ATS-N/UA 0000782124-26-000007 LIVE 0000782124 XXXXXXXX 013-00109 false false JPB-X This Amendment relates to the following changes: (i) Part III, Items 3(a) and 9(a) have been amended to add that the detection of systematic behavior with respect to the routing of orders designated for Close Price Match that results in a materially negative impact to the operation of JPB-X or to other Subscribers can result in restriction on Subscriber access to JPB-X; and (ii) JPB-X will reject buy-minus orders and sell-plus orders, as described in Part III, Items 7(a) and 11(c). This Amendment also relates to changes that will be implemented beginning on March 23, 2026: (i) reduction in the number of tiers (Tier 1 will include broker-dealer client flow, internal JPMS principal trade desk flow, institutional investor client flow and JPMS affiliate flow, accessing JPB-X via the algorithms/SOR), as well as related changes to opt-out processes for the new tiering structure, as described in Part II, Item 3 and Part III, Item 13; (ii) introduction of new counterparty selection procedures, whereby Subscribers can restrict the tiers with which their orders can interact and/or restrict their orders from interacting with principal liquidity of JPMS, as described in Part III, Item 14; (iii) the Close Price Match matching time for an NMS stock for which NYSE is the primary exchange will change to seventy seconds before the end of regular trading hours on NYSE, as described in Part III, Item 4; and (iv) in addition to for the Close Price Match, for the VWAP Price Match, JPMS principal orders will be able to match with other JPMS principal orders within the same aggregation unit, as described in Part III, Item 11(c). The changes described in Part III, Item 11(c) relating to matches between two JPMS principal orders apply to the broker-dealer operator. The remaining changes apply to all Subscribers and the broker-dealer operator. Y J.P. MORGAN SECURITIES LLC 008-35008 000000079 Financial Industry Regulatory Authority 12/17/1936 JPBX http://www.jpmorgan.com/ecs Equinix NY4 New York IBX Data Center 755 Secaucus Rd. Secaucus 07094 US-NJ false false The following business units of JPMS are able to enter or direct the entry of firm orders into a JPMS algorithmic trading strategy or JPMS' smart order routing technology (collectively, the "algorithms/SOR"). As described in Part III, Item 5, the algorithms/SOR is able to enter or direct the entry of firm orders and trading interest in the form of conditional orders (collectively, "Firm/Conditional Orders") into JPB-X (using the "JPMS" MPID). The business units may enter or direct the entry of Firm/Conditional Orders in the capacities listed below. Note, references to principal activity may include executing principally for clients on a riskless principal basis: 1. The Over-the-Counter ("OTC") Listed International Sales and Trading unit of JPMS, which trades on an agency, riskless principal, or principal basis and primarily (i) facilitates client trading, including high-touch, electronic and portfolio trading, and hedges and/or unwinds the resulting risk and (ii) acts as a market maker or block positioner in U.S. and non-U.S. equities, equity listed options, OTC options, equity swaps, exchange-traded funds, preferred stocks, credit products, and equity structured products. The OTC Listed International Sales and Trading unit includes the following trading desks: (i) Americas Credit Indices, which trades on a principal basis in credit derivatives, fixed income, commodities, and currencies ETFs, and associated hedges and/or unwinds of the residual risk using, among others, listed equity, options, rates, and futures; (ii) Central Liquidity Book, which manages firm positions, including client facilitations on a principal basis; (iii) Commodities Trading, which trades principally in listed options and ETFs to hedge client facing commodity positions; (iv) Convertible Trading, which trades equities, futures, convertible corporate bonds and equity preferreds and convertible preferreds on a principal or agency basis; (v) Corporate Trading, which trades equities, futures, equity listed options, equity OTC options, equity swaps, and equity structured products and facilitates open market activities for corporate clients on a principal basis; (vi) Electronic Client Solutions Trading, which, on a principal or agency basis, primarily coordinates customer access to, and the monitoring and support of, JPMS direct-to-market (including agency-only direct to JPB-X), and algorithmic/SOR trading products; (vii) Equity Finance Trading, which finances client and counterparty equity positions through swap transactions on a principal basis; (viii) Exchange Traded Fund ("ETF") Flow, which, on a principal or agency basis, conducts and facilitates customer trading in U.S. exchange-listed ETP securities, acts as a block positioner in certain U.S. exchange-listed ETF securities, and engages in domestic and international creation/redemptions of ETFs, derivatives (OTC & Listed) and other securities; (ix) Exotic, which trades equities, futures, equity listed options, exotic equity options, equity swaps, and equity structured products on a principal basis; (x) FICC ETF, which, on a principal or agency basis, conducts and facilitates customer trading in U.S. exchange listed ETF securities and hedges risk using fixed income instruments as well as ETFs. In addition, the desk also acts as a block positioner in certain U.S. exchange listed ETF securities. Its activity also includes domestic and international creation/redemption of ETFs; (xi) Flow Index, which trades equities, exotic equity options, futures, equity listed options, equity swaps, and equity structured products on a principal or agency basis; (xii) Franchise, which books block transactions with clients on a principal or agency basis and conducts and facilitates customer trading, on both an agency and a principal basis, in U.S. exchange-listed, OTCBB, and pink sheet securities and also acts as a market maker or block positioner in certain U.S. exchange-listed, OTCBB, and pink sheet securities; (xiii) High Yield Loan Trading Distressed, which trades on a principal basis and provides liquidity and risk management services to different clients in fixed income products and unlisted equity, and may hedge and/or unwind the residual risk using, among others, listed equity, options, futures and ETFs (bonds and equity); (xiv) Index Swaps, which, trades index swaps and passive index-arb orders on a principal basis; (xv) International Trade, which primarily conducts and facilitates customer trading on both an agency and a principal basis in international securities (both ADRs and "locals") and acts as a market maker or block positioner in certain ADRs; (xvi) North America Delta One Swap, which engages in financing client and counterparty swap transactions related to custom baskets and ETFs, facing institutional clients on swaps, and hedging the client swaps by executing in the market and with counterparties on a principal basis; (xvii) Program Trading, which primarily trades baskets on a principal or agency basis; (xviii) Program Trading Risk, which primarily manages risk associated with client facing program trading risk transactions on a principal basis; (xix) Single Stock Flow Volatility, which trades equities, equity indices, futures, equity listed options, equity vanilla OTC options, swaps, and equity structured products on a principal or agency basis; and (xx) Systematic Derivatives, which, on a principal or agency basis, facilitates customer transactions in equity derivatives, futures, exotic equity options, equity swaps and equity structured products and hedges the risk associated with this activity with various instruments, including cash equities, futures and options. 2. Equity Finance, which may, on a principal basis, buy or sell stocks in connection with its facilitation of stock borrows and loans; and 3. WMIS, which handles order flow derived from Wealth Management business lines on an agency basis and is able to source liquidity from other units of the JPMS equities business that in turn are able to access JPB-X via the algorithms/SOR as described above. Y N N The JPMS affiliates listed below are able, for their own or client accounts (e.g., as principal or agent), to enter or direct the entry of firm orders into JPMS' algorithms/SOR as clients of the Electronic Client Solutions Trading desk identified in response to Part II, Item 1(a). The affiliates also are able to route firm orders to one or more of the other JPMS business units identified in response to Part II, Item 1(a), which in turn are able to enter or direct the entry of firm orders into the algorithms/SOR on the affiliates' behalf and as discussed in Item 1(a). As described in Part III, Item 5, the algorithms/SOR is able to enter or direct the entry of Firm/Conditional Orders into JPB-X (using the "JPMS" MPID) based on the algorithms/SOR's own routing determinations or the algorithms/SOR is able to enter or direct the entry of the initial Conditional Order(s) into JPB-X (using the "JPMS" MPID) based on the routing determinations of the JPMS affiliates or JPMS business units. As non-FINRA members, the affiliates listed below do not have their own MPIDs. 1. JPMorgan Asset Management (China) Company Limited (regulated by the China Securities Regulatory Commission ("CSRC"), the People's Bank of China, and the State Administration for Market Regulation of the People's Republic of China), which issues and sells funds and engages in investment management and other businesses approved by CSRC 2. Highbridge Capital Management LLC (regulated by the SEC, Securities and Futures Commission in Hong Kong, and Financial Conduct Authority in the United Kingdom ("FCA-UK")), which is a registered investment adviser and has developed a diversified investment platform, including hedge funds, daily liquidity products, and other similar investment products 3. J.P. Morgan Alternative Asset Management Inc. (regulated by the SEC), which is a U.S. investment advisory branch of J.P. Morgan Asset Management 4. J.P. Morgan Investment Management Inc. ("JPMIM") (regulated by the SEC, FCA-UK, Securities and Exchange Board of India, Financial Supervisory Service in South Korea, and Financial Services Agency of Japan), which is registered with the SEC as an investment adviser; JPMIM and affiliated investment advisers comprise J.P. Morgan Asset Management 5. J.P. Morgan Private Investments Inc. (regulated by the SEC), which is an investment adviser registered with the SEC and operates within the Asset & Wealth Management line of business 6. J.P. Morgan Securities (Asia Pacific) Limited (regulated by the Hong Kong Monetary Authority and Securities and Futures Commission in Hong Kong), which engages in investment banking (corporate finance advisory and debt/equities securities origination and trading), market making of government bills and bonds, and the trading and marketing of FX, rate, money market, derivatives, cash equities, convertible bonds, distressed, and high yield assets 7. J.P. Morgan Securities Asia Private Limited (regulated by the Monetary Authority of Singapore), which holds a Capital Markets Services license to deal in securities and advise on corporate finance 8. J.P. Morgan Securities Australia Limited (regulated by the Australian Securities and Investments Commission), which is a market, clearing, and settlement participant on the ASX and engages in stockbroking, equity research and services in the ETO market for wholesale clients and makes markets in and advises on equity swaps, OTC options, and exchange listed warrants 9. JPMorgan Asset Management (Asia Pacific) Limited (regulated by the Securities and Futures Commission in Hong Kong), which provides investment management services 10. J.P. Morgan Securities (Far East) Limited (regulated by the Securities and Futures Commission in Hong Kong), which is a broker and lead underwriter in PRC and engages in securities dealing and investment banking activities in its Seoul Branch 11. J.P. Morgan Securities plc (regulated by the FCA-UK and Prudential Regulation Authority in the United Kingdom), the principal activity of which is to be a booking and processing entity for investment banking activities initiated by other JPMorgan Chase & Co. ("JPMC") entities 12. J.P. Morgan (Suisse) SA (regulated by the Swiss Financial Market Supervisory Authority), which serves Swiss and international clients across the Private Banking and Investor Services lines of business 13. JPMorgan Asset Management (Europe) S.a.r.l. (regulated by the Commission de Surveillance du Secteur Financier), which is an investment management and management company 14. 