THE SECURITIES AND EXCHANGE COMMISSION HAS NOT PASSED UPON THE MERITS OR ACCURACY OF
THE DISCLOSURES IN THIS FILING.

Contents


ATS-N/UA: Filer Information

Filer CIK
0001798802 
Filer CCC
********  
File No:
013-00182 
PureStream, LLCis making this filing pursuant to the Rule 304 under the Securities Exchange Act of 1934
Statement about the Form ATS-N Amendment pursuant to Instruction A.7 (g) of this form.
 
Is this a LIVE or TEST Filing? Radio button checked LIVE Radio button not checked TEST
Is this an electronic copy of an official filing submitted in paper format in connection with a hardship exemption? Checkbox not checked

Submission Contact Information

Name
 
Phone Number
 
E-Mail Address
 

Notification Information

Notify via Filing Website only? Checkbox not checked

ATS-N/UA: Part I: Identifying Information

Identifying Information

1. Is the organization, association, Person, group of Persons, or system filing the Form ATS-N a broker-dealer registered with the Commission? Radio button checked Yes Radio button not checked No
2. Full name of registered broker-dealer of the NMS Stock ATS ("Broker-Dealer Operator") as stated on Form BD:

PURESTREAM, LLC 

3. Full name(s) of NMS Stock ATS under which business is conducted, if different:

4. Provide the SEC file number and CRD number of the Broker-Dealer Operator:

a. SEC File No.:

008-70472 

b. CRD No.:

000306750 

5. Provide the full name of the national securities association of the Broker-Dealer Operator, the effective date of the Broker-Dealer Operator's membership with the national securities association, and Market Participant Identifier ("MPID") of the NMS Stock ATS:

a. National Securities Association:

Financial Industry Regulatory Authority, Inc. 

b. Effective Date of Membership:

03/15/2021 

c. MPID of the NMS Stock ATS:

PURE 

6. Provide, if any, the website URL of the NMS Stock ATS:

www.purestream.tech 

7. Provide the primary, and if any, secondary, physical street address(es) of the NMS Stock ATS matching system:

Primary Address
Street 1
Equinix NY4 Data Center 
Street 2
755 Secaucus Road 
City
Secaucus 
Zip
07094 
State
NEW JERSEY  
Secondary Address

Secondary NMS Address Record: 1
Street 1
Equinix NY4 Data Center 
Street 2
755 Secaucus Road 
City
Secaucus 
Zip
07094 
State
NEW JERSEY  


8. Attach as Exhibit 1, the most recently filed or amended Schedule A of Form BD for the Broker-Dealer Operator disclosing information related to direct owners and executive officers.

Attach / Remove / View Exhibit 1

Checkbox not checked Select if, in lieu of filing, PureStream, LLC  certifies that the information requested under this Exhibit is available at the website above and is accurate as of the date of this filing.

9. Attach as Exhibit 2, the most recently filed or amended Schedule B of Form BD for the Broker-Dealer Operator disclosing information related to indirect owners.

Attach / Remove / View Exhibit 2

Checkbox not checked Select if, in lieu of filing, PureStream, LLC  certifies that the information requested under this Exhibit is available at the website above and is accurate as of the date of this filing.

10. For filings made pursuant to Rule 304(a)(2)(i)(A) through (D) (i.e., Form ATS-N Amendments), attach as Exhibit 3 a document marked to indicate changes to "yes" or "no" answers or additions to or deletions from any Item in Part I, II, and Part III, as applicable. Do not include in Exhibit 3 Items that are not changing.

Attach / Remove / View Exhibit 3

ATS-N/UA: Part II: Activities of the Broker-Dealer Operator and its Affiliates


Item 1: Broker-Dealer Operator Trading Activities on the ATS

a. Are business units of the Broker-Dealer Operator permitted to enter or direct the entry of orders and trading interest (e.g., quotes, conditional orders, or indications of interest) into the NMS Stock ATS? Radio button not checked Yes Radio button checked No
d. Can orders and trading interest in the NMS Stock ATS be routed to a Trading Center operated or controlled by the Broker-Dealer Operator? Radio button not checked Yes Radio button checked No

Item 2: Affiliates Trading Activities on the ATS

a. Are Affiliates of the Broker-Dealer Operator permitted to enter or direct the entry of orders and trading interest into the NMS Stock ATS? Radio button not checked Yes Radio button checked No
d. Can orders and trading interest in the NMS Stock ATS be routed to a Trading Center operated or controlled by an Affiliate of the Broker-Dealer Operator? Radio button not checked Yes Radio button checked No

Item 3: Order Interaction with Broker-Dealer Operator; Affiliates

a. Can any Subscriber opt out from interacting with orders and trading interest of the Broker-Dealer Operator in the NMS Stock ATS? Radio button not checked Yes Radio button checked No
b. Can any Subscriber opt out from interacting with the orders and trading interest of an Affiliate of the Broker-Dealer Operator in the NMS Stock ATS? Radio button not checked Yes Radio button checked No

Item 4: Arrangements with Trading Centers

a. Are there any formal or informal arrangements (e.g., mutual, reciprocal, or preferential access arrangements) between the Broker-Dealer Operator and a Trading Center to access the NMS Stock ATS services (e.g., arrangements to effect transactions or to submit, disseminate, or display orders and trading interest in the ATS)? Radio button not checked Yes Radio button checked No

Item 5: Other Products and Services

a. Does the Broker-Dealer Operator offer Subscribers any products or services for the purpose of effecting transactions or submitting, disseminating, or displaying orders and trading interest in the NMS Stock ATS (e.g., algorithmic trading products that send orders to the ATS, order management or order execution systems, data feeds regarding orders and trading interest in, or executions occurring on, the ATS)? Radio button not checked Yes Radio button checked No
c. Does any Affiliate of the Broker-Dealer Operator offer Subscribers, the Broker-Dealer Operator, or both, any products or services for the purpose of effecting transactions or submitting, disseminating, or displaying orders or trading interest in the NMS Stock ATS? Radio button not checked Yes Radio button checked No

Item 6: Activities of Service Providers

a. Does any employee of the Broker-Dealer Operator or its Affiliate that services both the operations of the NMS Stock ATS and any other business unit or any Affiliate of the Broker-Dealer Operator ("shared employee") have access to confidential trading information on the NMS Stock ATS? Radio button checked Yes Radio button not checked No
If yes, identify the business unit, Affiliate, or both that the shared employee services, and provide a summary of the role and responsibilities of the shared employee at the ATS and the business unit, Affiliate, or both that the shared employee services.
PureStream, LLC ("PURE") is the broker-dealer operator of the PureStream ATS (the "ATS" or "PURE ATS"). PURE ATS's confidential Subscriber information includes, but is not limited to, Subscriber order and trade information (e.g., symbol, side, quantity, price, type,), counter-parties, and billing instructions (collectively, the "Subscriber Confidential Information").

PureStream Trading Technologies Inc. ("PTT") is the parent company of PURE. PTT is not an operational business but is a holding company, and the owner of the intellectual property used in the PURE ATS. Further, PTT owns and manages the licensing of the order types available in the PURE ATS. The efforts involved in managing PTT's licenses are de minimus, and do not involve receipt of PURE's Subscriber Confidential Information.

Notwithstanding the foregoing, the management team of PTT is also the senior management team of PURE (i.e., the CEO,CTO, and COO). As a result, PTT's management team will have access to all Subscriber Confidential Information due to its involvement in the operation of PURE ATS.

Except with respect to the senior management of PURE (i.e., the CEO, CTO, and COO), the sole responsibility of all employees of PURE is the operation of, and support for, the PURE ATS and, as such, all employees of PURE have access to all Subscriber Confidential Information. 
b. Does any entity, other than the Broker-Dealer Operator, support the services or functionalities of the NMS Stock ATS ("service provider") that are required to be explained in Part III of this form? Radio button checked Yes Radio button not checked No
If yes, both identify the service provider and provide a summary of the role and responsibilities of the service provider in response to the applicable Item number in Part III of this form, as required. List the applicable Item number here. If there are services or functionalities that are not applicable to Part III, identify the service provider, the services and functionalities, and also provide a summary of the role and responsibilities of the service provider here.
As noted above, PTT owns and manages the licensing of the order types available in the PURE ATS, and PTT's management has access to all Subscriber Confidential Information because of their involvement in the operation of PURE ATS.

PURE has also entered into an agreement with Operations and Compliance Network, LLC ("Ocean"), an affiliate of Nasdaq, pursuant to which Ocean hosts, operates, and supports the ATS technology platform. Pursuant to this agreement, Ocean provides certain support services related to PURE's compliance, surveillance, supervisory, record-keeping, and reporting obligations. Ocean performs all of these services subject to the direction and oversight of PURE as the Broker-Dealer Operator.

Pursuant to the agreement with Ocean, certain aspects of the services provided by Ocean to PURE utilize infrastructure and support services shared by Ocean and its affiliates. As the Broker-Dealer Operator, PURE is responsible for the operation of the ATS in compliance with the federal securities laws. In addition to the tools provided by Ocean, PURE will monitor orders and transactions in real-time via ATS drop copies into PURE's infrastructure.

With respect to the applicable Item numbers in Part III of this form, PURE is responsible for:

Items 1, 2, and 3 - Subscriber eligibility.
Items 7, 8, 9, 13, and 14 - Market structure design.
Items 4 and 20 - Business decisions regarding the hours of operation, and closing of the market due to technical or operational risks.
Item 19 - Fees.
Item 22 - Clearance and Settlement (via the ATS's clearing firm, Bank of America Securities, Inc. ("BAML"), a member of the National Securities Clearing Corporation ("NSCC")).

With respect to the applicable Item numbers in Part III of this form, Ocean provides the infrastructure and support services for the following items, subject to the direction and oversight of PURE as the Broker-Dealer Operator of the ATS:

Item 5 - Financial Information eXchange ("FIX") connectivity to Subscribers.
Item 10, 17, and 20 - The technical process of opening and closing of the ATS for regular hours, and in the event a regulatory trading halt or a market-wide circuit breaker is triggered.
Item 11 - Daily management of the ATS, including all the hardware and systems required for the operation of the ATS.
Item 15 - Display.
Item 21 - Trade reporting.
Item 23 - Ocean provides software that enables the ATS to consume market data (which is provided by Exegy, Inc.("Exegy")).

