WEBVTT
X-TIMESTAMP-MAP=MPEGTS:900000,LOCAL:00:00:00.000

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Hester, I want to start off with the big
one here that everyone was focused on,

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and that, of course, is payment for
order flow.

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The idea that a pay, at least based on
one of the main proposals here, more of

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these orders effectively would have to
be routed through the NYSE or the NASDAQ

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for that matter, and not necessarily
through the virtues and citadels of the

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world.
Why?

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Well, I should tell you that I did not
support this part of the proposal, but

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the idea is to drive retail orders onto
the exchange so that a broader range of

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market participants can interact with
them.

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And the hope of my colleagues who did
support it is that this will lead to

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better, better execution for retail
investors.

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I'm not convinced that it actually will
and it will be a very costly experiment.

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Add to that costs.
And one was I started with that because

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the whole migration that we saw from the
exchange is not just a full migration,

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obviously was more kind of just a
splintering off into some of these

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wholesalers, if you will.
It did effectively reduce costs.

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I mean, obviously, we know at least at
the retail level, you can pretty much

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trade for free on some platforms or next
to nothing on others here.

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Is there a sense here that there was a
direct correlation between that

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migration?
Is that still an argument that could be

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made?
Well, I think it is.

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I mean, I think one of the concerns is
that people would like to see more more

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happening on exchange.
But but you point out correctly that the

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market right now is a very attractive
one for retail investors and for

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institutional investors as well.
It's not perfect.

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Right.
But there are over.

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Over the past 20 years, I think you've
seen a lot of improvements and execution

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costs are very low for retail investors.
Now, I think what sometimes gets

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forgotten here is that these proposals
grew out of a review that was sparked by

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the meme stock frenzy of last year.
Now that we see trading in GameStop, for

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instance, back to four and a half
million shares a day versus what, the

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high of 44 million shares a day back in
the first quarter of 2021.

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What do you think is the most lasting
grievance of individual investors from

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that time that persist to right now?
Well, I mean, I think we've seen a lot

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of retail investor participation in
individual stock purchases, which is

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something that is a relatively new
phenomenon, and I think there are some

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concerns about how that market worked
for for the mean stocks and concerns

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that at some points retail orders were
not being filled in a particular

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direction.
What I actually am concerned about,

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though, is that this new approach, this
new auction model, actually will will

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function worse at a time like that when
you have a lot of buy orders coming in

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from retail investors.
So I think we we need to really do some

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work to think about what would actually
happen in that kind of a situation, even

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if the auctions work well in normal
times, I'm not convinced they would work

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at times like that.
So the status quo is better than what is

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being proposed.
I do think so.

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I mean, we that was one of four
proposals that we we put out today and

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the other two of the other ones.
One would increase the amount of data

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available to retail investors about
their execution quality and the other

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would make some changes to tick sizes,
which is another area where we're a lot

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of people think changes are necessary.
I think those two changes could go quite

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a long way toward addressing some of the
issues that we need to address.

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You're supportive of that tick size rule
of the change to the tax ISE rule?

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I am.
I will have to see what comment or say

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about whether we got the exact mechanics
right.

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It's a complicated rule, right?
I think that will be key.

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OK.
I wanted to walk through these.

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And one other one that you didn't
mention, of course, was the 10 B 5 1

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plan.
This is basically when executives

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basically set off.
These are, I guess, automatic stock

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purchase and selling plans.
The idea here is this would actually

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restrict from when they can actually
start all those sales from when they

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actually make this filing.
What is the rationale first behind the

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proposal?
And B, what is your.

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Where do you stand on that?
Well, that was a unanimous rule.

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We all agreed on that.
I think we've we've seen problems in the

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market where people have traded very
quickly after entering into a 10, B,

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five, one plan and so allowing for a
cooling off period.

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And some of the other measures in that
rule should help to ensure that they're

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used to allow insiders to trade when
it's legal and they're not doing based

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on a material note.
Was there a feeling here that what that

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what was currently taking place with
what effectively amounted to immediate

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sales in some circumstances, that there
was something, I guess not up to snuff

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with that?
Exactly.

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There were concerns that people were
taking advantage of their inside

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information to trade and doing so under
the guise of A, 10, B, 5 1 plan.

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We tried to lock the lock the rule down
so that it made made it much harder for

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people to do that.
But at the end of the day, Hester, you

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mentioned that there are four proposals
along with that separate rule on insider

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trading.
Which do you expect to generate the

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least amount of resistance during this
comment period that would go off

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smoothly at the insider trading one?
Well, the insider trading ones, a final

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rule.
I think that a lot of people are in

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agreement that we need to get better
data around execution quality out there.

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So while some aspects of that proposal
could be controversial, I think people

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are widely in agreement that we need
better data.