55I, LLC (regulated by the SEC), which is a registered investment adviser and provides advisory services associated with tax harvesting solutions as well as ongoing trading and rebalancing services for clients 15. J.P. Morgan Markets Limited (regulated by the FCA-UK), which engages in global credit and equities trading 16. JPMorgan Asset Management (Japan) Limited (regulated by the Financial Services Agency of Japan), which engages in investment trust management, non-discretionary investment advisory services and discretionary investment management services, and the offering of beneficiary certificates of investment trusts and shares of non-Japanese pooled funds 17. JPMorgan Asset Management (Singapore) Limited (regulated by the Monetary Authority of Singapore), which engages in fund management 18. JPMorgan Asset Management (Taiwan) Limited (regulated by the Financial Supervisory Commission and Investment Commission of Ministry of Economic Affairs in Taiwan), which is an investment manager and securities investment trust 19. JPMorgan Asset Management (UK) Limited (regulated by the FCA-UK), which is a discretionary investment adviser 20. JPMorgan Chase Bank, National Association (regulated by the Office of the Comptroller of the Currency, Board of Governors of the Federal Reserve System, and Federal Deposit Insurance Corporation in the United States; Hong Kong Monetary Authority and Securities and Futures Commission in Hong Kong; Monetary Authority of Singapore; and FCA-UK and Prudential Regulation Authority in the United Kingdom), which is a wholly owned bank subsidiary of JPMC 21. JPMorgan Chase Funding Inc. (regulated by the Board of Governors of the Federal Reserve System), which may engage in activities permitted for a financial holding company as set forth in Board Regulation Y 22. JPMorgan Securities Japan Co., Ltd. ("JPMSJ") (regulated by the Financial Services Agency of Japan), which underwrites and trades securities, offers and brokers securities transactions, advises clients on business strategies, capital structures, and financial strategies, and engages in M&A derivative transactions booked outside of JPMSJ 23. Security Capital Research & Management Incorporated ("SCRM") (regulated by the SEC), which is registered with the SEC as an investment adviser; SCRM and affiliated investment advisers comprise J.P. Morgan Asset Management 24. J.P. Morgan SE (regulated by the German Federal Financial Supervisory Authority, German Central Bank, and European Central Bank), which facilitates the provision of J.P. Morgan Global capabilities to Commercial & Investment Banking clients in the European Economic Area, also to EMEA clients in Private Bank 25. Almea 2 Segregated Portfolio Company (regulated by Cayman Island Monetary Authority), which is a wholly owned subsidiary of JPMorgan Chase Holdings LLC established to acquire hedge positions (for client trades) to the extent permitted to be acquired by JPMC and its subsidiaries 26. J.P. Morgan Mansart Management Limited (regulated by the FCA-UK), which is an investment manager. Y N N Until completion of the below described system change, which will begin on March 23, 2026: Subscribers can opt out from interacting with Firm/Conditional Orders of JPMS. As described in Part III, Item 13, principal Firm/Conditional Orders of JPMS are assigned to Tier 4 in JPB-X. Specifically, the P-1 sub-tier in Tier 4 includes principal JPMS trading desk flow that accesses JPB-X via the algorithms/SOR. Tier 4 consists entirely of the P-1 sub-tier. Subscribers can opt out from interacting with the P-1 sub-tier or Tier 4. As described in Part III, Item 14, a Subscriber can specify the tiers or sub-tiers with which the Subscriber has opted out from interacting (i) on an order-by-order basis in the Firm/Conditional Order instructions submitted to JPMS or (ii) by contacting the Subscriber's JPMS sales representative with respect to a subset of Firm/Conditional Orders or all order flow. In each case, JPMS implements the restriction as soon as reasonably practicable. Beginning on March 23, 2026 and once the changes to the segmentation, as described in Part III, Item 13, are effective: As detailed below, Subscribers can opt out from interacting with Firm/Conditional Orders of JPMS. As described in Part III, Item 13, principal Firm/Conditional Orders of JPMS are assigned to Tier 1 in JPB-X. Subscribers can opt out from interacting with JPMS principal orders by requesting to disable interaction with JPMS principal orders or opting out of Tier 1. By disabling interaction with JPMS principal orders, Subscribers do not opt out of interacting with institutional investor client flow that accesses JPB-X via the algorithms/SOR, JPMS affiliates flow that accesses JPB-X via the algorithms/SOR, and broker-dealer client flow that accesses JPB-X via the algorithms/SOR. Tier 1 consists of institutional investor client flow that accesses JPB-X via the algorithms/SOR, JPMS affiliates flow that accesses JPB-X via the algorithms/SOR, broker-dealer client flow that accesses JPB-X via the algorithms/SOR, and internal (JPMS) principal trading desks' flow that accesses JPB-X via the algorithms/SOR. Subscribers can opt out from interacting with Tier 1. As described in Part III, Item 14, a Subscriber can specify the tiers with which the Subscriber has opted out from interacting with and/or specify opt out from principal interaction (i) on an order-by-order basis in the Firm/Conditional Order instructions submitted to JPMS or (ii) by contacting the Subscriber's JPMS sales representative with respect to a subset of Firm/Conditional Orders or all order flow. In each case, JPMS implements the restriction as soon as reasonably practicable. As noted in response to Part III, Item 13, beginning on March 23, 2026, JPB-X will gradually implement the tiering changes described therein by symbol range. The proposed daily symbol range implementation schedule, which will start on March 23, 2026 and may be subject to change, is as follows: Day 1: Z range; Day 2: W-Z range; Day 3: T-Z range; Day 4: L-Z range; and Day 5, A-Z range. A detailed implementation plan will be sent to Subscribers in advance and will be available to the public here: https://www.jpmorgan.com/markets/aqua#x. JPB-X will disable the prior tiering logic for the migrated symbol range and will implement the above described opt-out selections for such migrated symbol range (as the tiering changes become available) in a manner that corresponds with Subscribers' existing/prior opt-out(s). Until completion of the below described system change, which will begin on March 23, 2026: Subscribers can opt out from interacting with Firm/Conditional Orders of JPMS' affiliates. As described in Part III, Item 13, Firm/Conditional Orders of JPMS' affiliates are assigned to Tier 1 in JPB-X. Tier 1 consists of institutional investor clients' and JPMS affiliates' flow that accesses JPB-X via the algorithms/SOR. Subscribers can opt out from interacting with Tier 1. Note that, because there are no sub-tiers in Tier 1, Subscribers cannot opt out from interacting with Firm/Conditional Orders of JPMS' affiliates without also opting out from interacting with institutional investor clients' flow that accesses JPB-X via the algorithms/SOR. As described in Part III, Item 14, a Subscriber can specify the tiers or sub-tiers with which the Subscriber has opted out from interacting (i) on an order-by-order basis in the Firm/Conditional Order instructions submitted to JPMS or (ii) by contacting the Subscriber's JPMS sales representative with respect to a subset of Firm/Conditional Orders or all order flow. In each case, JPMS implements the restriction as soon as reasonably practicable. Beginning on March 23, 2026 and once the changes to the segmentation, as described in Part III, Item 13, are effective: Subscribers can opt out from interacting with Firm/Conditional Orders of JPMS' affiliates. As described in Part III, Item 13, Firm/Conditional Orders of JPMS' affiliates are assigned to Tier 1 in JPB-X. Tier 1 consists of institutional investor client flow that accesses JPB-X via the algorithms/SOR, JPMS affiliates flow that accesses JPB-X via the algorithms/SOR, broker-dealer client flow that accesses JPB-X via the algorithms/SOR, and internal (JPMS) principal trading desks' flow that accesses JPB-X via the algorithms/SOR. Subscribers can opt out from interacting with Tier 1. Note that, because there are no sub-tiers in Tier 1, Subscribers cannot opt out from interacting with Firm/Conditional Orders of JPMS' affiliates without also opting out from interacting with institutional investor client flow that accesses JPB-X via the algorithms/SOR, broker-dealer client flow that accesses JPB-X via the algorithms/SOR, and internal (JPMS) principal trading desks' flow that accesses JPB-X via the algorithms/SOR. As described in Part III, Item 14, a Subscriber can specify the tiers with which the Subscriber has opted out from interacting with and/or specifying opt out from principal interaction (i) on an order-by-order basis in the Firm/Conditional Order instructions submitted to JPMS or (ii) by contacting the Subscriber's JPMS sales representative with respect to a subset of Firm/Conditional Orders or all order flow. In each case, JPMS implements the restriction as soon as reasonably practicable. As noted in response to Part III, Item 13, beginning on March 23, 2026, JPB-X will gradually implement the tiering changes described therein by symbol range. The proposed daily symbol range implementation schedule, which will start on March 23, 2026 and may be subject to change, is as follows: Day 1: Z range; Day 2: W-Z range; Day 3: T-Z range; Day 4: L-Z range; and Day 5, A-Z range. A detailed implementation plan will be sent to Subscribers in advance and will be available to the public here: https://www.jpmorgan.com/markets/aqua#x. JPB-X will disable the prior tiering logic for the migrated symbol range and will implement the above described opt-out selections for such migrated symbol range (as the tiering changes become available) in a manner that corresponds with Subscribers' existing/prior opt-out(s). Y N JPMS, sometimes in conjunction with its affiliates, offers Subscribers 1. Access to JPMS' algorithms/SOR, which in turn is able to access numerous trading centers, including JPB-X (as discussed in Part III, Item 5), 2. Access to JPMS' JISU technology, which is a low-latency platform, accessed via a FIX connection, that can be used to access directly JPMS' algorithmic trading strategies, smart order routing technology, JPB-X, JPM-X (another NMS Stock ATS operated by JPMS), and/or external venues, and 3. Neovest, which is an order and execution management system developed by JPMS' affiliate Neovest, Inc. and can be used to access numerous brokers, including JPMS and, specifically, JPMS' algorithms/SOR. JPMS may offer Subscribers access to its algorithms/SOR and/or JISU technology pursuant to any applicable contractual agreements with JPMS, such as any Electronic Trading Terms of Service, the terms of which (regarding, e.g., intellectual property rights, warranties, indemnification obligations, and limitations of liability) are sometimes negotiated and generally do not contain specific terms and conditions for routing orders to JPB-X. Subscribers may utilize Neovest to access numerous brokers, including JPMS, pursuant to a click-through user agreement with Neovest, Inc. Y Neovest, Inc., an affiliate of JPMS, offers Subscribers Neovest, an order and execution management system that can be used to access numerous brokers, including JPMS and, specifically, JPMS' algorithms/SOR, which in turn is able to access numerous trading centers, including JPB-X (as discussed