Two additional entities support the ATS services in connection with the following Items:

Item 22 - PURE has an agreement with BAML to act on behalf of the PURE ATS to clear and settle all Subscriber transactions executed on the ATS. BAML will receive all such transactions and submit all executions to the NSCC for clearing.

Item 23 - PURE ATS uses Securities Information Processor ("SIP") market data provided by Exegy to determine the national best bid and offer ("NBBO"), protected quotes, and last sale, as well as to price, prioritize, execute, and remove firm and conditional orders on the ATS.

The following items do not apply to the PURE ATS:
Item 6 - Co-location.
Item 12 - Liquidity providers.
Item 16 - Routing.
Item 18 - Trading outside of regular trading hours.
Item 24 - Order display and execution access.
Item 25 - Fair access.
Item 26 - Aggregate platform data. 
c. If yes to Item 6(b), does the service provider, or any of its Affiliates, use the NMS Stock ATS services? Radio button not checked Yes Radio button checked No

Item 7: Protection of Confidential Trading Information

a. Describe the written safeguards and written procedures to protect the confidential trading information of Subscribers to the NMS Stock ATS, including:

i. written standards controlling employees of the ATS that trade for employees' accounts; and

ii. written oversight procedures to ensure that the safeguards and procedures described above are implemented and followed.
PURE ATS's Subscriber Confidential Information includes, but is not limited to, Subscriber order and trade information (e.g., symbol, side, quantity, price, type,), counter-parties, and billing instructions, as described in Part II, Item 6.

PURE has established and maintains written policies and procedures designed to safeguard Subscriber Confidential Information. Pursuant to those procedures, the CCO grants access to Subscriber Confidential Information as needed to enable employees to perform their duties and responsibilities. PURE employees with access to Subscriber Confidential Information are strictly prohibited from using such information in an unauthorized manner, including discussing Subscriber Confidential Information with any persons not involved in the operation of the ATS or responsible for the ATS's compliance with applicable rules.

At present, given (i) the number of employees at PURE; (ii) the scope of employee roles; and (iii) that the ATS is the only product offered by PURE, the CCO has granted all employees access to all Subscriber Confidential Information, on either a real-time or post hoc basis. As the number of employees at PURE increases, PURE's written policies and procedures will be amended to provide for more tiered or selective access to Subscriber Confidential Information.

Employees access the Subscriber Confidential Information primarily through PUMA (PureStream Monitoring and Analytics), PURE's proprietary application that is used in connection with trade monitoring, compliance obligations, and billing. Please see the response to Part II, Item 7.d below for additional information on the individuals and systems with access to Subscriber Confidential Information, including the basis for such access.

SEPARATION OF SYSTEMS AND PERSONNEL

The PURE ATS matching engine is hosted and operated by Ocean and is physically separate from the other PURE systems with access to Subscriber Confidential Information (e.g., PUMA). Similarly, the ATS matching engine and order entry servers are on separate hardware from other systems hosted and operated by Ocean. Additionally, the Ocean employees that are responsible for the daily operation of the ATS and that have access to the ATS's order book are in a separate physical location from PURE employees.

PURE is an agency only broker-dealer that exclusively operates the ATS and has no other lines of business or trading capabilities.

THIRD PARTY ACCESS PROTECTIONS:

Certain Ocean employees have access to Subscriber Confidential Information, including real-time and historical information regarding individual orders and executions, names of Subscribers, and volume of orders in the ATS. Such employees include Ocean staff from Compliance, Operations, Technology Development (including trading and surrounding systems), Product Management, and Business Management.

Ocean's policies and procedures (i) restrict which Ocean employees have access to Subscriber Confidential Information, and (ii) implement information barriers that prohibit employees with Subscriber Confidential Information from sharing such information in an unauthorized fashion, as well as (iii) impose personal trading limitations.

Ocean's policies and procedures employ a three-pronged approach to permission access to the PURE ATS. First, an Ocean employee must complete Compliance training specific to the Ocean business unit. Second, an Ocean employee must request, and Ocean Compliance must approve, access to each specific system based on the employee's designated role and responsibilities where such role and responsibilities require access to the PURE ATS. No other Ocean employees have access to the PURE ATS or Subscriber Confidential Information. Third, once approved, the Ocean employee must complete Ocean's annual Compliance training.

Ocean employees who have access to Subscriber Confidential Information are subject to Ocean's "Information Barriers and Conflict Management Policies and Procedures". Pursuant to these procedures, Ocean employees are prohibited from sharing Subscriber Confidential Information with other employees (including at Nasdaq) who are not expressly authorized to receive such information. All Ocean employees are also subject to Nasdaq's Global Trading Policy ("GTP"), which outlines all requirements and restrictions related to personal trading activity, including holding periods, annual attestations, IPO restrictions, and a prohibited list. Ocean employees are required to disclose personal investment and brokerage accounts, positions, and transactions. Nasdaq's Global Ethics Team monitors personal trade activities against the GTP. Ocean also conducts electronic communications reviews to identify policy violations, including non-compliance with the above-referenced policies and procedures.

In addition to the foregoing, Ocean maintains written policies and procedures concerning unauthorized disclosures, which include escalation procedures for such incidents. In this regard, Ocean will promptly notify PURE of any actual or suspected unauthorized disclosure of confidential information, which includes Subscriber Confidential Information (so long as not prohibited by applicable laws, rules, or regulations).

PURE has the right to audit Ocean's operation of the ATS, including Ocean's access to and use of Subscriber Confidential Information, either through audits conducted by PURE's own audit team or by third-party auditors. Such audits may be conducted onsite or offsite.

PURE ATS ACCESS PROTECTIONS:

PURE possesses information that is sensitive and valuable, including the ATS's proprietary information and Subscriber Confidential Information. The exposure of sensitive information to unauthorized individuals could cause irreparable harm to the ATS and its Subscribers and could subject the ATS to fines or other regulatory sanctions. Additionally, if ATS information is tampered or interfered with, damaged, or made unavailable, it could impair the ATS's ability to do business. Therefore, the ATS requires its employees to diligently protect both the
ATS's proprietary information as well as the Subscriber Confidential Information of current and former Subscribers.

Access to Subscriber Confidential Information is limited to PURE employees with a legitimate business need for the information. Presently, for the reasons explained above, this includes all current PURE employees. Hard copy documents must be secured by locking the file cabinet or office in which they are stored and shredded when it is timely and appropriate to destroy them. Subscriber Confidential Information kept on the ATS's computers must be password-protected and secured behind firewalls.

PURE also has detailed written firm-wide policies and procedures designed to monitor employee personal trading. To address potential conflicts of interest, PURE's employee trading policy requires: (i) disclosure of all personal trading accounts for activity monitoring purposes; and (ii) pre-approval by Compliance personnel of all personal transactions. PURE Compliance personnel will not approve personal trade requests if there is an appearance of impropriety (e.g., potential front-running). On an annual basis, PURE employees participate in Compliance training that addresses information protection and Subscriber confidentiality. Additionally, on a firm-wide basis, PURE continuously monitors electronic communications to identify potential policy violations. 
b. Can a Subscriber consent to the disclosure of its confidential trading information to any Person (not including those employees of the NMS Stock ATS who are operating the system or responsible for its compliance with applicable rules)? Radio button not checked Yes Radio button checked No
d. Provide a summary of the roles and responsibilities of any Persons that have access to confidential trading information, the confidential trading information that is accessible by them, and the basis for the access.
PURE is organized functionally into three teams: (i) a Subscriber-facing team; (ii) a Market Operations team; and (iii) an internal controls team. Given the size of the teams and the coordination necessary to service Subscribers, each team has access to all Subscriber Confidential Information, as defined in Part II, Item 6.a of this form. These teams primarily access Subscriber Confidential Information via PUMA (as referenced in Part II, Item 7.a. PUMA (PureStream Monitoring and Analytics), is a proprietary application used for real-time and end-of-day ("EOD") transaction monitoring. Among other things, PURE employees use PUMA in connection with: (i) monitoring transactional activity; (ii) Subscriber and regulatory support; (iii) compliance and risk monitoring; (iv) intra-day and EOD Regulatory reporting; and (v) billing. Only PURE employees have access to PUMA. In addition to PUMA, PURE's employee teams can also access Subscriber Confidential Information via Ocean's ATS monitoring application, OceanView, Nasdaq SMARTS Trade Surveillance, (an automated compliance application that facilitates PURE's monitoring of all trading activity on the ATS for compliance with applicable laws, rules, regulations, and ATS policies by surveilling for potentially improper or disruptive trading activity), and BAML-provided applications for monitoring and resolving issues with respect to clearance and settlement.

With respect to the roles each PURE team plays, and the basis for access to Subscriber Confidential Information:

(i) The Subscriber-facing team stands ready to answer any questions by Subscribers and/or their clients. As a result, the Subscriber-facing team is monitoring order status, Subscriber trade reports, and the use of the ATS's order types by Subscribers to improve knowledge of and confidence in the ATS's novel matching and trading protocols.

(ii) The Market Operations team is responsible for the operation of the ATS. The Market Operations team monitors the ATS to ensure that it is operating as designed. This team also monitors for external market anomalies that could impact PURE ATS Subscribers and general system health. In addition to monitoring the system via PUMA, the Markets Operations team will have access to OceanView, Nasdaq SMARTS, and the BAML-provided clearance and settlement applications.

(iii) The internal controls team is responsible for risk, non-ATS technology, compliance, and operations. While not all functional responsibilities in the internal team require access to Subscriber Confidential Information, given the likely overlap of roles and supervision, all members of the team will have access to Subscriber Confidential Information, including via PUMA, OceanView, Nasdaq SMARTS, and BAML-provided clearance and settlement applications.

All PURE employees will receive annual training on Subscriber Confidential Information.

With respect to service-providers, both Ocean and BAML (PURE's fully-disclosed clearing broker) will have access to Subscriber Confidential Information.

