical and logical access controls to reasonably ensure that access to Confidential Trading Information of Subscribers is appropriately restricted to only those who need such access to support the System. The controls and related restrictions apply to Luminex or Titan employees that support the System (collectively, "Technology and Operations Personnel"). With respect to physical access controls, Luminex offices are locked at all times and are inaccessible to the public at all times. Luminex maintains three offices: its corporate headquarters (the "Main Office") in Boston, Massachusetts which houses certain Luminex management and staff that support the LeveL ATS; a second Boston office (the "Luminex ATS office") which houses certain other Luminex management and staff that support the Luminex ATS; and, an office in Charleston, South Carolina (the "Charleston office") that houses Luminex employees in technical roles, including Technology and Operations Personnel that support both the Luminex ATS and the LeveL ATS. Access to the Luminex office spaces is permitted for Luminex employees and a limited number of building management, building security, and other related staff. While Luminex management may have access to enter any Luminex office, Luminex employees that only support the Luminex ATS do not have access to the Main Office or the Charleston office. Similarly, Luminex employees that only support the LeveL ATS do not have access to the Luminex ATS office where Luminex ATS-supporting employees work. Physical access is controlled via enabled swipe cards, which must be approved by the Luminex Chief Information Security Officer (CISO) or an approved delegate. The Luminex CISO regularly reviews reports to determine who accessed Luminex space to ensure that the documented access to Luminex office space was limited to authorized individuals and also regularly reviews the list of persons authorized to have access to the Firm's office space in order to reasonably ensure that only appropriate persons have access to the Firm's office space. The data center that supports the System is also equipped with multiple levels of security in order to reasonably ensure that access is limited to appropriately authorized individuals. It is important to note that even though a person may have physical access to Luminex office space, access to Confidential Trading Information is strictly controlled through the processes described immediately below. Luminex uses a privileged access system as an access control with respect to Luminex systems, applications, and accounts and any Confidential Trading Information contained therein. Such information with respect to the Luminex ATS is maintained on separate servers and in separate databases from such information with respect to the LeveL ATS. The privileged access system for the Luminex ATS is managed on the Firm's behalf by its information security vendor, Options-IT (formerly Fixnetix Ltd.). Please see the Form ATS-N for the LeveL ATS for a description of the applicable controls and procedures for that system. Options-IT enables and disables accounts for applicable Technology and Operations Personnel solely based upon instruction from the Luminex CISO or approved delegate. In addition, even those granted access can only access the information needed to perform their specific job functions. Access and entitlements are generally assigned to particular access groups, and thus access to Confidential Trading Information is limited to those groups that perform support functions that require access to systems that may contain Subscriber Confidential Trading Information. Please see Part II Item 7(d). Those not in such groups do not have access to Confidential Trading Information. Luminex performs a periodic review of all Technology and Operations Personnel with access to systems containing Confidential Trading Information to ensure that access to systems that may contain Subscriber Confidential Trading Information is strictly limited to only those Technology and Operations Personnel who need it in order to perform their job functions. As described in Part II Item 6(a), certain Technology and Operations Personnel have access to Confidential Trading Information for both the Luminex ATS and the LeveL ATS. Luminex policy prohibits personnel with access to Subscriber Confidential Trading Information from sharing such information with personnel not authorized to receive such information and from otherwise using such information for any purpose other than supporting the operations of the Luminex ATS or its compliance with applicable rules and regulations. Specifically, Technology and Operations Personnel as well as Legal and Compliance staff are prohibited from using confidential trading information from the Luminex ATS in any way relating to their support and operations of the LeveL ATS. Luminex policy prohibits Technology and Operations Personnel and Legal and Compliance staff from sharing Luminex ATS Subscriber Confidential Trading Information with other Luminex personnel or Nasdaq Personnel. Luminex has engaged its cybersecurity vendor, Options-IT, to perform regular vulnerability scanning and penetration testing assessments as part of the Firm's efforts to appropriately safeguard client Confidential Trading Information on the Luminex ATS. Among other protections, the Firm employs firewall and intrusion prevention and detection systems to further protect such Confidential Trading Information. Luminex also utilizes several data loss prevention measures in an effort to reasonably ensure that Confidential Trading Information is not inappropriately taken from Luminex systems. These measures include the blocking of Luminex employee access to on-line file sharing sites (including, but not limited to, Dropbox and other similar sites) and the disabling of write capabilities of USB drives on Luminex PCs and laptops so that Confidential Trading Information may not be copied onto portable storage devices. The Luminex CISO may permit the temporary availability of a file sharing site to enable Luminex operations staff to provide a specific Subscriber with application-related files, after which the file sharing site is once again blocked from availability. The Firm blocks access to social media sites from web browsers on Firm PCs and laptops, and the Firm also blocks access to internet-based webmail programs. In addition, Luminex captures and monitors all employee electronic communications through Firm accounts to reasonably ensure that employees are not inappropriately transmitting Confidential Trading Information outside of the Firm via email, text message, or other means of Firm-provided electronic communication. Electronic communications via Firm accounts are regularly reviewed by Compliance and management to ensure compliance with Firm policies. Firm employees are regularly trained on appropriate treatment of Confidential Trading Information, and related policies and procedures are also contained in the Firm's Written Supervisory Procedures document, which is required to be read and attested to by all Firm employees twice annually. In addition, Technology and Operations Personnel are subject to trading restrictions to ensure that such persons' trading activities do not conflict with the interests of System Subscribers. Luminex does not have any individual or retail customer accounts, including employee accounts. As such, Luminex employee trading accounts must be opened and maintained at other broker-dealers, upon approval by the Luminex Chief Compliance Officer (CCO). Luminex employees are required to disclose to Compliance all outside brokerage accounts, and duplicate trade confirmations and account statements are required to be provided to Compliance for all Luminex employee-related accounts held outside the Firm. Luminex Compliance reviews all employee trade confirmations and account statements received for indications of potential misuse of Subscriber Confidential Trading Information. Certain trading restrictions, such as Compliance pre-approvals and mandatory hold periods, are in place for less liquid securities (generally, non-large cap securities). Exceptions to these restrictions must be approved in advance by Compliance, and the approval and hold period requirements do not apply to employee accounts which are managed by an advisor (human or automated) that has full investment discretion while the employee has none. Luminex employees must also comply with other trading-related Firm policies such as, but not limited to, its Insider Trading policy. AFFILIATION WITH NASDAQ Nasdaq owns a minority stake in Luminex's parent company, Titan. Luminex and Nasdaq each have information barriers, controls and related policies that prohibit the sharing of non-public confidential trading information between Luminex and the Nasdaq Entities (including, for clarity, the sharing of Luminex ATS Subscriber Confidential Trading Information with any Nasdaq Entity, and the sharing of any non-public trading information of any Nasdaq Securities Exchange with Luminex). Further, Luminex personnel and Nasdaq Personnel are subject to policies and procedures that are designed to preserve the independent governance and operation of the Luminex ATS and the Nasdaq Securities Exchanges. The Nasdaq Securities Exchanges and the Luminex ATS utilize wholly separate technology and systems. Nasdaq Personnel do not have access to Luminex ATS systems, and Luminex personnel do not have access to the systems used in the operation of the Nasdaq Securities Exchanges. Luminex does not share any office space with any Nasdaq Entity. Luminex policies and procedures treat Nasdaq Personnel in the same manner as personnel of any unaffiliated third-party. Accordingly, Nasdaq Personnel are restricted from accessing Luminex premises and systems, and from obtaining order, execution and other system data relating to Luminex's ATS operations.