in Part III, Item 5). Subscribers utilize Neovest pursuant to a click-through user agreement with Neovest, Inc. Certain Subscribers utilize Neovest pursuant to an agreement with Neovest, Inc., the terms of which are sometimes negotiated, authorizing the Subscriber to access Neovest and to sub-license access to Neovest to the Subscriber's clients. Y Confidential trading information consists of data regarding open or partially open Firm/Conditional Orders in JPB-X ("real-time data") and data regarding fully or partially completed Firm/Conditional Orders in JPB-X, including executions and cancellations ("historical data"). Confidential trading information, however, does not include post-execution reporting under applicable reporting rules or regulations. Confidential trading information also does not include aggregated data resulting from the combination of the JPB-X historical data associated with a Subscriber's Firm/Conditional Order with data regarding other Firm/Conditional Orders of the Subscriber or other JPMS clients, whether or not such Firm/Conditional Orders were routed to JPB-X ("Aggregated Data"). Aggregated Data includes JPB-X historical data from only the prior trading day, including end of trading on trade date, or earlier. Aggregated Data can include any JPB-X historical data or some subset of JPB-X historical data. Aggregated Data sourced only from JPB-X historical data does not provide Subscriber-specific or symbol-specific information. Aggregated Data can be used (i) by JPMS to provide market color or trend analyses externally and/or to internal principal or agency trading desks or senior management (e.g., JPMS has included in marketing materials aggregate statistics regarding JPB-X such as executed volume); (ii) by JPMS to advertise, report on, or enhance the quality of its execution or other services offered to clients (e.g., JPMS has included in marketing materials aggregate VWAP slippage statistics that incorporate execution data from JPB-X and other venues to which Subscribers' VWAP orders were routed); and (iii) by third parties so they can provide JPMS with analytics (regarding, e.g., its market share or other performance metrics on a client-by-client basis). Such data sets are sufficiently aggregated and/or anonymized that they protect the confidentiality of Subscribers' trading strategies and are not themselves confidential trading information. Moreover, the use of such data sets, depending on the context, may be subject to confidentiality restrictions under agreements with recipients of the data sets and/or JPMC policies and procedures. No employee or contingent worker ("workforce member") of JPMS or its affiliates is dedicated solely to servicing the operations of JPB-X. Shared workforce members with some level of access to confidential trading information on JPB-X include those described below to the extent they have a need to know such information to perform their respective responsibilities in connection with: (i) the operations and support of JPB-X; (ii) JPMS' risk management and compliance with applicable law in operating JPB-X; (iii) assisting clients, senior management, and business units that send orders to JPB-X; or (iv) developing or maintaining JPMS's infrastructure and applications, including those related to JPB-X. In particular, as detailed below, limited groups of shared workforce members have access to all real-time and historical data in JPB-X (1), and limited groups of shared workforce members have access to all historical data from JPB-X (2).Separately, there are groups of shared workforce members that have access to real-time and/or historical data regarding subsets of orders and executions that occur in JPB-X to perform their respective responsibilities (3). Shared workforce members authorized to access confidential trading information in connection with the responsibilities noted below are prohibited from using confidential trading information for purposes other than those described below. Shared workforce members may be employed by (i) JPMS; (ii) an affiliate listed in Part II, Item 2; or (iii) a non-securities trading JPMS affiliate. References below to "affiliates worldwide" generally include an affiliate listed in Part II, Item 2, e.g., JPMorgan Chase Bank, National Association ("JPMCB"). While some individual shared workforce members may be employed by a JPMS affiliate listed in Part II, Item 2, only those shared workforce members described below as having trading responsibilities may in fact enter or direct the entry of Firm/Conditional Orders that ultimately access JPB-X. For example, those JPMCB-employed shared workforce members outlined in Section 1(b) below have access to certain confidential trading information but do not engage in trading activity while those JPMCB-employed shared workforce members outlined in Section 3(e) below have access to certain confidential trading information and can engage in trading activity. As noted above and in Part II, Item 7(a), shared workforce members with access to confidential trading information, including those employed by a JPMS affiliate listed in Part II, Item 2, have such access to the extent they have a need to know such information to perform their respective responsibilities and are prohibited from unauthorized or improper use of such information, e.g., front-running client orders. (1) The following groups have access to all real-time and all historical data in JPB-X for the purposes described below: a) Electronic Client Solutions ("ECS") Liquidity Product Specialists (workforce members of JPMS and its affiliates worldwide) responsible for the development and day-to-day operation of the SOR and JPMS' alternative trading systems, including JPB-X, who can access the JPB-X order book, which contains all real-time and historical data. This access allows ECS Liquidity Product Specialists to monitor the performance of JPB-X, prepare aggregated data sets as described above, detect any Subscriber behavior resulting in a materially negative impact to the operation of JPB-X or to other Subscribers or indicating a need to change a Subscriber's order flow type or tier assignment, work to resolve issues related to the foregoing that may arise, develop further product initiatives, and respond to client inquiries and regulatory requests; and b) Personnel in technology groups (workforce members of JPMS affiliates worldwide) responsible for providing technical support or developing and maintaining applications, e.g., trading applications and other applications or services that support trading personnel described below, or infrastructure across JPMS, including the applications and infrastructure on which JPB-X relies, can access real-time and historical data regarding orders and executions that occur in JPB-X as necessary in the course of their work to provide support and develop and maintain the applications and infrastructure. (2) The following groups have access to all historical data from JPB-X for the purposes described below: a) Operations personnel (workforce members of JPMS affiliates worldwide) responsible for processing and providing operational support for transactions effected by JPMS and its affiliates, including trades in JPB-X, who can access historical data so they can monitor the post-trade processing of and provide operational support for transactions executed in JPB-X, including with respect to the clearance, settlement, and allocation of such transactions, and work to resolve any processing or other operational issues that may arise; and b) Personnel in Compliance, Conduct and Operational Risk, Business Control Management, and technology groups (workforce members of JPMS affiliates worldwide), who can access historical data so they can maintain (i) JPMS' and its affiliates' compliance with laws applicable to the operation of JPB-X, including through supervision, surveillance and the preparation of regulatory reports and responses to regulatory request; and (ii) related systems. (3) The following groups have access to real-time and/or historical data regarding subsets of orders and executions that occur in JPB-X for the purposes described below: a) The ECS Client Coverage, ECS Product, ECS Connectivity, and ECS Sales groups (workforce members of JPMS and its affiliates worldwide), which provide client services to ECS clients, including JPB-X Subscribers, and can access real-time and historical data regarding subsets of orders and executions that occur in JPB-X so they can field inquiries from clients regarding orders routed to JPB-X by or on behalf of the clients; b) ECS senior management (workforce members of JPMS and its affiliates worldwide) responsible for the ECS business, including the JPB-X offering and its operation, who can access real-time and historical data at a summary level (e.g., aggregated order quantities by client or symbol) so they can appropriately supervise and manage the ECS Liquidity Product Specialists, ECS Client Coverage, ECS Product, ECS Connectivity, and ECS Sales groups; c) Personnel in the equities Analytics, Automation and Optimization quantitative research groups, Equities Trading quantitative research groups, and the Markets Business Intelligence Group (together, the "Equities Quantitative Research Groups") (workforce members of JPMS and its affiliates worldwide), who can access real-time and/or historical data regarding JPB-X activity occurring through the upstream systems or desks they support when necessary in the course of their work to provide support or develop and maintain applications and infrastructure (including, in the case of (i) the equities electronic trading quantitative research group, to, e.g., develop quantitative models employed by the applications and to analyze the performance of these applications and their underlying models; (ii) the Analytics, Automation, and Optimization quantitative research group to, e.g., maintain the applications that support trading personnel described below and the integrity of data used by such applications; and (iii) the Markets Business Intelligence Group to, e.g., provide senior management with aggregated trading analytics); d) Personnel in Operations and Business Control Management (described in section 2 above), who can access real-time data on a limited basis in connection with their responsibilities described above; e) Business unit sales and trading personnel who are responsible for Firm/Conditional Orders routed to JPB-X via the algorithms/SOR (workforce members of JPMS and its affiliates worldwide), can access real-time and historical data regarding orders and executions that occur in JPB-X regarding only that business unit's or a subset of that business unit's Firm/Conditional Orders so they can monitor such Firm/Conditional Orders, field inquiries regarding their orders, including those Firm/Conditional Orders routed to JPB-X, or provide technical support for related trading application; and f) Personnel in Model Risk Governance and Review (workforce members of JPMS and its affiliates worldwide) who can access historical data so they can perform model governance and model review functions, including conducting independent assessment and monitoring of the performance of Firm models that execute transactions in JPB-X. Equinix, Inc., a third-party data center provider, maintains the Equinix NY4 New York IBX Data Center, the data center in which the JPB-X matching system is located. Redline, a market data provider, is described in Part III, Item 23. Redline, a market data provider used by JPB-X, is wholly owned by an entity in which a JPMS affiliate that is not a Subscriber of JPB-X owns a minority interest. JPMS understands that other market participants (or affiliated entities of other market participants) who may be Subscribers of JPB-X also may own an interest in Redline's affiliate. Y JPMS has established written safeguards and procedures that restrict (i) access to all real-time and historical data regarding Subscribers' JPB-X Firm/Conditional Order information to individuals identified in categories 1 and 2 of the response to Part II, Item 6(a) above and (ii) the personal trading of such individuals with access to Subscriber confidential trading information