In connection with the services Ocean is providing PURE, Ocean employees whose roles with respect to the ATS require access to such information, will have access to Subscriber Confidential Information, including orders, executions, and risk settings. These employees are from Ocean groups including Compliance, Operations, Technology Development (including trading and surrounding systems), Product Management, and Business Management.

In connection with clearing services provided, PURE's fully disclosed clearing broker, BAML, receives all of the executions of PURE ATS's Subscribers. Those details include the quantity, side, symbol, time, and price of execution. To effectively manage their risk, PURE's clearing broker is also aware of the gross level of orders and risk limits per Subscriber. As part of its relationship with PURE, BAML is obligated to protect all Subscriber Confidential Information, including data and information related to Subscribers. Further, BAML is an SEC and FINRA-registered broker-dealer, and subject to applicable laws, rules, and regulations concerning information security standards and obligations. 

ATS-N/UA: Part III: Manner of Operations


Item 1: Types of ATS Subscribers

Select the type(s) of Subscribers that can use the NMS Stock ATS services: Checkbox not checked   Investment Companies  
Checkbox not checked   Retail Investors  
Checkbox not checked   Issuers  
Checkbox checked   Brokers  
Checkbox not checked   NMS Stock ATSs  
Checkbox not checked   Asset Managers  
Checkbox not checked   Principal Trading Firms  
Checkbox not checked   Hedge Funds  
Checkbox not checked   Market Makers  
Checkbox not checked   Banks  
Checkbox checked   Dealers  
Checkbox not checked   Other  

Item 2: Eligibility for ATS Services

a. Does the NMS Stock ATS require Subscribers to be registered broker-dealers? Radio button checked Yes Radio button not checked No
b. Are there any other conditions that the NMS Stock ATS requires a Person to satisfy before accessing the ATS services? Radio button checked Yes Radio button not checked No
If yes, list and provide a summary of the conditions.
PURE ATS allows as Subscribers those applicants who satisfy certain eligibility requirements. Specifically, Subscribers must meet the following requirements:

(1) Be a broker-dealer registered with the SEC and a member of at least one SRO.

(2) Pass Office of Foreign Asset Control ("OFAC") checks and pass disciplinary/regulatory reviews. The disciplinary/regulatory review will include reviewing public information to determine if the potential Subscriber has a disciplinary history that would preclude trading on the PURE ATS.

(3) Satisfy such technical or systems requirements as may be prescribed by PURE ATS, including, but not limited to: connectivity certification, the ability to send orders and cancellations, and to receive trades, cancellations, rejects, and trade breaks from the PURE ATS.

(4) Have clearing and settlement systems and/or arrangements in place to support participation on PURE ATS, as described further in Part III, Item 22.

(5) Execute PURE ATS's subscriber agreement ("Subscriber Agreement").

(6) Execute all other applicable agreements required to facilitate clearance, settlement, trade reporting, error correction, and cancellation of trades effected on or through the PURE ATS.

PURE ATS shall, after receiving a signed Subscriber Agreement and any additional documentation requested, in its discretion, approve or reject such applicant's request to become a Subscriber, or approve the subscription subject to such conditions and/or restrictions as it considers appropriate (e.g., potentially limiting the number of orders a Subscriber may send). PURE processes all agreements and completes its review and approval/denial process within thirty calendar days of reception of each signed Subscriber Agreement.

PURE ATS creates and maintains records of all such decisions granting access, denying access, and granting limited or restricted access, for each applicant, and the reasons for so doing. 
c. If yes to Item 2(b), are the conditions required to be identified in Item 2(b) the same for all Persons? Radio button checked Yes Radio button not checked No
d. Does the NMS Stock ATS require Subscribers to enter a written agreement to use the ATS services? Radio button checked Yes Radio button not checked No

Item 3: Exclusion from ATS Services

a. Can the NMS Stock ATS exclude, in whole or in part, any Subscriber from the ATS services? Radio button checked Yes Radio button not checked No
If yes, list and provide a summary of the conditions for excluding, in whole or in part, a Subscriber from the ATS services.
PURE, in its sole discretion, can exclude, in whole or in part, a Subscriber due to legal, credit, and/or order management behavior in PURE ATS. Potential reasons for exclusion include, but are not limited to:

1. Failure to make timely settlement of transactions and/or failure to settle trades.
2. Credit risk, as measured by publicly available proxies for credit risk (when available) and FINRA FOCUS reports.
3. The Subscriber's order management behavior on the ATS (e.g., order entry and cancellation) that is inconsistent with liquidity seeking (e.g., orders (firm or conditional) that are permitted to rest for long periods and canceled promptly (or fail to be firmed up) after a match reflect information seeking, and are not consistent with liquidity seeking). 
b. If yes to Item 3(a), are the conditions required to be identified in Item 3(a) the same for all Subscribers? Radio button checked Yes Radio button not checked No

Item 4: Hours of Operation

a. Provide the days and hours of operation of the NMS Stock ATS, including the times when orders or trading interest can be entered on the ATS, and any hours of operation outside of regular trading hours.
PURE ATS operates on business days from 8:00am to 5:00pm ET and follows the NASDAQ Exchange's holiday and early close schedule. The order book is open for firm and conditional orders from 8:00am to 9:30am ET on business days, and conducts regular trading between 9:30am until 4:00pm ET on business days. Because PURE ATS references the Official Closing Print for its final trade, PURE ATS's final trade occurs shortly after 4pm ET once the official closing trade is reported. 
b. Are the hours of operations the same for all Subscribers and the Broker-Dealer Operator? Radio button checked Yes Radio button not checked No

Item 5: Means of Entry

a. Does the NMS Stock ATS permit orders and trading interest to be entered directly into the ATS (e.g., via Financial Information eXchange ("FIX") protocol, Binary)? Radio button checked Yes Radio button not checked No
If yes, explain the protocol that can be used to directly enter orders and trading interest into the ATS.
Subscribers enter firm and conditional orders directly into the ATS by way of a dedicated gateway into Ocean using the FIX 4.2 connection.

Firm orders can be entered onto the ATS through two means: (i) a Subscriber's market access connection through which orders can be directed (by the Subscriber or the Subscriber's customer) to the ATS; and (ii) Subscriber algorithms. Conditional orders can be entered onto the ATS only through Subscriber algorithms. PURE does not provide algorithms to Subscribers.

Both a market access connection and a Subscriber's algorithm can be used to enter Subscriber orders (i.e., principal orders) and a Subscriber's customer's orders.

All firm and conditional orders, regardless of how they are entered onto the ATS (market access connection or Subscriber algorithm), or if they are entered with a particular order instruction, including orders marked as HMMP (Human Matched Machine Processed) or PRO (Pre-Routing Optimizer), (explained below in Part III, Item 14), are entered through the FIX connection. 
b. If yes to Item 5(a), are the protocols required to be identified in Item 5(a) the same for all Subscribers and the Broker-Dealer Operator? Radio button checked Yes Radio button not checked No
c. Are there any other means for entering orders and trading interest into the NMS Stock ATS (e.g., smart order router, algorithm, order management system, sales desk)? Radio button not checked Yes Radio button checked No

Item 6: Connectivity and Co-location

a. Does the NMS Stock ATS offer co-location and related services (e.g., cabinets and equipment, cross-connects)? Radio button not checked Yes Radio button checked No
c. Does the NMS Stock ATS offer any other means besides co-location and related services required to be explained in this Item 6(a) to increase the speed of communication with the ATS? Radio button not checked Yes Radio button checked No
e. Does the NMS Stock ATS offer any means to reduce the speed of communication with the ATS (e.g., speed bumps)? Radio button not checked Yes Radio button checked No

Item 7: Order Types and Attributes

a. Identify and explain each order type offered by the NMS Stock ATS. In your explanation, include the following:

i. priority, including the order type's priority upon order entry and any subsequent change to priority (if applicable); whether and when the order type can receive a new time stamp; the order type's priority vis-à-vis other orders on the book due to changes in the NBBO or other reference price; and any instance in which the order type could lose execution priority to a later arriving order at the same price;

ii. conditions, including any price conditions (e.g., how price conditions affect the rank and price at which it can be executed; conditions on the display or non-display of an order; or conditions on executability and routability);

iii. order types designed not to remove liquidity (e.g., post-only orders), including what occurs when such order is marketable against trading interest on the NMS Stock ATS when received;

iv. order types that adjust their price as changes to the order book occur (e.g., price sliding orders or pegged orders) or have a discretionary range, including an order's rank and price upon order entry and whether such prices or rank may change based on the NBBO or other market conditions when using such order type; when the order type is executable and at what price the execution would occur; whether the price at which the order type can be executed ever changes; and if the order type can operate in different ways, the default operation of the order type;

v. whether an order type is eligible for routing to other Trading Centers;

vi. the time-in-force instructions that can be used or not used with each order type;

vii. the circumstances under which order types may be combined with another order type, modified, replaced, canceled, rejected, or removed from the NMS Stock ATS; and

viii. the availability of order types across all forms of connectivity to the NMS Stock ATS and differences, if any, in the availability of an order type across those forms of connectivity.
PURE ATS is a trajectory crossing venue. However, unlike existing time-based trajectory crossing venues that execute orders based on the aggregated prices of printed trades over time (e.g., a volume weighted average price), PURE ATS uses a trajectory matching protocol that executes orders by referencing the volume, and associated price, of each trade printed to the SIP as they occur (see Part III, Item 23, Market Data, for the precise parameters of the SIP-reported trades that the ATS references). Each firm and conditional order sent to the ATS will include a symbol, size, price, market side, a liquidity transfer rate ("LTR") (explained below), and a Time-in-Force, among other terms. Matched orders receive execution fills, including partial fills called "child fills." The fills are a pre-determined percentage of each SIP-reported trade, at the printed price. Similar to orders placed in a percentage of volume execution algorithm, the PURE ATS will produce a series of "child fills." This series of child fills is called a "stream". A stream will continue uninterrupted between two matched orders so long as both orders have quantity and remain "marketable" (as such term is defined and discussed in detail below).

The remainder of this section provides additional detail on the (i) order types accepted on the ATS; (ii) how orders are prioritized; (iii) marketability (bid/offer) requirements; (iv) the ATS matching rules; (v) allocation and price discovery; (vi)order modification and cancellation; and (vii) Time-in-Force (TIF)/order instructions. It also sets forth numerous examples meant to illustrate these principles.