hours_of_operation

The System accepts orders and trading interest from 7:15 a.m. to 4:00 p.m. on days that the New York Stock Exchange ("NYSE") is open and observes NYSE's holiday and early close schedule. The System executes orders during regular trading hours, as that term is defined in Exchange Act Rule 600(a)(64) (from 9:30 a.m. Eastern Time to 4:00 p.m. Eastern Time), with trading in individual securities commencing when the security's primary listing exchange has commenced trading in that security (excluding any pre-market trading on the relevant exchanage). The System ceases executing orders at 4:00 p.m. or such earlier time as designated by the NYSE's holiday or early close schedule. Additionally, the System may not accept orders or trading interest if there are system issues or market disruptions that warrant a cessation of trading.

display_best_quotes

An order can only be viewed by the subscriber that submitted the order and by individuals involved in the operation of the LeveL ATS whose position and job responsibilities require access to such data. Notwithstanding the foregoing, when eligible contra-party interest exists, the LeveL ATS will disseminate invites to the submitters of Conditional Orders, Conditional VWAP Block Orders and Conditional VWAP Sliced Orders (that is, as applicable, Invites, VWAP Block Invites, and VWAP Sliced Invites). Invites are sent via FIX message and are not "deleted" by Luminex. However, as noted in Part III Item 9, an invite recipient has two (2) seconds to respond to an invite by submitting, as applicable, a Firm-Up Order, Firm VWAP Block Order, or Firm VWAP Sliced Order (the "Firm-Up Period"). The ATS will reject any Firm-Up Order, Firm VWAP Block Order or Firm VWAP Sliced Order received after the expiration of the relevant Firm-Up Period. However, for Invites sent requesting that a Conditional Order firm-up, the Level ATS does not prohibit Invite recipients from submitting a non-Firm-Up Order after expiration of the Firm-Up Period, although in such situations the LeveL ATS views the subscriber as failing to have "firmed-up" in the response to the Invite. For Conditional Orders, Invites identify the number of shares that would have been filled had both orders (i.e., the Conditional Order and the contra interest) been Firm Orders at the time of the match. VWAP Block Invites and VWAP Sliced Invites identify the number of shares that would have been filled had both conditional orders been firm orders at the time of the match and the Bespoke Anchor Time (i.e., the longest permissible overlapping anchor time). Firm VWAP Block Orders and Firm VWAP Sliced Orders will never generate VWAP Block Invites or VWAP Sliced Invites. By default, Firm Orders will not generate Invites. The LeveL ATS does not otherwise display or make known trading interest bound for or resting in the LeveL ATS. See Part III Item 9 for additional information regarding Conditional Orders, Conditional VWAP Block Orders and Conditional VWAP Sliced Orders.