identified in Part II, Item 6(a). JPMS also has adopted and implemented written oversight procedures intended to ensure that the above safeguards and procedures are followed. Access to Subscribers' confidential trading information is restricted as described below. Systems with Real-Time and Historical Data. Real-time and historical data is accessible via a front-office graphical user interface ("GUI") and database, each of which can be used to view the status of, and generate reports regarding, Firm/Conditional Orders routed to JPB-X; order management systems used to route firm orders to the algorithms/SOR; and the servers upon which the GUI, database, order management systems, algorithms/SOR, and JPB-X matching engine run. The algorithms/SOR and JPB-X matching engine generate and access such data for the purpose of routing Firm/Conditional Orders and matching and executing Firm/Conditional Orders, respectively. Access to real-time and historical data regarding all orders and executions that occur in JPB-X is restricted, via permissioned electronic logins, to personnel described in category 1 in response to Part II, Item 6(a) above (for the reasons stated therein). Access, through the above referenced systems to real-time and/or historical data regarding subsets of orders and executions that occur in JPB-X . Systems with Historical Data. In addition to the systems noted above, JPMS maintains systems that include only historical data, i.e., these systems do not include real-time data. These systems include a GUI used to view JPMS' transaction data; Middle Office systems for the post-trade processing of transactions; and the servers upon which these systems run. Access to these systems, through which all historical data is accessible, is restricted, via permissioned electronic logins, to the personnel described in category 2 in response to Part II, Item 6(a) above (for the purposes stated therein). Policies and Procedures The above restrictions are maintained in part through written procedures requiring the escalation and approval of requests to access JPB-X data and the periodic review of such access. Moreover, JPMC has adopted written policies and procedures (the "Personal Account Dealing Policy" or "PAD Policy") requiring (i) employees and contingent workers subject to the PAD Policy ("PAD Workforce Members") to disclose accounts that can hold and transact in the purchase or sale of publicly traded securities and over which PAD Workforce Members or related persons can exercise discretion ("Covered Accounts") and to review and certify annually as to the accuracy and completeness of all Covered Account details, (ii) JPMC to monitor transaction details for Covered Accounts, (iii) PAD Workforce Members to preclear purchases, sales, pledges, and gifts of publicly traded and privately held financial instruments, and (iv) managers to review trading requests to prevent the improper use of material non-public information or other confidential information, conflicts of interest, and other applicable trading restrictions. Written supervisory procedures applicable to the JPMS U.S. Equities Division (the "WSPs") require reviews, documented at least on a monthly basis, to make certain that (i) new employees receive training with respect to the PAD Policy, (ii) employees have obtained preclearance appropriately, (iii) trading subject to the PAD Policy has been appropriately monitored, and (iv) escalated personal trading violations have been followed up on appropriately. JPMS' written procedures for limiting access to confidential trading information, pursuant to JPMS' obligations under Regulation ATS Rule 301(b)(10), include a section of the WSPs regarding JPMS' alternative trading systems. The section requires reviews, documented at least on a quarterly basis, (i) to verify the appropriateness of the access afforded to those described in response to Part II, Item 6 who are authorized to view JPB-X data via certain front office and transaction data processing systems and (ii) to approve, or verify the appropriate approval of, all new requests to access JPB-X order data via such systems. In addition, JPMC policies and procedures require that confidential trading information be shared only on a "need to know" basis (i.e., shared only with a person with a legitimate business need, in the normal exercise of the person's employment or duties, for knowing or having access to the information) and prohibit the unauthorized or improper use of confidential information and/or the front-running of client orders. Only the workforce members identified in response to Part II, Item 6 are deemed by JPMS to have such a need to know Subscribers' confidential trading information. JPMS has received requests from Subscribers to provide confidential trading information pertaining to their respective Firm/Conditional Orders to third parties that provide analyses of trading information. A Subscriber, at any time, can provide JPMS with notice of the Subscriber's consent to the disclosure of confidential trading information pertaining to the Subscriber's executed and cancelled Firm/Conditional Orders, or the executed and cancelled portions thereof, to such third parties by contacting the Subscriber's JPMS sales representative. JPMS will commence such disclosure as soon as reasonably practicable following receipt of the Subscriber's notice. A Subscriber, at any time, can provide JPMS with notice of the withdrawal of the Subscriber's consent to the disclosure described in response to Part II, Item 7(b) by contacting the Subscriber's JPMS sales representative. JPMS will discontinue such disclosure as soon as reasonably practicable following receipt of the Subscriber's notice. The shared workforce members described in response to Part II, Item 6(a) are the only individuals who have access to Subscriber confidential trading information on JPB-X. The information to which such individuals have access and the basis for their access are described in response to Part II, Item 6(a). The systems described in response to Part II, Item 7(a) are the only systems that have access to Subscriber confidential trading information on JPB-X. Investment Companies Issuers Brokers Asset Managers Principal Trading Firms Hedge Funds Market Makers Banks Dealers Other Other types of Subscribers that can use JPB-X include insurance companies, pension funds, sovereign wealth funds, and governmental entities. N Only Persons that have satisfied JPMS' onboarding requirements are permitted to be JPMS clients, and only JPMS clients that are either "institutional accounts," as defined by FINRA Rule 4512, or broker-dealers are permitted to be Subscribers of JPB-X. JPMS' onboarding requirements are based in part on, e.g., regulatory "Know Your Customer" and anti-money laundering requirements and vary depending on the characteristics of the Person's business. Before accessing JPB-X, a Subscriber must work with JPMS to establish connectivity between the Subscriber and the algorithms/SOR (via JPMS' JISU technology or an order management system selected by the Subscriber). Subscribers that access JPB-X are subject to any applicable contractual agreements with JPMS (e.g., Electronic Trading Terms of Service). Y N JPMS can deny a Subscriber access to JPB-X if the Subscriber fails to satisfy the requirements for becoming a JPMS client or accessing JPB-X (see Part III, Item 2) or based on considerations suggesting high-risk activity, including regulatory actions, surveillance findings indicating potential market manipulation, or other inappropriate activity, or JPMS' overall business relationship with the Subscriber and its affiliates. JPMS also can deny a Subscriber access to JPB-X if ECS Liquidity Product Specialists, responsible for the operation of JPB-X, detect systematic behavior with respect to (i) the routing of Firm/Conditional Orders designated for VWAP Price Match (see Part III, Item 7) resulting in a materially negative impact to the operation of JPB-X or to other Subscribers as evidenced by, e.g., a high cancellation rate or high VWAP slippage of the Subscriber's orders or (ii) the routing of Firm/Conditional Orders designated for Close Price Match (see Part III, Item 7) resulting in a materially negative impact to the operation of JPB-X or to other Subscribers as evidenced by, e.g., a high cancellation rate or late cancellation attempts of the Subscriber's orders. Moreover, JPMS reserves the right (i) to disable any JPB-X functionality, in whole or in part, if such functionality experiences technical issues or could otherwise pose a detrimental risk to Subscribers, JPB-X, or the capital markets and (ii) to restrict the entry of a Subscriber's Firm/Conditional Orders into JPB-X if certain thresholds are exceeded (e.g., risk limits imposed by JPMS pursuant to its obligations under SEC Rule 15c3-5) or to mitigate operational risk by reducing the volume of messaging in JPB-X. Y JPB-X operates during the regular trading hours set by the primary markets for NMS stocks; the hours for such a primary market typically are from 9:30 a.m. to 4:00 p.m. (New York time), Monday-Friday, except on holidays observed by the primary market. JPB-X can accept conditional orders from the algorithms/SOR starting at 6:30 a.m. JPB-X does not match or execute Firm/Conditional Orders in an NMS stock until after the NMS stock has opened on its primary market. JPB-X accepts conditional orders designated for Close Price Match (see Part III, Item 7), and amendments and cancellations of such conditional orders, from the algorithms/SOR during the regular trading hours set by the primary exchange for the NMS stock being traded until the Close Price Match matching time. Until completion of the below described change, which will begin on March 23, 2026: The Close Price Match matching time for an NMS stock is thirty seconds before the market-on-close cut-off time for that stock's primary exchange. JPB-X executes orders designated for Close Price Match after the primary exchange for the NMS stock being traded publishes an official closing price as determined by the closing auction. Beginning on March 23, 2026: The Close Price Match matching time for an NMS stock for which the New York Stock Exchange is the primary exchange is seventy seconds before the end of regular trading hours on the New York Stock Exchange. The Close Price Match matching time for an NMS stock for which another exchange is the primary exchange is thirty seconds before the market-on-close cut-off time for that stock's primary exchange. JPB-X executes orders designated for Close Price Match after the primary exchange for the NMS stock being traded publishes an official closing price as determined by the closing auction. JPB-X will gradually implement, by symbol range, the change described above with respect to the Close Price Match matching time for NMS stocks for which the New York Stock Exchange is the primary exchange. The proposed daily symbol range implementation schedule, which will start on March 23, 2026 and may be subject to change, is as follows: Day 1: Z range; Day 2: W-Z range; Day 3: T-Z range; Day 4: L-Z range; and Day 5, A-Z range. A detailed implementation plan will be sent to Subscribers in advance and will be available to the public here: https://www.jpmorgan.com/markets/aqua#x. Y Subscribers can enter Firm/Conditional Orders directly into JPB-X by routing through JPMS' JISU technology, a low-latency platform accessible through a standard FIX messaging protocol (FIX 4.2 API). JPMS' JISU technology accesses JPB-X through a proprietary FIX messaging protocol and is the only means by which Subscribers can access JPB-X directly. Only institutional investor clients of JPMS can enter Firm/Conditional Orders directly into JPB-X. JPMS trading desks, JPMS' affiliates, and U.S.