Order Types

To effect the matching protocol described above, PURE uses percentage (%) rate-based order types ("Order Types"). The% rate associated with each of the five Order Types listed below is called the LTR (referenced above). An LTR determines the size of each child fill in a stream by multiplying the applicable percentage against the quantity of each SIP-reported trade. Each Order Type has a minimum LTR and a maximum LTR, except the LS Order Type has an unlimited LTR. The LTR is applied to a SIP-reported trade quantity to determine the size of a child fill, which is then decremented against the total quantity of the order (decrementing is further explained and illustrated in "Matching" found below in this item). The child fill will be at the exact price of the relevant SIP-reported trade to which the LTR was applied. This LTR can then be continuously applied to each successive SIP-reported trade to create a series of child fills in a stream. The stream can continue over time, without any time limitations (during the course of an entire trading day with any remaining quantities cancelled at the end of a trading day).

PURE ATS has five Order Types. These five Order Types are:

1. Liquidity Seeking ("LS" or "Infinite%")

This Order Type is seeking a child fill quantity up to the full quantity of its entire order regardless of the size of the SIP-reported trade.

2. 10-200% ("200%")

This Order Type is seeking a child fill quantity of 200% of the quantity of each contemporaneous SIP-reported trade but will accept at least 10%. This means that for a SIP-reported trade of 100 shares, the 200% Order Type will accept 200 shares to 10 shares for that child fill at the price of the SIP-reported trade.

3. 5-30% ("30%")

This Order Type is seeking a child fill quantity of 30% of the quantity of each contemporaneous SIP-reported trade but will accept at least 5%. This means that for a SIP-reported trade of 100 shares, the 30% Order Type is seeking 30 shares to 5shares for that child fill at the price of the SIP-reported trade.

4. 5-15% ("15%")

This Order Type is seeking a child fill quantity of 15% of the quantity of each contemporaneous SIP-reported trade but will accept at least 5%. This means that for a SIP-reported trade of 100 shares, the 15% Order Type is seeking 15 shares to 5shares for that child fill at the price of the SIP-reported trade.

5. Custom LTR Range ("Custom")

This Order Type is seeking a child fill quantity based on the Custom parameters entered. Custom orders require both a minimum and maximum LTR, and must be within the range of 1-20%; the minimum and maximum LTR of a Custom order may be equal. For example, a Custom order with a 2% minimum and a 4% maximum, will accept 2 shares to 4 shares in a child fill referencing a SIP-reported trade of 100 shares, at the price of the SIP-reported trade.

Prioritization

Firm and conditional orders are prioritized based on (i) Order Type, (ii) size of the order, (iii) marketability (as defined below), and (iv) time the order was received, in that sequence.

The first term considered in prioritization ranking is the Order Type. Order Types are prioritized in the following order: (1)LS, (2) 200%, (3) 30%, (4) 15%, and (5) Custom. Custom orders will always be ranked behind the standardized Order Types. This is true even if a Subscriber enters a Custom order with a higher maximum % LTR than a non-Custom order. Additionally, when multiple Custom orders are resting on the ATS order book, such Custom orders will all be ranked equally in terms of Order Type (regardless of LTR), and priority will be based on their size, marketability, and arrival time.

The following example demonstrates the Order Type prioritization if the ATS received the three orders chronologically:

Buy Order 1: 15%
Buy Order 2: 30%
Buy Order 3: 200%

Regardless of any other terms of the orders (e.g., size, marketability, or time), the intra-Order Type prioritization would be based on Order Type, as follows:

Buy Order 3 (Highest priority Order Type)
Buy Order 2 (2nd Highest priority Order Type)
Buy Order 1 (3rd Highest priority Order Type)

For two orders in the same Order Type, the second term considered in prioritization ranking is the size of the order quantity. The larger the order, the higher the standing. For example, if the ATS received the following three orders chronologically:

Buy Order 1: 15%, for 25,000 shares
Buy Order 2: 15%, for 5,000 shares
Buy Order 3: 15%, for 50,000 shares

The inter-Order Type prioritization would be:
Buy Order 3 (50,000 shares)
Buy Order 1 (25,000 shares)
Buy Order 2 (5,000 shares)

The third term considered in prioritization ranking (i.e., for orders that are the same Order Type and of equal size) is the marketability of the order. The marketability of the order is the difference between the order's limit price and the contra-side NBBO. The greater the marketability, the higher the standing in terms of priority. For instance, if the NBBO is $10.01 x$10.02 and the limit of a buy order is $10.05, the marketability of an order is .03. To illustrate, if the ATS received the following three orders chronologically:

Buy Order 1: 15%, for 25,000 shares, marketable by 4 cents
Buy Order 2: 15%, for 25,000 shares, marketable by 10 cents
Buy Order 3: 15%, for 25,000 shares, marketable by 6 cents

The inter-Order Type prioritization would be:
Buy Order 2 (10 cents marketable)
Buy Order 3 (6 cents marketable)
Buy Order 1 (4 cents marketable)

The final term considered in prioritization ranking (i.e., for orders that are the same Order Type, equal size, and have equal marketability) is the time the order arrived, with priority being assigned chronologically. Given the aforementioned prioritization logic, it is by system design that orders arriving later could feasibly be given higher priority than earlier arriving orders.

Marketability

For an order to be eligible for a match, it must be marketable by a minimum threshold (the "minimum marketability threshold"). The minimum marketability thresholds are set on a stock-by-stock basis and are neither publicly available nor made available to Subscribers. The baseline minimum marketability threshold is the stock's average quoted spread. PURE ATS can modify the minimum marketability threshold for particular stocks to account for volatility, including in the event of anomalous volatility of the overall market, relevant sector, or a specific stock. To monitor for circumstances that may warrant modifying the minimum marketability threshold, PURE considers various volatility proxies such as the VIX, Implied Volatilities, and Realized Volatilities of single stocks, sector indices, and/or market-wide indices. The minimum marketability thresholds are manually updated by PURE Market Operations and are reviewed biannually.

For example, for a stock with an average quoted spread of 2 cents that is experiencing significantly higher price volatility, the minimum marketability threshold could be increased to 4 cents. This would require a buy order to have a limit of 4 cents higher than the current national best offer, and a sell order to have a limit of 4 cents below the current national best bid to be eligible for a match.

PURE believes that modifications to the minimum marketability threshold in these circumstances promotes matches that yield more efficient streams between Subscribers.

Note that minimum marketability thresholds are only relevant to the creation of a match (i.e., to be eligible for a match, an order must meet the minimum marketability threshold). Once an order is in a match, so long as the order remains marketable (i.e., the order's limit price is priced at or through its respective NBBO farside), the order will remain in the match. If a matched order ceases to be marketable, the match will end.

For example, if the NBBO is $10.01 x $10.02, for a stock with a minimum marketability threshold of 4 cents, a sell order would need to be priced at $9.97 to be eligible for a match. Once matched, the order would only need to remain marketable to remain in the match. If the order became unmarketable, i.e., the NBBO moved to $9.96 X $9.97, the match would end. To become eligible for a match again (with the previous matched order or any other order), the sell order would again need to meet minimum marketability thresholds at the then-prevailing NBBO.

Matching

Matches are bilateral (i.e., between only two orders). For a match to occur, two orders must be compatible. Compatibility means that there is a buy and sell order in the same security, both meeting the minimum marketability threshold, and with overlapping LTRs (i.e., the LTR minimum to maximum range of one order overlaps with the LTR minimum to maximum range of another order). If there are overlapping LTRs, the orders will be matched at the highest LTR within the acceptable range for each order. If an order has residual LTR after being matched, the order's decremented LTR will be available for other matches, meaning the order can be in multiple matches concurrently. Note that for prioritization purposes, a decremented order maintains its original priority standing on the order book (e.g., an order using the 200% Order Type with a residual 170% LTR following a match, is still treated as a 200% Order Type for purposes of prioritization).

Example 1 - Compatible LTRs:
Order 1 is a buy order for 5,000 shares in the 15% Order Type (min. of 5%, max. of 15%).
Order 2 is a sell order for 5,000 shares in the 15% Order Type (min. of 5%, max. of 15%).

These orders have overlapping LTRs because the LTR ranges of the orders overlap. Thus, the orders are eligible to be matched. The orders will be matched at 15%, which is the highest common LTR between the two orders (in this example, this also happens to be the maximum LTR for each order).

Example 2 - Incompatible LTRs:
Order 1 is a buy order for 5,000 shares in the 15% Order Type (min. of 5%, max. of 15%).
Order 2 is a sell order for 5,000 shares in the Custom Order Type, with a 1% minimum and a 4% maximum LTR.

These orders do not have overlapping LTRs because Order 2's LTR range (1% to 4%) does not overlap with Order 1's LTR range (5% to 15%). Thus, these orders are not eligible to be matched.

Example 3 - Compatible But Different LTRs:
Order 1 is a buy order for 5,000 shares in the 30% Order Type (min. of 5%, max. of 30%).
Order 2 is a sell order for 5,000 shares in the 15% Order Type (min. of 5%, max. of 15%).

These orders have overlapping LTRs because the LTR ranges of the orders overlap. Thus, the orders are eligible to be matched. The orders will be matched at 15%, which is the highest common LTR between the two orders. Order 1 will also have a residual LTR of 15%, which will rest in the ATS order book awaiting other potential matches.

Example 4 - Compatible LTRs and Concurrent Matching:
Order 1 is a buy order for 10,000 shares in the 15% Order Type (min. of 5%, max. of 15%).
Order 2 is a buy order for 10,000 shares in the 15% Order Type (min. of 5%, max. of 15%).
Order 3 is a sell order for 20,000 shares in the 30% Order Type (min. of 5%, max. of 30%).

Here, Order 3 has overlapping LTRs with both Order 1 and Order 2, and has sufficient LTR to match with both contra-side orders. Therefore, Order 3 will enter two concurrent matches, one with Order 1 and a second with Order 2. In this way, Order 1 and Order 2 will satisfy their maximum LTR of 15%, and Order 3 will achieve its maximum LTR of 30% (two matches each at 15% LTR).