display_best_quotes

Subscriber orders and trading interest bound for or resting in the ATS are not displayed inside or outside the System and are made known to other Subscribers only in limited circumstances. When a marketable buy order and a marketable sell order match in the System, invitations are sent to both the buyer and seller to firm-up their respective orders for Conditionals. Upon a match, the fact that a contra side order in that specific NMS stock exists in the System is then made known to another Subscriber that is a party to the match, although the specific terms of the contra side order are not disclosed. No other information about the contra side order or trading interest is disclosed upon a match. If a transaction is effected in the System, each side will not know whether there is any remaining interest in the security in the System unless there is a subsequent match in that security involving either of the two parties. Similarly, if a Firm Order matches with another Firm Order, or if a Firm Order matches with a Conditional, each side of the potential transaction will become aware that there is contra side trading interest in the System in that specific security.

display_best_quotes

Subscriber orders and trading interest bound for or resting in the ATS are not displayed inside or outside the System and are made known to other Subscribers only in limited circumstances. When a marketable buy order and a marketable sell order match in the System, invitations are sent to both the buyer and seller to either firm-up or size-up their respective orders for Negotiable Orders and Conditionals, respectively. Upon a match, the fact that a contra side order in that specific NMS stock exists in the System is then made known to another Subscriber that is a party to the match, although the specific terms of the contra side order are not disclosed. No other information about the contra side order or trading interest is disclosed upon a match. If a transaction is effected in the System, each side will not know whether there is any remaining interest in the security in the System unless there is a subsequent match in that security involving either of the two parties. Similarly, if a Firm Order matches with another Firm Order, or if a Firm Order matches with a Negotiable Order or a Conditional, each side of the potential transaction will become aware that there is contra side trading interest in the System in that specific security.

execution_services

Firm Orders: The LeveL ATS attempts to effect an "Opening Cross" of all Firm Orders on a security-by-security basis. For each security, after the LeveL ATS has received a trade report marked "last sale eligible" (the "Opening Trade Report"), the LeveL ATS will attempt to cross all eligible open Firm Orders at the price noted in the Opening Trade Report. If the LeveL ATS attempts to effect an Opening Cross at a price outside the NBBO, the Opening Cross will not occur. For purposes of the Opening Cross, Firm Orders are typically matched on strict time priority (e.g., to the extent both orders have eligible limit prices, a buy order with a higher limit price will generally not have priority over a buy order received earlier with a lower limit price and orders are not crossed on a pro rata basis). However, Luminex has discovered that if buy and sell orders for the Opening Cross are entered in a specific sequence, it is possible that the Opening Cross may execute such orders in price priority rather than time priority. The identified example could operate as follows: Assume that three marketable Firm orders have been entered prior to the Opening Cross: a buy (B1) for 100 shares at $19.50; a second buy (B2) for 100 shares at $19.71; and, a sell (S) of 100 shares at the market. In this instance, assume the NBBO is $19.00 x $19.75 and the price noted in the Opening Trade Report is $19.25. If the sell order (S) is entered prior to both buy orders (B1 and B2), it is possible that B2 could execute against S instead of the expected B1. Luminex intends that the Opening Cross function on a strict time priority in all cases. As a result, the above scenario is being corrected and a system correction is expected to be made by June 17, 2022. IOC and Enhanced IOC Firm Orders are not eligible to participate in the Opening Cross. After the security's Opening Cross (or any attempted Opening Cross), any unmatched Firm Orders (including the unmatched portion of any order) will, subject to their terms, remain eligible for execution and will match in accordance with the LeveL ATS's standard matching logic. The LeveL ATS accepts Conditional Orders prior to any Opening Cross, but Conditional Orders are not eligible to participate in an Opening Cross. Firm-Up Orders, by their terms, will not participate in an Opening Cross. The LeveL ATS does not effect a "reopening cross" of Firm Orders following a suspension in trading. Rather, all open interest is intended to be eligible for matching and execution in accordance with the ATS's standard matching logic. There are certain scenarios similar to that described with respect to the Opening Cross where orders may not be matched in accordance with the ATS's standard matching logic if orders are entered in a particular sequence. This is also being corrected, and this correction is also expected to be made by June 17, 2022. Full Day VWAP Orders: The LeveL ATS separately attempts to cross all open Full Day VWAP Orders at 9:28 a.m. ET (the "Full Day VWAP Cross"). A single Full Day VWAP Order may match with multiple contraside Full Day VWAP Orders. Where multiple eligible contra-party Full Day VWAP Orders exist, priority is determined based on the following factors in the following order: (i) size and (ii) time of order receipt. Full Day VWAP Orders that match and anchor during the Full Day VWAP Cross receive an execution price equal to the security's VWAP for the trading day. The LeveL ATS cancels any fully unanchored Full Day VWAP Order following the Full Day VWAP Cross.