-registered broker-dealer clients (whether acting as agent or principal) cannot enter Firm/Conditional Orders directly into JPB-X. For the avoidance of doubt, (i) "Firm Orders" refers to the firm orders that the algorithms/SOR is able to enter, or direct the entry of, into JPB-X, but does not refer to the firm orders that the Subscribers enter into the algorithms/SOR, and (ii) "Conditional Orders" refers to the trading interest in the form of conditional orders that the algorithms/SOR is able to enter, or direct the entry of, into JPB-X. Subscribers can (i) enter firm orders into JPMS' algorithmic trading strategies, which can direct the SOR to enter child Firm/Conditional Orders into JPB-X based on the algorithmic trading strategies' own routing determinations, or (ii) enter firm orders into JPMS' algorithmic trading strategies, which can direct the SOR to enter the initial Conditional Order(s) into JPB-X based on the routing determinations of such Subscribers. Subscribers also can (i) enter firm orders into the SOR, which can enter child Firm/Conditional Orders into JPB-X based on the SOR's own routing determinations, or (ii) enter firm orders into the SOR, which can enter the initial Conditional Order(s) into JPB-X based on the routing determinations of such Subscribers. The SOR accesses JPB-X through a proprietary FIX messaging protocol. Subscribers can enter firm orders into JPMS algorithmic trading strategies and the SOR via a client gateway (JPMS' JISU technology or an order management system selected by the Subscriber). Subscribers can opt out of having the algorithms/SOR route Firm/Conditional Orders to JPB-X. Subscribers that access the algorithms/SOR are subject to any applicable contractual agreements with JPMS, such as any Electronic Trading Terms of Service, the terms of which (regarding, e.g., intellectual property rights, warranties, indemnification obligations, and limitations of liability) are sometimes negotiated and generally do not contain specific terms and conditions for accessing JPB-X through the algorithms/SOR. There is no means by which to access JPB-X through the algorithms/SOR that is available to JPMS business units or JPMS affiliates but not to Subscribers. Unless otherwise noted, the description above applies to both Firm/Conditional Orders designated for VWAP Price Match and Firm/Conditional Orders designated for Close Price Match (see Part III, Item 7). Y JPMS' JISU technology, a low-latency platform that is accessible through a standard FIX messaging protocol (FIX 4.2 API), can share the same rack space in the Equinix NY4 New York IBX Data Center with the JPMS trading algorithms, SOR, JPB-X, and JPM-X. Subscribers that access JPB-X by routing Firm/Conditional Orders directly to JPB-X route via JISU. In addition, Subscribers that access JPB-X by routing orders to JPMS trading algorithms or by routing Firm/Conditional Orders to the SOR can increase the speed of their communications with JPB-X by routing via JISU. A Subscriber can access JISU via a fiber cross-connect between the hardware of a third-party connectivity provider selected by the Subscriber and JISU. The bit rate of the cross-connect may vary depending on the connectivity provider. A Subscriber that accesses JISU is subject to any applicable contractual agreements with JPMS (such as Electronic Trading Terms of Service, discussed in response to Part III, Item 5(c)) and/or with the third-party connectivity provider selected by the Subscriber and could be liable for charges resulting from such connectivity under the agreements. Subscribers also can contract directly with Equinix to be located in the Equinix NY4 New York IBX Data Center, the same data center in which the JPMS trading algorithms, SOR, JISU, JPB-X, and JPM-X are located. Subscribers, however, cannot share the same rack space with the JPMS trading algorithms, SOR, JISU, JPB-X, and JPM-X. Subscribers, irrespective of their location, can, but are not required to, access JISU. Only institutional investor clients of JPMS can enter Firm/Conditional Orders directly into JPB-X via JISU. JPMS trading desks, JPMS' affiliates, and U.S.-registered broker-dealer clients (whether acting as agent or principal) cannot enter Firm/Conditional Orders directly into JPB-X via JISU. N N Conditional and Firm Orders. The algorithms/SOR and Subscribers that access JPB-X directly can route to JPB-X (i) conditional orders and (ii) if any of the conditional orders match with other conditional orders in JPB-X, firm orders routed in response to firm-up invitations received directly from JPB-X (in the case of the SOR with respect to orders designated for Close Price Match and in the case of Subscribers that access JPB-X directly) or from JPB-X via the SOR (in the case of JPMS algorithmic trading strategies). Matching Types. JPB-X accepts Firm/Conditional Orders designated for the following two matching types: -- Volume-Weighted Average Price Match ("VWAP Price Match"), which matches orders, using the conditional order process described in Part III, Item 9, and crosses them at a VWAP price determined by JPB-X over the course of a pre-determined match period; and -- Close Price Match, which matches orders, using the conditional order process described in Part III, Item 9, and crosses them at the security's official closing price as determined by the closing auction at the primary exchange for the security. Firm/Conditional Orders designated for each matching type are maintained in separate order books within JPB-X and do not interact with each other. Firm/Conditional Order Types. JPB-X accepts (1) limit and market Firm/Conditional Orders for the VWAP Price Match matching type and (2) market-on-close Firm/Conditional Orders for the Close Price Match matching type. A limit Firm/Conditional Order is a Firm/Conditional Order to buy or sell stock at a specific price or better. A market Firm/Conditional Order is a Firm/Conditional Order to buy or sell stock at the best available price. A market-on-close Firm/Conditional Order is a Firm/Conditional Order to buy or sell stock at its closing price as determined by the primary exchange for the stock. JPB-X does not offer post-only Firm/Conditional Order types, and none of the above Firm/Conditional Order types is eligible for routing to other Trading Centers. The above Firm/Conditional Order types cannot be combined (i.e., a Firm/Conditional Order cannot be more than one Firm/Conditional Order type). Time-In-Force Instructions. For both VWAP Price Match and Close Price Match matching types, JPB-X only accepts a "day" time-in-force instruction. A day Firm/Conditional Order is a Firm/Conditional Order intended to rest in an order book maintained by JPB-X until the Firm/Conditional Order is executed or cancelled at the end of the trading day or earlier. A blank time-in-force field is treated as a "day" time-in-force instruction. Modifications, Replacements, and Cancellations. The algorithms/SOR and Subscribers that access JPB-X directly can modify, replace, or cancel day Firm/Conditional Orders routed to JPB-X, whether designated for VWAP Price Match or Close Price Match, as described below. The modification or replacement of a day conditional order results in the entry of a replacement conditional order with a new time stamp and lower priority in time than the original conditional order, unless the modification is a reduction in the quantity of the conditional order, in which case the replacement conditional order has a new time stamp but the same priority in time that the original conditional order had prior to its replacement. Note, however, that conditional orders designated for Close Price Match cannot be modified, replaced, or cancelled once the Close Price Match matching time is reached. The algorithms/SOR and Subscribers that access JPB-X directly can cancel or reduce the quantity of a firm-up order prior to its execution. Rejections. JPB-X rejects (i) short sale exempt, buy-minus, and sell-plus Firm/Conditional Orders, (2) short sale Firm/Conditional Orders designated for Close Price Match, (3) Firm/Conditional Orders priced at or above $1.00 per share if priced in a sub-penny increment, (4) Firm/Conditional Orders priced below $1.00 per share if priced in an increment of less than $.0001, (5) Firm/Conditional Orders that exceed limits imposed by JPMS pursuant to its obligations under SEC Rule 15c3-5, and (6) any order type and/or orders with any time-in-force instructions not identified above (for example, pegged orders). Eligibility for Matching and Execution. A Firm/Conditional Order is ineligible for matching in JPB-X unless the price, minimum quantity, and counterparty preference instructions associated with the Firm/Conditional Order, if any, are satisfied. Conditional orders, but not firm orders, can have minimum match size requirements. As described in response to Part III, Item 9, when JPB-X sends a firm-up invitation, JPB-X cancels the corresponding conditional order, irrespective of the conditional order's minimum quantity instruction. As also described in response to Part III, Item 9, a firm-up order is ineligible for execution in JPB-X during the order's applicable firm-up period. Matching of VWAP Price Match Orders. As described in response to Part III, Item 11, once JPB-X matches firm-up orders designated for VWAP Price Match and the match period has elapsed, the firm-up orders are crossed, at the VWAP determined by JPB-X. In the event of (1) the cancellation of a firm-up order by the algorithms/SOR or a Subscriber that accesses JPB-X directly, (2) a response to a production issue, (3) the National Best Bid moving lower than or becoming equal to the limit of a matched sell order or the National Best Offer moving higher than or becoming equal to the limit of a matched buy order, (4) the triggering of a Rule 201 price test, or (5) the stock closing at the primary exchange, JPB-X will terminate the match period and issue partial fills before cancelling all matched firm-up orders. The quantity of a matched order's fill will be proportional to the duration of the match period and the price of the fill will be the VWAP over the duration of the match period (or, if a Rule 201 price test is in effect, at a price that is allowed by the rule). In addition, JPB-X does not execute a cross in any NMS stock that is subject to a regulatory or trading halt (a "Halt"), although, as described in response to Part III, Item 20, JPB-X will continue to accept Firm/Conditional Orders in such an NMS stock and instructions to modify, cancel, or replace Firm/Conditional Orders in that NMS stock using the priority logic described in response to Part III, Item 11(c). Firm-up orders that were matched but for which the match period has not elapsed will be cancelled by JPB-X immediately after the Halt goes into effect. If a Halt in an NMS stock occurs during regular trading hours while a firm-up period for one or more conditional orders in that security is underway, JPB-X rejects any firm-up order received during the firm-up period while the halt is in place. Matching of Close Price Match Orders. As described in response to Part III, Item 11, once JPB-X matches firm-up orders designated for Close Price Match in a NMS stock, they are crossed, based on time priority, at the closing price as determined by the closing auction and published by the primary exchange for the NMS stock after the exchange closes. As described in response to Part III, Item 20, when a Halt is in effect for an NMS stock, JPB-X will continue to accept and match conditional orders designated for Close Price Match and to accept instructions to modify, cancel, or replace conditional orders in that NMS stock using the priority logic described in response to Part III, Item 11(c) but will not execute orders if the primary exchange does not publish a close price as determined by the closing auction for the stock, in which case JPB-X will cancel the unexecuted orders immediately after JPMS determines that the primary exchange has not published a close price as determined by the closing auction for the stock and has been delayed in doing so as a result of the Halt. Firm-up orders that were matched but have not yet been executed will be cancelled by JPB-X immediately after the Halt goes into effect. Changes in NBBO. Although a change in the NBBO would not affect the relative priority of matched firm-up orders that remain eligible for execution after the change, the change could affect whether a firm-up order designated for VWAP Price Match with a price instruction associated with it is eligible for execution and the execution price at which orders that