Example 5 - Compatible LTRs and Sequential Matching:
Order 1 is a buy order for 10,000 shares in the 30% Order Type (min. of 5%, max. of 30%).
Order 2 is a buy order for 10,000 shares in the 30% Order Type (min. of 5%, max. of 30%).
Order 3 is a sell order for 20,000 shares in the 30% Order Type (min. of 5%, max. of 30%).

Here, Order 3 has overlapping LTRs with both Order 1 and Order 2, but only has LTR to match with one of the orders since the orders will be matched at the highest common LTR-here 30%. Since Order 1 is prioritized over Order 2, Order 3 and Order 1 form a match at a 30% LTR. Order 2 will remain resting on the ATS order book. However, because Order 3 is larger in size than Order 1, Order 3 will have a residual 10,000 shares to sell once Order 1's buy order is completed. Therefore, once Order 1's quantity is fully exhausted, Order 3 will form a match with Order 2, which will continue as a stream until both Order 3 and Order 2 are fully exhausted (since Order 3's residual 10,000 shares to sell is equal to Order2's 10,000 shares to buy).

Allocation and Price Discovery

Once a match has occurred, the ATS will use each observed SIP-reported trade in the relevant security as a reference trade to generate a "child fill". A series of reference trades create a series of "child fills", or a stream of executions. Note that each SIP-reported trade is only referenced once in each stream (and all concurrent streams in the ATS reference each SIP-reported trade once). The ATS references SIP-reported trades in real-time as they are reported in succession (subject to the filtering logic described in Part III, Item 23, below). The time between SIP-reported trades in a relevant security will correlate to the time between child fills in a stream. (This refers to time between SIP-reported trades resulting from, for example, illiquid stocks. To the extent that there are malfunctions or other issues with the SIP that result in time gaps, the procedures set forth in Part III, Item 20, below will be applied). In the event that there is no SIP-reported trade after the match is formed, the orders will remain matched but there will be no child fills, and therefore no stream (i.e., a match can exist without a stream).

To illustrate how child fills are generated in a stream, for a match at an LTR of 30%, the fill per reference trade (for each order in the stream) is as follows:
Reference Trade 1: SIP-reported Trade of 1,000 @ $36 would result in Child Fill 1 of 300 @ $36
Reference Trade 2: SIP-reported Trade of 500 @ $35.995 would result in Child Fill 2 of 150 @ $35.995
Reference Trade 3: SIP-reported Trade of 1000 @ $36.01 would result in Child Fill 3 of 300 @ $36.01

A stream will continue uninterrupted providing "child fills" as long as both orders remain marketable (i.e., the orders' limit prices are priced at or through the contra-side NBBO), have quantity remaining, and have not been cancelled.

The only exception to an LTR governing fills is when two LS orders match. When two LS orders match, they will execute at the midpoint of the NBBO at the moment of the match. For example, if a Buy LS Order and Sell LS Order are matched when the NBBO is $36.00-$36.01, a trade will occur at $36.005 for the largest quantity possible (i.e., the smaller quantity of the two orders matched at the midpoint).

The two examples below show the impact on a pre-existing stream involving one LS order and a non-LS order when a second LS order on the contra-side of the first LS order enters the ATS.

In the first scenario (Example 6), a stream involving an LS order and a non-LS order is broken by an incoming contra-side LS order with a size greater than or equal to the remaining quantity of the first LS order. In no other circumstances would a stream be broken by an incoming order. In the second scenario (Example 7), the stream involving the LS order and non-LS order continues even after the second LS order matches and executes a block trade against the first LS order, because the first LS order has residual quantity after the block trade.

Example 6 - LS / Compatible LTR / LS Contra completes the LS:
Order 1 is a buy order for 40,000 shares in the LS Order Type.
Order 2 is a sell order for 50,000 shares in the 15% Order Type.
Orders 1 and 2 will be matched at 15% to participate in Stream 1, and Order 1 will have a residual LTR of Infinite% in the order book resting simultaneously.
Order 3 is an incoming sell order for 50,000 shares in the LS Order Type.
Order 1 and Order 3 will be matched to participate in Stream 2. Stream 2 will be comprised of a single block trade for the residual of Order 1's size at the then-current NBBO midpoint.
Stream 1 (Order 1 & Order 2) will end (because Order 1 is completed by Order 3) and Order 3's and Order 2's residual quantities will return to the ATS order book.

Example 7 - LS / Compatible LTR / LS Contra does not complete the LS:
Order 1 is a buy order for 100,000 shares in the LS Order Type.
Order 2 is a sell order for 50,000 shares in the 15% Order Type.
Orders 1 and 2 will be matched at 15% to participate in Stream 1, and Order 1 will have a residual LTR of Infinite% in the order book resting simultaneously.
Order 3 is a sell order for 50,000 shares in the LS Order Type.
Order 1 and Order 3 will trade a block for Order 3's size of 50,000 shares at the then-current midpoint NBBO.
Stream 1 (Order 1 & Order 2) will continue referencing SIP-reported trades.

Order Modifications and Cancellations

All firm and conditional orders can be modified or canceled at any time.

For a firm or conditional order resting on the ATS order book, modifications to the Order Type, size, or limit price (which impacts marketability) will not result in a new timestamp for prioritization purposes, but may impact the order's priority status based on the modified parameters (in accord with the logic set forth in the Prioritization section).

For an order in a match, modifications will not impact the match or stream unless: (i) the limit price is changed and renders the order unmarketable (i.e., the order is no longer priced to at least the contra-side NBBO); or (ii) the LTR is changed (i.e., Order Type changes or changes to the LTR rate for Custom orders) such that the new LTR range does not overlap with the contra-side order's LTR range.

In the event of a PURE ATS or market-triggered trading stoppage, all orders will be cancelled back to Subscribers.

TIF/Order Instructions

The ATS does not support post-only orders or route to other trade centers.

Day, Immediate or Cancel (IOC), and the ATS's streaming analog Stream or Kill (SOK) are the only TIF order instructions supported by the ATS.

The IOC TIF can only be applied to the LS Order Type, and any other Order Type using the IOC TIF is rejected. The Day TIF may be applied to any Order Type.

SOK represents a specific PURE ATS TIF order instruction where a Stream or Kill ("SOK") order is accepted if a contra-side order is resting on the order book and is compatible with the SOK order. If the contra order to the SOK order is not resting on the ATS order book, the SOK order will be cancelled immediately. If accepted, the SOK order is immediately matched with its compatible contra-side order. If the order is not completed for any reason, it will be cancelled back to the Subscriber rather than rest in the order book.

Example 8 - SOK / Contra is resting and meets the LTR:
Order 1 is a resting sell order in the 15% Order Type (min. of 5%, max. of 15%) for 10,000 shares.
Order 2 is a SOK buy order in the 15% Order Type (min. of 5%, max. of 15%) for 10,000 shares.
Because Order 1 and Order 2 have overlapping LTR ranges, Order 2 will be matched with Order 1.

Example 9 - SOK / Contra is resting and does not meet the LTR:
Order 1 is a resting sell order in the Custom Order Type, 1-4% LTR for 10,000 shares.
Order 2 is a SOK buy order in the 15% Order Type (min. of 5%, max. of 15%) for 10,000 shares.
Because Order 1 and Order 2 do not have overlapping LTR ranges, Order 2 will be cancelled back and Order 1 will continue to rest.

Example 10 - SOK / Contra is resting and meets the LTR, but Quantity cannot complete:
Order 1 is a resting sell order in the 15% Order Type (min. of 5%, max. of 15%) for 10,000 shares.
Order 2 is a SOK buy order in the 15% Order Type (min. of 5%, max. of 15%) for 50,000 shares.
Because Order 1 and Order 2 have overlapping LTR ranges, Order 2 will be matched with Order 1.
After Order 1 is completed, if there is a contra-side order on the ATS order book that is compatible with Order 2, the two orders will be matched. If there is no compatible contra-side order resting on the ATS order book, the remaining 40,000 shares of Order 2 will be cancelled back to the Subscriber. 
b. Are the terms and conditions for each order type and attribute the same for all Subscribers and the Broker-Dealer Operator? Radio button checked Yes Radio button not checked No

Item 8: Order Sizes

a. Does the NMS Stock ATS require minimum or maximum sizes for orders or trading interest? Radio button checked Yes Radio button not checked No
If yes, specify any minimum or maximum order or trading interest size requirements and any related handling procedures.
Order Types for both firm and conditional orders have the following minimum size requirements:

200%, 30%, 15%, and Custom have a 5,000-share minimum. LS orders have a 2,000-share minimum. Pure ATS has not designated a maximum share size for any Order Type. 
b. If yes to Item 8(a), are the requirements and procedures required to be identified in Item 8(a) the same for all Subscribers and the Broker-Dealer Operator? Radio button checked Yes Radio button not checked No
c. Does the NMS Stock ATS accept or execute odd-lot orders? Radio button not checked Yes Radio button checked No
e. Does the NMS Stock ATS accept or execute mixed-lot orders? Radio button checked Yes Radio button not checked No
If yes, specify any mixed lot order requirements and related handling procedures (e.g., mixed lot treated the same as round lot).
Mixed lots are treated the same as round lots as long as they meet the minimum order size. 
f. If yes, to Item 8(e), are the requirements and procedures required to be identified in 8(e) the same for all Subscribers and the Broker-Dealer Operator? Radio button checked Yes Radio button not checked No

Item 9: Conditional Orders and Indications of Interest

a. Does the NMS Stock ATS send or receive any messages indicating trading interest (e.g., IOIs, actionable IOIs, or conditional orders)? Radio button checked Yes Radio button not checked No
If yes, identify and explain the use of the messages, including information contained in messages (e.g., price or size minimums), how the message is transmitted (e.g., order management system, smart order router, FIX), when the message is transmitted (e.g., automatically by the ATS, or upon the sender's request), the type of Persons that receive the message (e.g., Subscribers, Trading Centers), responses to conditional orders or IOIs (e.g., submission to firm-up conditional orders), and the conditions under which the message might result in an execution in the ATS (e.g., response time parameters, interaction, and matching).
PURE ATS accepts conditional orders from all Subscribers. Such conditional orders are only accepted by the ATS when entered through Subscriber algorithms through the Subscribers' FIX connections.