execution_services

Firm Orders: The LeveL ATS attempts to effect an "Opening Cross" of all Firm Orders on a security-by-security basis. For each security, after the LeveL ATS has received a trade report marked "last sale eligible" (the "Opening Trade Report"), the LeveL ATS will attempt to cross all eligible open Firm Orders at the price noted in the Opening Trade Report. If the LeveL ATS attempts to effect an Opening Cross at a price outside the NBBO, the Opening Cross will not occur. For purposes of the Opening Cross, Firm Orders are matched on strict time priority (e.g., to the extent both orders have eligible limit prices, a buy order with a higher limit price will not have priority over a buy order received earlier with a lower limit price and orders are not crossed on a pro rata basis). IOC and Enhanced IOC Firm Orders are not eligible to participate in the Opening Cross. After the security's Opening Cross (or any attempted Opening Cross), any unmatched Firm Orders (including the unmatched portion of any order) will, subject to their terms, remain eligible for execution and will match in accordance with the LeveL ATS's standard matching logic. The LeveL ATS accepts Conditional Orders prior to any Opening Cross, but Conditional Orders are not eligible to participate in an Opening Cross. Firm-Up Orders, by their terms, will not participate in an Opening Cross. The LeveL ATS does not effect a "reopening cross" of Firm Orders following a suspension in trading. Rather, all open interest will be eligible for matching and execution in accordance with the ATS's standard matching logic. Full Day VWAP Orders: The LeveL ATS separately attempts to cross all open Full Day VWAP Orders at 9:28 a.m. ET (the "Full Day VWAP Cross"). A single Full Day VWAP Order may match with multiple contraside Full Day VWAP Orders. Where multiple eligible contra-party Full Day VWAP Orders exist, priority is determined based on the following factors in the following order: (i) size and (ii) time of order receipt. Full Day VWAP Orders that match and anchor during the Full Day VWAP Cross receive an execution price equal to the security's VWAP for the trading day. The LeveL ATS cancels any fully unanchored Full Day VWAP Order following the Full Day VWAP Cross.

execution_services

Firm Orders: The LeveL ATS attempts to effect an "Opening Cross" of all Firm Orders on a security-by-security basis. For each security, after the LeveL ATS has received a trade report marked "last sale eligible" (the "Opening Trade Report"), the LeveL ATS will attempt to cross all eligible open Firm Orders at the price noted in the Opening Trade Report. If the LeveL ATS attempts to effect an Opening Cross at a price outside the NBBO, the Opening Cross will not occur. For purposes of the Opening Cross, Firm Orders are matched on strict time priority (e.g., to the extent both orders have eligible limit prices, a buy order with a higher limit price will not have priority over a buy order received earlier with a lower limit price and orders are not crossed on a pro rata basis). IOC and Enhanced IOC Firm Orders are not eligible to participate in the Opening Cross. After the security's Opening Cross (or any attempted Opening Cross), any unmatched Firm Orders (including the unmatched portion of any order) will, subject to their terms, remain eligible for execution and will match in accordance with the LeveL ATS's standard matching logic. The LeveL ATS accepts Conditional Orders prior to any Opening Cross, but Conditional Orders are not eligible to participate in an Opening Cross. Firm-Up Orders, by their terms, will not participate in an Opening Cross. The LeveL ATS does not effect a "reopening cross" of Firm Orders following a suspension in trading. Rather, all open interest will be eligible for matching and execution in accordance with the ATS's standard matching logic. Full Day VWAP Orders: The LeveL ATS separately attempts to cross all open Full Day VWAP Orders at 9:28 a.m. ET (the "Full Day VWAP Cross"). A single Full Day VWAP Order may match with multiple contraside Full Day VWAP Orders. Where multiple eligible contra-party Full Day VWAP Orders exist, priority is determined based on the following factors in the following order: (i) size and (ii) time of order receipt. Full Day VWAP Orders that match and anchor during the Full Day VWAP Cross receive an execution price equal to the security's VWAP for the trading day. The LeveL ATS cancels any fully unanchored Full Day VWAP Order following the Full Day VWAP Cross.