remain eligible for execution are crossed. Y JPB-X does not have a minimum or maximum Firm/Conditional Order size requirement; however, JPMS prevents the entry of Firm/Conditional Orders that exceed limits imposed by JPMS pursuant to, e.g., its obligations under SEC Rule 15c3-5 to maintain reasonably designed risk management controls. Certain limits referenced in response to Part III, Item 8(a) are based on Subscriber-specific credit thresholds maintained by JPMS pursuant to its obligations under SEC Rule 15c3-5. Odd lot orders are handled in the same manner as round lot orders. Y Mixed lot orders are handled in the same manner as round lot orders. Y JPB-X receives conditional orders routed to it by the SOR, by JPMS trading algorithms via the SOR, or by Subscribers that access JPB-X directly. A conditional order describes the price, size, side, symbol, and minimum match size of the trading interest. Conditional orders can take the form of the Firm/Conditional Order types described in response to Part III, Item 7. JPB-X matches conditional orders designated for the VWAP Price Match and Close Price Match as described in response to Part III, Item 11. If two or more conditional orders match (as applicable), JPB-X sends a firm-up invitation to (i) the SOR, if it had routed one of the matched conditional orders without instruction to do so from a JPMS algorithmic trading strategy, (ii) any JPMS algorithmic trading strategy that instructed the SOR to route one of the matched conditional orders, and/or (iii) any Subscriber that routed one of the matched conditional orders directly to JPB-X (with multiple firm-up invitations being sent to (a) any JPMS algorithmic trading strategy that routed more than one of the matched conditional orders or (b) the SOR if it had routed more than one of the matched conditional orders without instruction to do so from a JPMS algorithmic trading strategy). The firm-up invitation includes the symbol, quantity, and price of the associated same-side conditional order that prompted the firm-up invitation and the matched size of contra-side trading interest. When JPB-X sends a firm-up invitation, JPB-X cancels the corresponding conditional order, and the recipient of the firm-up invitation (i.e., the SOR, a JPMS algorithmic trading strategy, or a Subscriber) has the duration of the firm-up period to determine whether to send a firm-up order in response to the firm-up invitation. The price and size attributes reflected in a Subscriber's firm-up order may differ from the corresponding attributes reflected in the Subscriber's earlier conditional order. The firm-up period is the shorter of (i) the time it takes for JPB-X to receive firm-up orders corresponding to the matched conditional orders or (ii) the default firm-up period, which is one second for both the Close Price Match and the VWAP Price Match. JPB-X does not match any firm-up orders until the firm-up period elapses. When the firm-up period elapses, JPB-X matches the firm-up orders designated for the VWAP Price Match and Close Price Match as described in response to Part III, Item 11. By default, the algorithms/SOR can route conditional orders to JPB-X. Subscribers can opt out of the routing of conditional orders on their behalf. Subscribers can opt out in whole or in part (with respect to a subset of conditional orders or all conditional orders) by contacting their JPMS sales representatives. JPMS implements such restrictions as soon as reasonably practicable. In addition, JPMS reserves the right to limit or prohibit the use of conditional orders for Subscribers at JPMS' discretion if, as described in response to Part III, Item 3, ECS Liquidity Product Specialists responsible for the operation of JPB-X detect systematic behavior resulting in a materially negative impact to the operation of JPB-X or to other Subscribers as evidenced by, e.g., a high cancellation rate or, with respect to orders designated for VWAP Price Match, high VWAP slippage of the Subscriber's orders, or, with respect to orders designated for Close Price Match, late cancellation attempts. Y JPB-X accepts the Firm/Conditional Order types described in response to Part III, Item 7(a) prior to the start of the trading day and during any regulatory or trading halt (but not during a suspension or technical system outage, described in response to Part III, Item 20(a)). JPB-X begins matching conditional orders and crossing firm orders in an NMS stock after the stock has opened on its primary exchange and, in the case of a stoppage during regular trading hours, after trading has resumed. Firm/Conditional Orders are priced, prioritized, matched, and executed after JPB-X opens or re-opens for trading as described in response to Part III, Items 7, 9, and 11. Y Once the trading day commences or a stoppage has been lifted, JPB-X handles Firm/Conditional Orders as described in response to Part III, Items 7, 9, and 11. If a stoppage of trading in an NMS stock occurs during regular trading hours while a firm-up period for one or more conditional orders designated for VWAP Price Match in that security is underway, JPB-X rejects any firm-up order received during the firm-up period while the stoppage is in place. Y There is no difference between executions following a stoppage of trading during regular trading hours and other executions during regular trading hours; however, as described in response to Part III, Item 10(a), pre-opening executions do not occur in JPB-X. JPB-X is an NMS Stock ATS that operates within JPMS as part of the Equities Division of the Commercial and Investment Bank in JPMC, of which JPMS is a subsidiary, and offers matching services in NMS stocks. JPB-X is a crossing system that matches non-displayed conditional orders, and crosses non-displayed firm-up orders, designated to receive either a volume-weighted average price or the closing price of the NMS stock being traded. Y JPB-X rejects (i) short sale exempt, buy-minus, and sell-plus Firm/Conditional Orders, (2) short sale Firm/Conditional Orders designated for Close Price Match, (3) Firm/Conditional Orders priced at or above $1.00 per share if priced in a sub-penny increment, (4) Firm/Conditional Orders priced below $1.00 per share if priced in an increment of less than $.0001, (5) Firm/Conditional Orders that exceed limits imposed by JPMS pursuant to its obligations under SEC Rule 15c3-5, and (6) any order type and/or orders with any time-in-force instructions not identified in Part III, Item 7 above (for example, pegged orders). A Firm/Conditional Order is ineligible for matching in JPB-X unless the price, minimum quantity, and counterparty preference instructions (see Part III, Items 13-14) associated with the Firm/Conditional Order, if any, are satisfied. Conditional orders, but not firm orders, can have minimum match size requirements. As described in response to Part III, Item 9, a firm-up order is ineligible for execution in JPB-X during the order's applicable firm-up period. Beginning on March 23, 2026 and once the changes to segmentation, as described in Part III, Item 13, are effective--in JPB-X, for both the VWAP Price Match and the Close Price Match, eligible JPMS principal orders can match with other eligible JPMS principal orders within the same aggregation unit. VWAP Price Match Rules and Procedures: When two or more conditional orders designated for VWAP Price Match on opposite sides are eligible for matching in JPB-X, JPB-X matches them based on one-to-one random matching logic and sends firm-up invitations to the algorithms/SOR or Subscribers (as described in response to Part III, Item 9). Specifically, when assessing all eligible conditional orders able to be matched, JPB-X will, beginning with the side with fewer orders, randomly choose one conditional order on one side and one conditional order on the other side. A conditional order routed by the algorithms/SOR or directly by a Subscriber can be cancelled by the algorithms/SOR or Subscriber, respectively, before the conditional order is matched. Short sale conditional orders are not eligible for matching when a price test under Rule 201 of Regulation SHO is in effect. Once the firm-up period described in Part III, Item 9 has elapsed, JPB-X matches the firm-up orders it received during the firm-up period (subject to the eligibility criteria for the firm-up orders discussed above and the firm-up orders' participation instructions). If either firm-up order quantity is less than the firm-up invitation quantity, JPB-X will match the firm-up orders (for the quantity that will satisfy the smaller firm-up order) at the end of the match period and cancel back any residual (see example below). A pre-determined default match period commences upon the earlier of (i) JPB-X's receipt of firm-up orders corresponding to all firm-up invitations sent by JPB-X or (ii) the expiration of the firm-up period. The default match period is currently five minutes for all firm-up orders. As noted above, for the VWAP Price Match, JPB-X will commence the five minute match period with a match quantity that will satisfy the smaller firm-up order. For example, JPB-X can match a Conditional Order to buy 1000 shares of ABC designated for the VWAP Price Match ("Order 1") with a Conditional Order to sell 500 shares of ABC designated for the VWAP Price Match ("Order 2") with a match quantity of 500 shares. If Order 1 firms up with 500 shares and Order 2 firms up with 300 shares, JPB-X will commence the five minute match period with a final match quantity of 300 shares. JPB-X will indicate the final match quantity of 300 shares on the firm-up order acknowledgement for Order 1 and Order 2 and will indicate the cancellation of 200 shares for Order 1 at the end of the match period. During the match period, JPB-X monitors market data reported via the SIP (see Part III, Item 23) and any changes to parent order attributes. Once the match period elapses, JPB-X crosses the matched firm-up orders at the VWAP (if one exists and it is within the matched orders' price limits, if any), determined by JPB-X based on executed trades reported via the SIP during the match period. Trade prices reported pursuant to the UTP Plan with the following sale conditions will be excluded when calculating the VWAP for the match period: Cash Sale, Price Variation Trade, Bunched Sold Trade, Sold Last, Market Center Official Close, Prior Reference Price, Market Center Official Open, Seller, Form T, Extended trading hours (Sold Out of Sequence), Contingent Trade, Average Price Trade, Sold (out of sequence), Derivatively priced, Qualified Contingent Trade (QCT). Trade prices reported pursuant to the CTA Plan with the following sale conditions will be excluded when calculating the VWAP for the match period: Average Price Trade, Cash Trade (Same Day Clearing), Price Variation Trade, Sold Last (Late Reporting), Market Center Official Close, , Prior Reference Price, Market Center Official Open, Seller, Extended Hours Trade, Extended Hours Sold (Out of Sequence), Contingent Trade, Sold (Out of Sequence), Derivatively Priced, and Qualified Contingent Trade. If there are no eligible trades in the security during the match period for VWAP Price Match firm-up orders and therefore a VWAP cannot be determined, the matched firm-up orders are cancelled without a fill. In the event of (1) the cancellation of a firm-up order by the algorithms/SOR or a Subscriber that accesses JPB-X directly, (2) a response to a production issue, (3) the National Best Bid moving lower than or becoming equal to the limit of a matched sell order or the National Best Offer moving higher than or becoming equal to the limit of a matched buy order, (4) the triggering of a Rule 201 price test, or (5) the stock closing at the primary exchange, JPB-X will terminate the match period and issue partial fills before cancelling all matched firm-up orders. The quantity of a matched order's fill will be proportional to the duration of the match period and the price of the fill will be the VWAP over the duration of the match period (or, if a Rule 201 price test is in effect, at a price that is allowed by the rule). For example, if the full match quantity is 5,000 shares over five minutes and one of the