Each conditional order specifies a symbol, side, quantity, and Order Type, and are subject to the same minimum size requirements as firm orders (described in Part III, Item 8). Once the ATS identifies a potential match of conditional orders, it generates a bilateral firm-up request for each conditional side of the potential match. Each firm-up request contains an identification number for each bilateral pairing, the size of the requested firm-up, the limit, and the LTR.

The Subscribers' algorithms receiving the firm-up request will then send corresponding orders that are firm. The Subscribers' algorithms may respond with orders that differ in quantity and Order Type (as described in Part III, Item 7 above) than their conditional order. Each conditional order expires upon firm-up request, and firm-ups must be responded to within three seconds or otherwise the firm-up expires and no match occurs. After three seconds and expiration of the firm-up, a new conditional order would have to be sent to be considered for any future matches.

Upon receipt of the firm-up order, the ATS will run its standard prioritization and match logic (as described in Part III, Items 7 and 11). Quantity and Order Type changes to conditional and firm orders can be made in accordance with the procedures described in Part III, Item 7. All conditional orders are treated as Stream or Kill (SOK) orders. All conditional orders (including buy, sell, sell short, and sell short exempt) are cancelled at the end of the day. 
b. If yes to Item 9(a), are the terms and conditions governing conditional orders and indications of interest the same for all Subscribers and the Broker-Dealer Operator? Radio button checked Yes Radio button not checked No

Item 10: Opening and Reopening

a. Explain how the NMS Stock ATS opens or re-opens for trading, including when and how orders and trading interest are priced, prioritized, matched, and executed, and identify any order types allowed prior to the start of regular trading hours or following a stoppage of trading in a security during regular trading hours.
PURE ATS accepts firm and conditional orders beginning at 8:00am ET and matching in the order book for firm and conditional orders only occurs during normal market hours (9:30am to 4:00pm ET). The firm and conditional orders will remain in an accepted state and no executions will occur until the matching engine detects the following execution triggers:(i) the first trade from the primary listing exchange for the relevant symbol, (ii) an NBBO, and (iii) the opening time. Note that the first trade from the primary listing exchange may be the opening auction trade or a trade that occurs before the opening auction (given each exchange's opening processes). The matching engine will reference either of these types of trades, so long as the other two execution triggers are detected. Once the matching engine begins trading, the standard priority logic and matching logic will be applied respectively to any open firm or conditional orders.

Following a stoppage of trading in a security during regular trading hours, PURE ATS will not execute transactions until the matching engine detects the first trade from the primary listing exchange for the relevant symbol, an NBBO, and the re-opening time (for an exchange-initiated stoppage) or pricing information (for a PURE ATS-initiated stoppage). In addition to the aforementioned criteria, a LULD band from the primary exchange is required for a midpoint trade between two LS contra orders (firm or conditional) to occur for both the start of trading or re-opening of trading. If the primary listing exchange does not reopen (or pricing information is unavailable) after a stoppage the PURE ATS will not match firm or conditional orders in the security. 
b. Are the processes and procedures governing opening and re-opening the same for all Subscribers and the Broker-Dealer Operator? Radio button checked Yes Radio button not checked No
c. Explain how unexecuted orders and trading interest are handled at the time the NMS Stock ATS begins regular trading at the start of regular trading hours or following a stoppage of trading in a security during regular trading hours.
When the ATS begins matching orders, any resting firm or conditional orders will be subject to the prioritization and marketability rules described in Part III, Item 7.

In the event of a PURE or market-initiated stoppage, all firm and conditional orders in the ATS are cancelled back to Subscribers. 
d. Are the processes or procedures governing unexecuted orders and trading at the time the NMS Stock ATS begins regular trading at the start of regular trading hours, or following a stoppage of trading in a security during regular trading hours, the same for all Subscribers and the Broker-Dealer Operator? Radio button checked Yes Radio button not checked No
e. Are there any differences between pre-opening executions, executions following a stoppage of trading in a security during regular trading hours, and/or executions during regular trading hours? Radio button not checked Yes Radio button checked No

Item 11: Trading Services, Facilities and Rules

a. Provide a summary of the structure of the NMS Stock ATS marketplace (e.g., crossing system, auction market, limit order matching book) and explain the means and facilities for bringing together the orders of multiple buyers and sellers on the NMS Stock ATS.
PURE ATS is a trajectory crossing venue. However, unlike existing time-based trajectory crossing venues that execute orders based on the aggregated prices of printed trades over time (e.g., a volume weighted average price), PURE ATS uses a trajectory matching protocol that executes orders by referencing the volume, and associated price, of each trade printed to the SIP as they occur (see Part III, Item 23, Market Data, for the precise parameters of the SIP-reported trades that the ATS references). Each firm and conditional order sent to the ATS will include a symbol, size, price, market side, an LTR, and a Time-in-Force, among other terms. Matched orders receive execution fills, including partial fills called "child fills." The fills are a pre-determined percentage of each SIP-reported trade, at the printed price. Similar to orders placed in a percentage of volume execution algorithm, the PURE ATS will produce a series of "child fills." This series of child fills is called a "stream". A stream will continue uninterrupted between two matched orders so long as both orders have quantity and remain "marketable" (as such term is defined and discussed in detail below).

The ATS is available for trading in NMS stocks only.

Given the novel market structure of the PURE ATS, it intends to launch in phases, as follows:

Phase 1 (July 23, 2021) - Each Subscriber permitted to execute a single trade, in a single security (PTON), to confirm the proper clearing and settlement.
Phase 2 (July 27, 2021) - Restrict trading to 4 symbols (i.e., PTON, UBER, RKT, eBAY).
Phase 3 (approximately 1 to 3 weeks after Phase II implementation) - Release for trading all NMS stocks starting with the letters P, U, R, and E.
Phase 4 (approximately 1 to 3 weeks after Phase III implementation) - Release for trading all NMS stocks.

The length of each phase will be subject to PURE and Subscriber review of system performance and judgment on the merits of continuing to expand the universe of permitted NMS stocks. 
b. Are the means and facilities required to be identified in Item 11(a) the same for all Subscribers and the Broker-Dealer Operator? Radio button checked Yes Radio button not checked No
c. Explain the established, non-discretionary rules and procedures of the NMS Stock ATS, including order interaction rules for the priority, pricing methodologies, allocation, matching, and execution of orders and trading interest, and other procedures governing trading, such as price improvement functionality, price protection mechanisms, short sales, locked-crossed markets, the handling of execution errors, and the time-stamping of orders and executions.
The ATS order book matches compatible firm or conditional orders with marketable price limits at the highest compatible LTR and provide fills as a function of the LTR and the contemporaneous SIP-reported trades based on the following logic (described in detail with examples in Part III, Item 7).

Prioritization

Firm and conditional orders are prioritized based on (i) Order Type, (ii) size of the order, (iii) marketability, and (iv) time the order was received, in that sequence.

The first term considered in prioritization ranking is the Order Type. Order Types are prioritized in the following order: (1) LS, (2) 200%, (3) 30%, (4) 15%, and (5) Custom. Custom orders will always be ranked behind the standardized Order Types. This is true even if a Subscriber enters a Custom order with a higher maximum % LTR than a non-Custom order. Additionally, when multiple Custom orders are resting on the ATS order book, such Custom orders will all be ranked equally in terms of Order Type (regardless of LTR), and priority will be based on their size, marketability, and arrival time.

For two orders in the same Order Type, the second term considered in prioritization ranking is the size of the order quantity. The larger the order, the higher the standing.

The third term considered in prioritization ranking (i.e., for orders that are the same Order Type and of equal size) is the marketability of the order. The marketability of the order is the difference between the order's limit price and the contra-side NBBO. The greater the marketability, the higher the standing in terms of priority.

The final term considered in prioritization ranking (i.e., for orders that are the same Order Type, equal size, and have equal marketability) is the time the order arrived, with priority being assigned chronologically. Given the aforementioned prioritization logic, it is by system design that orders arriving later could feasibly be given higher priority than earlier arriving orders.

Matching

Matches are bilateral (i.e., between only two orders). For a match to occur, two orders must be compatible. Compatibility means that there is a buy and sell order in the same security, both meeting the minimum marketability threshold, and with overlapping LTRs (i.e., the LTR minimum to maximum range of one order overlaps with the LTR minimum to maximum range of another order). If there are overlapping LTRs, the orders will be matched at the highest LTR within the acceptable range for each order. If an order has residual LTR after being matched, the order's decremented LTR will be available for other matches, meaning the order can be in multiple matches concurrently. Note that for prioritization purposes, a decremented order maintains its original priority standing on the order book (e.g., an order using the 200% Order Type with a residual 170% LTR following a match, is still treated as a 200% Order Type for purposes of prioritization).

Allocation and Price Discovery

Once a match has occurred, the ATS will use each observed SIP-reported trade in the relevant security as a reference trade to generate a "child fill". A series of reference trades create a series of "child fills", or a stream of executions. Note that each SIP-reported trade is only referenced once in each stream (and all concurrent streams in the ATS reference each SIP-reported trade once). The ATS references SIP-reported trades in real-time as they are reported in succession (subject to the filtering logic described in Part III, Item 23, below). The time between SIP-reported trades in a relevant security will correlate to the time between child fills in a stream. (This refers to time between SIP-reported trades resulting from, for example, illiquid stocks. To the extent that there are malfunctions or other issues with the SIP that result in time gaps, the procedures set forth in Part III, Item 20, below will be applied). In the event that there is no SIP-reported trade after the match is formed, the orders will remain matched but there will be no child fills, and therefore no stream (i.e., a match can exist without a stream).

A stream will continue uninterrupted providing "child fills" as long as both orders remain marketable (i.e., the orders' limit prices are priced at or through the contra-side NBBO), have quantity remaining, and have not been cancelled.