firm-up orders is cancelled two minutes after the match period began, JPB-X will end the match period and will execute 2,000 shares. The price of the fill will be the VWAP over the duration of the match period up until the time of cancellation of the matched firm-up order. JPB-X does not execute a cross in any NMS stock that is subject to a Halt (although, as described in response to Part III, Item 20, JPB-X will continue to accept Firm/Conditional Orders in such an NMS stock and instructions to modify, cancel, or replace Firm/Conditional Orders in that NMS stock). Firm-up orders that were matched but for which the match period has not elapsed are cancelled by JPB-X immediately after the Halt goes into effect. If a Halt in an NMS stock occurs during regular trading hours while a firm-up period for one or more conditional orders in that security is underway, JPB-X rejects any firm-up order received during the firm-up period while the halt is in place. Close Price Match Rules and Procedures: A conditional order routed by the algorithms/SOR or directly by a Subscriber can be cancelled by the algorithms/SOR or Subscriber, respectively, before the Close Price Match matching time. Following the Close Price Match matching time (see response to Part III, Item 4), JPB-X (i) matches conditional orders designated for Close Price Match on opposite sides that are eligible for matching in JPB-X based on time priority and (ii) sends firm-up invitations to the algorithms/SOR or Subscribers (as described in response to Part III, Item 9). JPB-X does not accept conditional orders or amendments or cancellations of conditional orders after the Close Price Match matching time. JPB-X accepts firm-up orders and amendments to firm-up orders (to reduce quantity) after the Close Price Match matching time, during the firm-up period. JPB-X does not accept cancellations of firm-up orders designated for Close Price Match from the algorithms/SOR or Subscribers. Once the firm-up period described in Part III, Item 9 has elapsed, JPB-X matches the firm-up orders designated for Close Price match received during the firm-up period (subject to the eligibility criteria for the firm-up orders discussed above and the firm-up orders' participation instructions) based on the time priority previously afforded the corresponding same-side conditional orders that preceded the firm-up orders, respectively. Unmatched firm-up orders are cancelled back to the SOR or, for any unmatched firm-up orders routed directly by a Subscriber, the Subscriber. Once the official closing price as determined by the closing auction is published by the primary exchange for the NMS stock, JPB-X crosses the matched firm-up orders at that closing price as reported by the SIP (see Part III, Item 23). A Close Price Match firm-up order (a) will be cancelled if the primary exchange does not publish a close price as determined by the closing auction for the stock and (b) may not be executed fully or at all if it is partially or fully cancelled as a result of a response to a production issue. As described in response to Part III, Item 20, when a Halt is in effect for an NMS stock, JPB-X will continue to accept and match conditional orders designated for Close Price Match and to accept instructions to modify, cancel, or replace conditional orders in that NMS stock using the priority logic described in this response but will not execute orders if the primary exchange does not publish a close price as determined by the closing auction for the stock, in which case JPB-X will cancel the unexecuted orders immediately after JPMS determines that the primary exchange has not published a close price as determined by the closing auction for the stock and has been delayed in doing so as a result of the Halt. Firm-up orders that were matched but have not yet been executed will be cancelled by JPB-X immediately after the Halt goes into effect. Additional Rules and Procedures for JPB-X Generally: JPMS, at the request of a Subscriber or on JPMS' own initiative, may determine to review any transaction in JPB-X to assess whether it was adversely affected by a technical issue or "clearly erroneous" as defined by relevant regulators (e.g., under FINRA Rule 11891, "the terms of a transaction are 'clearly erroneous' when there is an obvious error in any term, such as price, number of shares, or other unit of trading, or identification of the security"). If JPMS determines that a transaction was adversely affected by a technical issue or clearly erroneous, whether or not as a result of JPMS or Subscriber error, JPMS, depending on the facts and circumstances, may work with the affected Subscriber(s) to resolve the error and may cancel (bust) the transaction or assume responsibility for one side of the transaction and work to cover the resulting position as soon as is practicable. JPB-X also may suspend matching in the event of volatile market conditions (e.g., wide bid/offer spreads). JPB-X time stamps orders upon receipt and executions at the time they occur and reports them in milliseconds in accordance with applicable FINRA Consolidated Audit Trail System and trade reporting rules. JPB-X determines queue positions based on new order receipt times with microsecond precision, except in the case of a reduction in the quantity of an order, in which case, the replacement order assumes the queue position of the original order. Y N Until completion of the below described change, which will begin on March 23, 2026: Subscriber Firm/Conditional Order flow is assigned to an order flow type, each of which corresponds to a tier. JPMS assigns a Subscriber's Firm/Conditional Order flow to an order flow type based upon an initial review of information received from the Subscriber at onboarding. The order flow types and corresponding tiers are provided below. For the avoidance of doubt, "institutional investor client flow" does not include "U.S.-registered broker-dealer client flow" (and vice versa), and neither of them includes JPMS flow or JPMS affiliates' flow. Fills resulting from JPMS principal trading desk flow accessing JPB-X via the algorithms/SOR (Order Flow Type P-1 in Tier 4) may be provided to JPMS clients on a riskless principal basis. (Unlike JPM-X, another NMS Stock ATS operated by JPMS, JPB-X does not have a Tier 5.) Tier 1 (Order Flow Type I-1) -- Institutional investor client flow and JPMS affiliates' flow accessing JPB-X via the algorithms/SOR; Tier 2 (Order Flow Type I-2) -- Institutional investor client flow with direct access to JPB-X; Tier 3 (Order Flow Type I-3) -- U.S.-registered broker-dealer client flow (both agency and principal) accessing JPB-X via the algorithms/SOR; and Tier 4 (Order Flow Type P-1) -- Internal (JPMS) principal trading desk flow accessing JPB-X via the algorithms/SOR. Beginning on March 23, 2026: Subscriber Firm/Conditional Order flow is assigned to a tier. JPMS assigns a Subscriber's Firm/Conditional Order flow to a tier based upon order characteristics received (e.g., means of access to JPB-X). The tiers are provided below. For the avoidance of doubt, "institutional investor client flow" does not include any U.S.-registered or non-U.S.-registered "broker-dealer client flow" (and vice versa), and neither of them includes JPMS flow or JPMS affiliates' flow. Fills resulting from JPMS principal trading desk flow accessing JPB-X via the algorithms/SOR (Tier 1) may be provided to JPMS clients on a riskless principal basis. (Unlike JPM-X, another NMS Stock ATS operated by JPMS, JPB-X does not have a Tier 3, 4, or 5.) Tier 1 -- Institutional investor client flow accessing JPB-X via the algorithms/SOR, JPMS affiliates flow accessing JPB-X via the algorithms/SOR, U.S.-registered and non-U.S.-registered broker-dealer client flow (both agency and principal) accessing JPB-X via the algorithms/SOR, and internal (JPMS) principal trading desks' flow accessing JPB-X via the algorithms/SOR; and Tier 2 -- Institutional investor client flow with direct access to JPB-X. Beginning on March 23, 2026, JPB-X will gradually implement the above noted tiering changes by symbol range. The proposed daily symbol range implementation schedule, which will start on March 23, 2026 and may be subject to change, is as follows: Day 1: Z range; Day 2: W-Z range ; Day 3: T-Z range; Day 4: L-Z range; and Day 5, A-Z range. A detailed implementation plan will be sent to Subscribers in advance and will be available to the public here: https://www.jpmorgan.com/markets/aqua#x. During implementation, JPB-X will disable the prior tiering logic for the migrating symbol range and will implement the new tiering logic for such symbol range. There is no specific length of time that an order flow type or tier assignment for a Subscriber will remain in effect; however, JPMS conducts a quarterly review of the trading activity in JPB-X of a sample set of Subscribers to confirm the accuracy of the Subscribers' order flow type and tier assignments, and JPMS reserves the right to review and add, remove, or revise an order flow type or tier assignment for a Subscriber at any time. JPMS would notify the Subscriber in the event of a change in the order flow type or tier assignment for the Subscriber. JPMS may change an order flow type or tier assignment for a Subscriber as described in response to Part III, Items 13-14 but does not otherwise override such an assignment once made. The segmentation of order flow described above affects order interaction insofar as, in looking for matching opportunities for a Subscriber's Firm/Conditional Orders, JPB-X complies with the Subscriber's counterparty preferences regarding the tiers with which their Firm/Conditional Orders interact and/or the ability of their Firm/Conditional Orders to interact with principal liquidity of JPMS, as described in response to Part III, Item 14. Y JPMS informs Subscribers of their assigned order flow type and tier classification at onboarding and upon request. A request by a Subscriber to contest such an assignment can be communicated through a JPMS sales representative and will be reviewed by ECS Liquidity Product Specialists. Y Y Until completion of the below described system change, which will begin on March 23, 2026: Subscribers can restrict the order flow types or tiers with which their Firm/Conditional Orders interact. Subscribers can identify order flow type or tier restrictions (i) on an order-by-order basis in the Firm/Conditional Order instructions submitted to JPMS or (ii) by contacting the Subscriber's JPMS sales representative with respect to a subset of Firm/Conditional Orders or all order flow. In each case, ECS Liquidity Product Specialists implement the restriction as soon as reasonably practicable. JPMS may further limit the order flow types or tiers with which a Subscriber's Firm/Conditional Orders interact based on the Subscriber's trading objectives, consistent with the Subscriber's order instructions (e.g., when a Subscriber has informed JPMS that the Subscriber seeks a low participation rate and so JPMS in light of that objective, reduces the liquidity available to the Subscriber in JPB-X by restricting the order flow tiers with which the Subscriber's Firm/Conditional Orders would interact). Subscribers also can enable self-crossing restrictions (i) on an order-by-order basis in the Firm/Conditional Order instructions submitted to JPMS or (ii) by contacting the Subscriber's JPMS sales representative with respect to a subset of Firm/Conditional Orders or all order flow. In addition, JPMS can apply self-crossing restrictions to a subset or all of the Subscriber's Firm/Conditional Orders (e.g., to prevent wash sales) and may consult with the Subscriber in determining such restrictions. Beginning on March 23, 2026 and once the changes to the segmentation, as described in Part III, Item 13, are effective: Subscribers can restrict the tiers with which their Firm/Conditional Orders interact and/or restrict their Firm/Conditional Orders from interacting with principal liquidity of JPMS. Subscribers can identify tier restrictions and/or principal interaction restrictions (i) on an order-by-order basis in the Firm/Conditional Order instructions submitted to JPMS or (ii) by contacting the Subscriber's JPMS sales representative with respect to a subset of Firm/Conditional Orders or all order flow. In each case, ECS Liquidity Product Specialists implement the restriction as soon as reasonably practicable. JPMS may further limit the tiers with which a Subscriber's Firm/Conditional Orders interact and/or the ability for a Subscriber's Firm/Conditional Orders to interact with principal liquidity of JPMS, based on the Subscriber's trading objectives, consistent with the Subscriber's order instructions (e.g., when a Subscriber has informed JPMS that the Subscriber seeks a low participation rate and so JPMS in light of that objective, reduces the liquidity available to the Subscriber in JPB-X by restricting the tiers with which the Subscriber's Firm/Conditional Orders would interact and/or the ability of their Firm/Conditional Orders to interact with principal liquidity of JPMS). Subscribers also can enable self-crossing restrictions (i) on an order-by-order basis in the Firm/Conditional Order instructions submitted to JPMS or (ii) by contacting the Subscriber's JPMS sales representative with respect to a subset of Firm/Conditional Orders or all order flow. In addition, JPMS can apply self-crossing restrictions to a subset or all of the Subscriber's Firm/Conditional Orders (e.g., to prevent wash sales) and may consult with the Subscriber in determining such restrictions. As noted in response to Part III, Item 13, beginning on March 23, 2026, JPB-X will gradually implement the above noted tiering changes by symbol range. The proposed daily symbol range implementation schedule, which will start on March 23, 2026 and may be subject to change, is as follows: Day 1: Z range; Day 2: W-Z range ; Day 3: T-Z range; Day 4: L-Z range; and Day 5, A-Z range. A detailed implementation plan will be sent to Subscribers in advance and will be available to the public here: https://www.jpmorgan.com/markets/aqua#x. During implementation, JPB-X will disable the prior tiering logic for the migrating symbol range and will implement the new tiering logic for such symbol range. Y N Firm/Conditional Orders are made known to the SOR when they are routed through it. As described in response to Part III, Item 9, when the algorithms/SOR routes conditional orders to JPB-X, JPB-X may send firm-up invitations back to the algorithms/SOR. Accordingly, when JPMS algorithmic trading strategies route conditional orders to JPB-X via the SOR, any resulting firm-up invitations are sent by JPB-X to a JPMS algorithmic trading strategy via the SOR, and when the SOR routes conditional orders to JPB-X without instruction to do so from a JPMS algorithmic trading strategy, any resulting firm-up invitations are sent by JPB-X to the SOR. A firm-up invitation includes the symbol, quantity, and price of the associated same-side conditional order that prompted the firm-up invitation and the matched size of contra-side trading interest. The SOR does not retain information about Firm/Conditional Orders resident in the respective order books for VWAP Price Match orders and Close Price Match orders other than Firm/Conditional Orders that the SOR routed to JPB-X without instruction to do so from a JPMS algorithmic trading strategy. Y N For VWAP Price Match orders, there are no differences between how Firm/Conditional Orders are treated on JPB-X during the close and how Firm/Conditional Orders are treated during regular trading hours. For Close Price Match orders, JPB-X crosses firm orders at closing prices outside of regular trading hours as described in response to Part III, Item 11(c). Y N JPMS charges unbundled subscription fees to Subscribers for access to JPB-X that can take the form of either a fixed fee or a volume-based fee (with a floor of $0/share in both cases and no set maximum). The availability of these fee types is not limited by Subscriber type. Variables that impact the amount of the fee include the volume of the client's trading through JPMS, the order match type(s) utilized by the client, and JPMS' overall business relationship with the client and its affiliates. JPMS individually negotiates fees and charges with clients that use multiple JPMS order handling and execution services, which include algorithmic trading strategies, the SOR, research, prime brokerage, high-touch trading, and/or program trading. Such clients include those that access JPB-X via the algorithms/SOR. These fees and charges necessarily vary across clients based on the products and services provided to them by JPMS and can take the form of a Cost+ fee (including a volume-based or flat fee commission) or an All-In fee (negotiated at an overall client-level). The availability of these fee types is not limited by client type. Variables that impact the amount of the fee include the volume of the client's trading through JPMS, the order match type(s) utilized by the client, and JPMS' overall business relationship with the client and its affiliates. JPMS does not offer rebates for the use of JPB-X. JPMS individually negotiates fees and charges, which may be bundled as described above in response to Part III, Item 19(b), resulting in fees and charges that may vary across Subscribers. JPMS can, in its sole discretion, elect to suspend operation of JPB-X at any time, including the suspension of trading in individual NMS stocks for, among other reasons, approaching Regulation ATS Fair Access and Regulation SCI volume thresholds. JPMS also may suspend trading in an NMS stock if, e.g., (i) JPMS is unable to report trades in that stock as described in response to Part III, Item 21 or (ii) the market data received by JPB-X for the stock from the Securities Information Processors (discussed in response to Part III, Item 23) is unavailable, unstable, experiencing unacceptable latencies, or detected to be providing quotes that appear to have quality issues. In the event of a technical system outage at JPB-X, the JPMS Electronic Trading Technology Production Management team can in its discretion: -- Disable routing from the algorithms/SOR to JPB-X; -- Disable the acceptance of orders in JPB-X; and -- Cease the matching process in JPB-X by cancelling any open Firm/Conditional Orders. If an NMS stock is subject to a Halt, JPB-X will handle Firm/Conditional Orders as follows, depending on the order type: -- VWAP Price Match: When a Halt is in effect for an NMS stock, JPB-X will continue to accept Firm/Conditional Orders in that NMS stock designated for VWAP Price Match and instructions to modify, cancel, or replace Firm/Conditional Orders in that NMS stock using the priority logic described in response to Part III, Item 11(c), but JPB-X will not match or execute Firm/Conditional Orders in that NMS stock. JPB-X will reject a firm-up order if a Halt occurred during the firm-up period for that order. Firm-up orders that were matched but for which the match period has not elapsed will be cancelled by JPB-X immediately after the Halt goes into effect. -- Close Price Match: When a Halt is in effect for an NMS stock, JPB-X will continue to accept and match conditional orders designated for Close Price Match and to accept instructions to modify, cancel, or replace conditional orders in that NMS stock using the priority logic described in response to Part III, Item 11(c) but will not execute orders if the primary exchange does not publish a close price as determined by the closing auction for the stock, in which case JPB-X will cancel the unexecuted orders immediately after JPMS determines that the primary exchange has not published a close price as determined by the closing auction for the stock and has been delayed in doing so as a result of the Halt. Firm-up orders that were matched but have not yet been executed will be cancelled by JPB-X immediately after the Halt goes into effect. In the event of a halt in an NMS stock imposed by JPB-X, it will not accept, match, or execute Firm/Conditional Orders in that NMS stock and will not accept instructions to modify, cancel, or replace Firm/Conditional Orders in that NMS stock. Moreover, as noted in response to Part III, Item 3(a), JPMS reserves the right (i) to disable any JPB-X functionality, in whole or in part, if such functionality experiences technical issues or could otherwise pose a detrimental risk to Subscribers, JPB-X, or the capital markets and (ii) to restrict the entry of a Subscriber's Firm/Conditional Orders into JPB-X if certain thresholds are exceeded (e.g., risk limits imposed by JPMS pursuant to its obligations under SEC Rule 15c3-5) or to mitigate operational risk by reducing the volume of messaging in JPB-X. For instance, JPMS reserves the right to disable (i) the Close Price Match matching type in the event an exchange materially alters the functioning of its closing auction or (ii) one or both of the VWAP Price Match and Close Price Match matching types entirely when market conditions warrant a reduction of operational risk (e.g., in the event of excessive market volatility). Y Once a cross has been executed, JPMS will report any qualifying trades to a recognized trade reporting facility of a self-regulatory organization ("SRO") in accordance with applicable SRO rules. JPMS currently reports trades to the FINRA/Nasdaq Trade Reporting Facility (FINRA/Nasdaq TRF Carteret) or, as a backup, the FINRA Alternative Display Facility. In accordance with FINRA Trade Reporting FAQs 100.4 and 104.7, where matches between two JPMS principal orders within the same aggregation unit occur, such matches will be treated as an internal transfer of shares (book transfer) and, therefore, not reported to a trade reporting facility, given there is no change of beneficial ownership. JPMS also maintains audit trail information for orders submitted to JPB-X as required by Consolidated Audit Trail ("CAT") reporting. JPMS will not submit CAT reports for conditional orders in compliance with FINRA's CATNMSPLAN Frequently Asked Question - Compliance Number B40. Y JPB-X transactions are cleared and settled by JPMS using its existing clearance and settlement infrastructure. In its capacity as a self-clearing firm, JPMS submits transactions in JPB-X for clearance at the National Securities Clearing Corporation ("NSCC") and settlement at the Depository Trust Company ("DTC"), except as described below. All JPB-X transactions clear versus JPMS and according to the settlement instructions provided to JPMS by Subscribers. Subscribers either must self-clear or have their own clearing arrangements with broker-dealer clearing firms (such as JPMS) and/or a custodial relationship with a broker-dealer or bank. If JPMS' clearing counterparty is JPMS itself, JPMS will clear the transaction internally. If JPMS' clearing counterparty is an NSCC-eligible broker-dealer other than JPMS, JPMS will submit the transaction to the NSCC pursuant to a Qualified Service Representative Agreement, NASDAQ ACT Automated Give-Up Agreement, or Correspondent Clearing 9A/9B Authorization. If JPMS' clearing counterparty is a non-NSCC-eligible broker-dealer or a custodial broker-dealer or bank, JPMS will settle the transaction DVP/RVP through DTC. In accordance with FINRA Trade Reporting FAQs 100.4 and 104.7, where matches between JPMS principal orders within the same aggregation unit occur, i.e., where there is no change of beneficial ownership, no transaction will need to clear or settle as such matches are treated as an internal transfer of shares (book transfer). Y JPMS determines the NBBO, protected quotes, and execution prices for Firm/Conditional Orders in JPB-X, including VWAP Price Match orders executed at the VWAP over the course of a match period and Close Price Match orders executed at the closing price as determined by the closing auction and published by the primary exchange, based on market data received from the Securities Information Processors (the "SIP"). The market data feeds consumed by JPB-X are provided by Redline, a market data provider. As described in response to Part III, Item 20, JPMS may suspend trading in an NMS stock if the market data received by JPB-X for the stock from the SIP is unavailable, unstable, experiencing unacceptable latencies, or detected to be providing quotes that appear to have quality issues. Y N N true true