Below is an example applying the ATS's matching logic to a series of orders:

The ATS receives three Buy orders in the following chronology:
Buy Order 1: 15%
Buy Order 2: 30%
Buy Order 3: 200%

The prioritization of the orders will be:
Buy Order 3 (Highest priority Order Type)
Buy Order 2 (2nd priority Order Type)
Buy Order 1 (3rd priority Order Type)

For a marketable incoming sell order (Sell Order 4), using the 200% Order Type:
Stream 1 would be created at an LTR of 200% between Buy Order 3 and Sell Order 4. Buy Order 2 and Buy Order 1 would continue to rest because Sell Order 4's 200% rate was completed.

For a marketable incoming sell order (Sell Order 5), also using the 200% Order Type:
Stream 2 would be created at an LTR of 30% between Buy Order 2 and Sell Order 5.
Sell Order 5's available LTR is decremented to 170%.
And
Stream 3 would be created at an LTR of 15% between Buy Order 1 and Sell Order 5.
Sell Order 5's available LTR is decremented to 155%.

After the creation of Stream 2 & 3, only Sell Order 5 will be resting in the order book with a remaining LTR of 155%. Sell Order 5 is participating in two streams, Stream 2 & Stream 3.

The LTR of each stream:
Stream 1 (Order 3&4) LTR: 200%
Stream 2 (Order 2&5) LTR: 30%
Stream 3 (Order 1&5) LTR: 15%

Given the following three contemporaneously processed trade reports from the consolidated tape:
SIP-reported Trade 1: 1,000 @ $36.99
SIP-reported Trade 2: 50 @ $36.9925
SIP-reported Trade 3: 200 @ $37

The orders in Stream 1 (comprised of Order 3 and Order 4) will receive the following child fills:
Stream 1 Child Fill 1: 2,000 @ 36.99
Stream 1 Child Fill 2: 100 @ 36.9925
Stream 1 Child Fill 3: 400 @ 37

The orders in Stream 2 (comprised of Order 2 and Order 5) will receive the following child fills:
Stream 2 Child Fill 1: 300 @ 36.99
Stream 2 Child Fill 2: 15 @ 36.9925
Stream 2 Child Fill 3: 60 @ 37

The orders in Stream 3 (comprised of Order 1 and Order 5) will receive the following child fills:
Stream 3 Child Fill 1: 150 @ 36.99
Stream 3 Child Fill 2: 8 @ 36.9925
Stream 3 Child Fill 3: 30 @ 37

The aggregated traded volumes in this example are as follows:
SIP Volume: 1,250 shares
PURE ATS Volume: 3,063
Stream 1: 2,500 shares
Order 3: 2,500 shares
Order 4: 2,500 shares
Stream 2: 375 shares
Order 2: 375 shares
Order 5: 375 shares
Stream 3: 188 shares
Order 1: 188 shares
Order 5: 188 shares

Please note that Order 5 participated in two streams, and in aggregate sold 563 shares (375 shares in Stream 2 and 188 shares in Stream 3).

Additional Order Parameters

In the order book, the standard prioritization logic will only be impacted when a Subscriber utilizes a HMMP (Human Matched Machine Processed) or PRO (Pre-Routing Optimizer) order instruction (explained in Part III, Item 14.a or imposes a self-match prevention constraint (implemented via a FIX message from the Subscriber). These parameters each limit potential counter-parties for a respective order; otherwise, the standard prioritization logic applies to the impacted orders.

Given its relatively large system-wide minimum of 2,000 shares for LS orders (firm or conditional), and 5,000 shares for all other Order Types (firm or conditional), the ATS does not support a minimum executable quantity, nor does it support post-only or counter-party segmentation or classification.

Price Limits, Marketability, Protection, and Improvement:

No orders will receive an execution that would violate the order's limit price. In order to optimize the creation of streams, the order book uses minimum marketability thresholds required prior to an order being eligible to match (as described in Part III, Item 7).

There is no price improvement from, nor will the price vary from the price of the trades referenced by the ATS.

Short Sales and Regulation SHO:
The ATS's Subscribers are limited to U.S. registered broker-dealers that are obligated to comply with Regulation SHO Rule203(b)(1). The ATS will cancel and reject firm and conditional orders subject to Regulation SHO Rule 201. If short sale orders (firm or conditional) have been accepted prior to Rule 201 being triggered, the ATS will cancel the short sale orders back.

Locked and Crossed Markets:
PURE ATS will not execute midpoint blocks (LS to LS) when the market is crossed. PURE ATS will only execute midpoint blocks (LS to LS) when the market is locked if both the buyer and seller specify on the order that they are willing to execute during a locked market. During a (i) locked market or (ii) crossed market lasting less than 1 second, the PURE ATS will reference all SIP-reported trades. During a crossed market lasting longer than 1 second, the PURE ATS will reference SIP-reported trades originating on an exchange but will not reference SIP-reported trades originating on a Trade Reporting Facility ("TRF").

Time Stamping of Orders and Executions:
Firm and conditional orders are timestamped at the time they are accepted by the system in microseconds. The formation of a stream and each trade fill is also timestamped in microseconds. The ATS will timestamp Subscriber firm and conditional orders in compliance with FINRA time stamp and clock synchronization rules and guidance.

Errors:
PURE has Written Supervisory Procedures regarding errors, and errors will be handled consistent with the firm's error policies. For ATS (not Subscriber) errors, PURE maintains an error account at its Clearing Broker (BAML) to book bona fide errors, and to trade out of them. Key elements of the ATS error policy include the following:

1) Errors must be escalated to the CCO immediately;
2) Errors must be corrected and documented as soon as practicable;
3) The ATS cannot be used to liquidate an error; and
4) PURE will not cover losses for Subscribers by treating transactions as errors when they are not. 
d. Are the established, non-discretionary rules and procedures required to be identified in Item 11(c) the same for all Subscribers and the Broker-Dealer Operator? Radio button checked Yes Radio button not checked No

Item 12: Liquidity Providers

Are there any formal or informal arrangements with any Subscriber or the Broker-Dealer Operator to provide orders, or trading interest to the NMS Stock ATS (e.g., undertaking to buy or sell continuously, or to meet specified thresholds of trading or quoting activity)? Radio button not checked Yes Radio button checked No

Item 13: Segmentation; Notice

a. Are orders and trading interest in the NMS Stock ATS segmented into categories, classifications, tiers, or levels (e.g., segmented by type of participant, order size, duration, source, or nature of trading activity)? Radio button not checked Yes Radio button checked No
c. Does the NMS Stock ATS identify orders or trading interest entered by a customer of a broker-dealer on the NMS Stock ATS as a customer order? Radio button not checked Yes Radio button checked No

Item 14: Counter-Party Selection

a. Can orders or trading interest be designated to interact or not interact with certain orders or trading interest in the NMS Stock ATS (e.g., designated to execute against a specific Subscriber's orders or trading interest or prevent a Subscriber's order from executing against itself)? Radio button checked Yes Radio button not checked No
If yes, explain the counter-party selection procedures, including how counter-parties can be selected, and whether the designations affect the interaction and priority of trading interest in the ATS.
Counter-parties can be limited using certain order instructions accepted by the ATS. Those order instructions are: (i)HMMP (Human Matched Machine Processed); (ii) PRO (Pre-Routing Optimizer); and (iii) self-trade prevention. The order instructions are sent by the Subscriber or by the Subscriber's customer, as described below.

The HMMP order instruction enables a Subscriber to limit its counter-parties to firm orders in the ATS sent by the Subscriber. This includes orders that the Subscriber has sent separately over time, or contemporaneously. Using the HMMP order instruction, for example, a Subscriber with compatible orders can send the orders to the ATS knowing they will only match with the orders the Subscriber sent. Use of HMMP is a Subscriber decision and, other than limiting the universe of eligible counter-parties, the orders (and any match) remain subject to the same ATS priority and matching logic described in Part III, Item 7.

The PRO order instruction is a functionality provided by the ATS to its Subscribers. The functionality enables a Subscriber to permit its customer to send directed orders to the ATS in which the directed order's potential counter-parties are limited to that Subscriber's inventory on the ATS (i.e., the directed order will only match with an order sent to the ATS through the same Subscriber). All orders with the PRO order instruction are automatically designated as IOC (in the case of an LS Order Type) or SOK. Use of a PRO order instruction is both a customer and Subscriber decision and, other than limiting the universe of eligible counter-parties, the orders (and any match) remain subject to the same ATS priority and matching logic described in Part III, Item 7.

PURE ATS also offers Subscribers a self-match prevention modifier that allows a Subscriber to prevent executions with other firm or conditional orders from that Subscriber in the ATS. This modifier does not prevent a Subscriber from trading against a customer order.

PURE ATS does not segment flow; only Subscribers and their customers can limit order interactions by using either the HMMP instruction, PRO instruction, or the self-match prevention. 
b. If yes to Item 14(a), are the procedures for counter-party selection required to be identified in Item 14(a) the same for all Subscribers and the Broker-Dealer Operator? Radio button checked Yes Radio button not checked No

Item 15: Display

a. Does the NMS Stock ATS operate as an Electronic Communication Network as defined in Rule 600(b)(23) of Regulation NMS? Radio button not checked Yes Radio button checked No
b. Are Subscriber orders and trading interest bound for or resting in the NMS Stock ATS displayed or made known to any Person (not including those employees of the NMS Stock ATS who are operating the system)? Radio button checked Yes Radio button not checked No
If yes, explain the display procedures, including how and when Subscriber orders and trading interest are displayed, how long orders and trading interest are displayed, what information about orders and trading interest is displayed, and the functionality of the Broker-Dealer Operator and types of market participants that receive the displayed information.
PURE ATS does not display firm or conditional orders. As part of the firm-up process described in Part III, Item 9, PURE ATS makes conditional orders known to Subscribers with the potential contra-side matching order via FIX. The only relevant conditional order information made known to each Subscriber during the firm-up process is the quantity of the contra-side trading interest that would be subject to the potential match (i.e., a Subscriber will not be made aware if the contra-side order has additional quantity, the contra-side Order Type, price, etc.). 
c. If yes to Item 15(b), are the display procedures required to be identified in 15(b) the same for all Subscribers and the Broker-Dealer Operator? Radio button checked Yes Radio button not checked No

Item 16: Routing

a. Can orders and trading interest in the NMS Stock ATS be routed to a destination outside the NMS Stock ATS? Radio button not checked Yes Radio button checked No

Item 17: Closing

a. Are there any differences between how orders and trading interest are treated on the NMS Stock ATS during the close and how orders and trading interest are treated during regular trading hours? Radio button not checked Yes Radio button checked No
b. Is the treatment of orders and trading interest during the close the same for all Subscribers and the Broker-Dealer Operator? Radio button checked Yes Radio button not checked No

Item 18: Trading Outside of Regular Trading Hours

a. Does the NMS Stock ATS conduct trading outside of its regular trading hours? Radio button not checked Yes Radio button checked No

Item 19: Fees

a. Identify and describe any fees or charges for use of the NMS Stock ATS services, including the type of fees (e.g., subscription, connectivity), the structure of the fees (e.g., fixed, volume-based, transaction-based), variables that impact the fees (e.g., types of securities traded, block orders, form of connectivity to the ATS), differentiation among types of Subscribers (e.g., broker-dealers, institutional investors, retail) and range of fees (e.g., high and low).
The PURE ATS fee schedule is the same for all Subscribers. Fees are charged on a per share basis, and the per share fee depends on how orders arrive at the ATS, as delineated below. Orders may arrive on the ATS:

(i) Via a Subscriber's market access connections (described more fully in Part III, Item 5);
(ii) Via a Subscriber's algorithm (described more fully in Part III, Item 5);
(iii) With the HMMP instruction (described more fully in Part III, Item 14); or
(iv) With the PRO instruction (described more fully in Part III, Item 14).

The commissions are standardized per the above routes and the range of commissions is $0.0005 to $0.0025. All order flow from a Subscriber's algorithm is treated the same in terms of fees. This includes firm and conditional orders, and order flow (firm or conditional) attributed to a Subscriber (i.e., a principal order) or a Subscriber's customer. Furthermore, such order flow is charged a lower commission than order flow directed to the ATS by a Subscriber's customer through the market access connection because it is more consistent and systematic than directed orders. PRO and HMMP channels have the lowest commission rates. 
b. Identify and describe any fees or charges for use of the NMS Stock ATS services that are bundled with the Subscriber's use of non-ATS services or products offered by the Broker-Dealer Operator or its Affiliates, including a summary of the bundled services and products, the structure of the fee, variables that impact the fee, differentiation among types of Subscribers, and range of fees.
PURE does not provide any non-ATS products or services. 
c. Identify and describe any rebate or discount of fees or charges required to be identified in Items 19(a) and 19(b), including the type of rebate or discount, structure of the rebate or discount, variables that impact the rebate or discount, differentiation among types of Subscribers, and range of rebate or discount.
There are no rebates or volume tier discounts available to Subscribers. 

Item 20: Suspension of Trading

a. Explain any procedures for suspending or stopping trading on the NMS Stock ATS, including the suspension of trading in individual NMS stocks.
PURE's Market Operations team will monitor the ATS's performance throughout each trading day to ensure that the system is functioning properly. Note that PURE also has a back-up (i.e., secondary) version of the PURE ATS matching system in the event that the primary system experiences a malfunction. The back-up version is located at the same physical address as that of the primary system.

The Market Operations team will also ensure that, in the event of a regulatory halt, Regulation SHO Rule 201 state, or situation regarding SIP market data inaccuracies, that the matching engine is suspended, and all firm and conditional orders are cancelled back in the relevant securities.

PURE can effect the stoppage of trading per symbol and/or Subscriber. In order to suspend all trading in the ATS, PURE must instruct Ocean and cannot effect the change itself.

Given the dependence on reference trades via the SIP, any disruptions to the SIP will lead to the suspension of trading on the ATS.

PURE and Ocean will also monitor for fair access thresholds on a symbol-level basis. There are three (3) different validations to measure the approach of any given symbol towards 5% of total market volume.

The first check is called "Early Validation". On the last three (3) days of the month, a query will be run to determine if a symbol has traded more than 4.5% of total market volume in three (3) of the prior five (5) months, including the current month. If so, the symbol is halted for trading on the platform for the remainder of the month.

The second check is called "3 out of 5". On the first day of the next month, a query will be run to determine if a symbol has traded more than 4.5% of total market volume in three (3) of the prior five (5) months, excluding the current month. If so, the symbol is halted for trading on the platform for the remainder of the month.

The third and final check is called "4 out of 6". On each day of every month, a query is run to determine if a symbol has traded more than 4.5% of total market volume in four (4) of the prior five (5) months, including the current month. If so, the symbol is halted for trading on the platform for the remainder of the month and PURE is alerted of the breach. This breach should never occur since the "3 out of 5" check will block a symbol from trading four (4) months at above 4.5% of total market volume. 
b. Are the procedures for suspending or stopping trading the same for all Subscribers and the Broker-Dealer Operator? Radio button checked Yes Radio button not checked No

Item 21: Trade Reporting

a. Explain any procedures and material arrangements for reporting transactions on the NMS Stock ATS, including where an ATS reports transactions and under what circumstances.
PURE uses the NASDAQ TRF as its primary trade reporting facility. Ocean will initiate and manage the submission of reports, which PURE will confirm. The NASDAQ TRF2 is the back-up trade reporting facility for the ATS. If the primary TRF is not available, Ocean will failover to the back-up TRF on behalf of the PURE ATS where any unreported trades will be resubmitted. 
b. Are the procedures and material arrangements for reporting transactions on the NMS Stock ATS the same for all Subscribers and the Broker-Dealer Operator? Radio button checked Yes Radio button not checked No

Item 22: Clearance and Settlement

a. Describe any procedures and material arrangements undertaken to facilitate the clearance and settlement of transactions on the NMS Stock ATS (e.g., whether the ATS becomes a counterparty, whether it submits trades to a registered clearing agency, or whether it requires Subscribers to have arrangements with a clearing firm).
PURE has an agreement with BAML to act on behalf of the PURE ATS to clear and settle all transactions executed on behalf of the ATS. BAML will receive all transactions over FIX and submit all executions to NSCC for clearing. All of PURE ATS's Subscribers must have clearing brokers that are NSCC/DTC members. PURE is the counter-party to all trades submitted by Subscribers. 
b. Are the procedures and material arrangements undertaken to facilitate the clearance and settlement of transactions on the NMS Stock ATS the same for all Subscribers and the Broker-Dealer Operator? Radio button checked Yes Radio button not checked No

Item 23: Market Data

a. Identify the sources of market data used by the NMS Stock ATS (e.g., proprietary feed from a national securities exchange, feed from the securities information processor ("SIP")), and how the ATS uses market data from these sources to provide the services that it offers, including how the ATS uses market data to determine the NBBO and protected quotes, and display, price, prioritize, execute, and remove orders and trading interest on the ATS.
PURE ATS uses SIP market data provided by Exegy to determine the NBBO and protected quotes, as well as to price, prioritize, execute, and remove firm and conditional orders and trading interest on the ATS. Trades on the SIPs are comprised of exchange-reported and TRF-reported trades. PURE ATS also uses the SIP data to provide support services to Subscribers.

For the PURE ATS, SIP-reported trades means (i) continuous market trades that update the last sale, and (ii) odd lots. PURE ATS will not consider other trades that do not update the last sale (e.g., sold sales and derivatively priced trades).SIP-reported trades originating on exchanges are referenced as-is. SIP-reported trades originating on the TRF are only referenced if they have not traded through the relevant NBBO range during the corresponding 1-second window. To ensure that the order did not trade through the relevant NBBO range, the ATS uses FINRA TRF Timestamp 1 (defined as the participant's time stamp) and cross references the system's corresponding NBBO window at the participant's time stamp. PURE uses this approach because clock synchronization between the participant's timestamp and the NBBO window at that timestamp is more accurate than comparing the SIP-reported trade timestamp to the NBBO window at the time of the SIP timestamp. 
b. Are the sources of market data and how the NMS Stock ATS uses market data for the services that it offers the same for all Subscribers and the Broker-Dealer Operator? Radio button checked Yes Radio button not checked No

Item 24: Order Display and Execution Access

a. Has the NMS Stock ATS displayed Subscriber orders to any Person (other than NMS Stock ATS employees) and had an average daily share volume of 5% or more in that NMS stock as reported by an effective transaction reporting plan or disseminated through an automated quotation system during four of the preceding six calendar months? Radio button not checked Yes Radio button checked No

Item 25: Fair Access

a. Has the NMS Stock ATS executed 5% or more of the average daily trading volume in an NMS stock as reported by an effective transaction reporting plan or disseminated through an automated quotation system during four of the preceding six calendar months? Radio button not checked Yes Radio button checked No

Item 26: Aggregate Platform Data

Does the NMS Stock ATS publish or otherwise provide to one or more Subscribers aggregate platform-wide order flow and execution statistics of the ATS that are not otherwise required disclosures under Rule 605 of Regulation NMS? Radio button not checked Yes Radio button checked No

ATS-N/UA: Part IV: Contact Information, Signature Block, and Consent to Service

Provide the following information of the Person at PureStream, LLC  prepared to respond to questions for this submission:

First Name:

 

Last Name:

 

Title:

 

E-Mail:

 

Telephone:

 


Primary Street Address of the NMS Stock ATS:

Street 1
 
Street 2
 
City
 
Zip
 
State
 

Mailing Address of the NMS Stock ATS (if different):

Street 1
 
Street 2
 
City
 
Zip
 
State
 

The PureStream, LLC  consents that service of any civil action brought by, or notice of any proceeding before, the SEC or a self-regulatory organization in connection with the alternative trading system's activities may be given by registered or certified mail to the contact employee at the primary street address or mailing address (if different) of the NMS Stock ATS, or via email, and the addresses provided on this Form ATS-N. The undersigned, being first duly sworn, deposes and says that he/she has executed this form on behalf of, and with the authority of, said alternative trading system. The undersigned and PureStream, LLC  represent that the information and statements contained herein, including exhibits, schedules, or other documents attached hereto, and other information filed herewith, all of which are made a part hereof, are current, true, and complete.

Date:
 
PureStream, LLC :
PureStream, LLC 
By:
 
Title: